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Schwab (SCHW) closes Forge Global deal, adding pre-IPO access

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(Very High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

The Charles Schwab Corporation filed an 8-K announcing it has completed its acquisition of Forge Global Holdings, Inc., a platform that provides eligible investors access to shares of pre-IPO companies through direct private share purchases and single- and multi-company funds.

Schwab describes the deal as combining leaders in public and private market transactions, positioning it to offer a more comprehensive experience in both markets for individual investors and Registered Investment Advisors. Integration work is underway, and Forge will continue operating its business and relationships with issuers while Schwab gradually introduces Forge’s products and capabilities to more clients.

Under the agreement announced earlier, Forge shareholders received $45 in cash per outstanding common share, and the transaction was unanimously approved by the boards of both Schwab and Forge.

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Insights

Schwab closes Forge deal, adding private-market access for eligible clients.

Schwab has completed its acquisition of Forge Global Holdings, Inc., which provides eligible investors access to pre-IPO company shares via private share purchases and dedicated funds. Management frames this as enhancing its alternative investments offering alongside traditional public-market brokerage and advisory services.

The combination links Schwab’s large public-markets platform with Forge’s private-market capabilities, potentially broadening product choice for individual investors and Registered Investment Advisors. Forge will continue operating its business and issuer relationships while integration proceeds, suggesting continuity for existing Forge clients during the transition.

The release notes that Forge shareholders received $45 per outstanding common share and that both companies’ boards approved the transaction unanimously. Future impact will depend on how effectively Schwab integrates these capabilities and how much demand its eligible clients show for private-market access.

SCHWAB CHARLES CORP false 0000316709 0000316709 2026-03-02 2026-03-02 0000316709 us-gaap:CommonStockMember 2026-03-02 2026-03-02 0000316709 us-gaap:SeriesDPreferredStockMember 2026-03-02 2026-03-02 0000316709 schw:SeriesJPreferredStockMember 2026-03-02 2026-03-02
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (date of earliest event reported): March 2, 2026

 

 

The Charles Schwab Corporation

(Exact name of registrant as specified in its charter)

 

 

Commission File Number: 1-9700

 

Delaware   94-3025021
(State or other jurisdiction
of incorporation or organization)
  (I.R.S. Employer
Identification No.)

3000 Schwab Way, Westlake, TX 76262

(Address of principal executive offices, including zip code)

(817) 859-5000

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange
on which registered

Common Stock - $.01 par value per share   SCHW   New York Stock Exchange
Depositary Shares, each representing a 1/40th ownership interest in a share of 5.95% Non-Cumulative Preferred Stock, Series D   SCHW PrD   New York Stock Exchange
Depositary Shares, each representing a 1/40th ownership interest in a share of 4.450% Non-Cumulative Preferred Stock, Series J   SCHW PrJ   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 


Item 7.01

Regulation FD Disclosure

On March 2, 2026, The Charles Schwab Corporation issued a press release announcing the closing of its acquisition of Forge Global Holdings, Inc. A copy of the press release is attached as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

The information contained in this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01

Financial Statements and Exhibits

 

  (d)

Exhibits

 

Exhibit No.    Description
99.1    Press Release of The Charles Schwab Corporation, dated as of March 2, 2026.
104    Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

 


Signature(s)

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

      THE CHARLES SCHWAB CORPORATION
Date: March 2, 2026     By:  

/s/ Michael Verdeschi

      Michael Verdeschi
      Managing Director and Chief Financial Officer

Exhibit 99.1

 

News Release       LOGO
Contacts:

MEDIA:

  

INVESTORS/ANALYSTS:

  

Mayura Hooper

  

Jeff Edwards

  

Charles Schwab

  

Charles Schwab

  

Phone: 415-667-1525

  

Phone: 817-854-6177

  
     

CHARLES SCHWAB COMPLETES ACQUISITION OF FORGE GLOBAL

Acquisition will bring Forge’s leading private markets capabilities to more investors

WESTLAKE, Texas, March 2, 2026 – The Charles Schwab Corporation (Schwab) today announced that it has completed its acquisition of Forge Global Holdings, Inc. (Forge). Forge provides eligible investors with direct and indirect access to shares of pre-IPO companies through direct private share purchases, single company funds, and multicompany funds. The transaction brings together leaders in public markets and private marketplace transactions, and the combination positions Schwab to offer a best-in-class experience across both markets for individual investors and Registered Investment Advisors (RIAs).

“We believe helping more people participate directly in the growth of private companies is a meaningful opportunity for wealth creation and diversification, attractive to individual investors and the advisors who serve them,” said Rick Wurster, president and chief executive officer of Charles Schwab. “This acquisition helps us round out our alternative investments offer while bringing expanded access, better value, and increased transparency to the private markets, just as Schwab historically brought to the public market.”

Integration work is underway, and Forge will continue to operate its business and maintain the strong relationships it has established with issuers. Schwab will introduce Forge’s products and capabilities to more individual investors and RIAs over time, and Wurster added, “We are honored to welcome Forge’s clients and talented team to Schwab and look forward to sharing more details on the integration and combined offer in the months ahead.”

As announced in November, under the terms of the agreement, Forge’s shareholders received $45 cash per

outstanding common share. The transaction was unanimously approved by the Boards of Directors of Schwab and Forge.

About Charles Schwab

The Charles Schwab Corporation (NYSE: SCHW) is a leading provider of financial services, with 38.0 million active brokerage accounts, 5.6 million workplace plan participant accounts, 2.2 million banking accounts, and $11.59 trillion in client assets. Through its operating subsidiaries, the company provides a full range of wealth management, securities brokerage, banking, asset management, custody, and financial advisory services to individual investors and independent investment advisors. Its broker-dealer subsidiary, Charles Schwab & Co., Inc. (member SIPC, https://www.sipc.org), and its affiliates offer a complete range of investment services and products including an extensive selection of mutual funds; financial planning and investment advice; retirement plan and equity compensation plan services; referrals to independent, fee-based investment advisors; and custodial, operational and trading support for independent, fee-based investment advisors through Schwab Advisor ServicesTM. Its primary banking subsidiary, Charles Schwab Bank, SSB (member FDIC and an Equal Housing Lender), provides banking and lending services and products. More information is available at https://www.aboutschwab.com.


FORWARD LOOKING STATEMENTS

This press release contains forward-looking statements relating to the acquisition and integration of Forge and its private markets capabilities. These forward-looking statements reflect management’s expectations and objectives as of the date hereof. Achievement of these expectations and objectives is subject to risks and uncertainties that could cause actual results to differ materially. Important factors that may cause such differences are described in the company’s most recent reports on Form 10-K and Form 10-Q, which have been filed with the Securities and Exchange Commission and are available on the company’s website (https://www.aboutschwab.com/financial-reports) and on the Securities and Exchange Commission’s website (https://www.sec.gov). The company makes no commitment to update any forward-looking statements.

Only investors who qualify as accredited investors, qualified clients, or qualified purchasers are eligible to invest in private company securities. Investing involves risks, including loss of principal.

Private markets (e.g., private company securities) are highly illiquid and there is no guarantee that a market will develop for such securities. Each investment carries its own risks, and you should conduct your own due diligence regarding the investment, including obtaining independent professional advice.

FAQ

What did Charles Schwab (SCHW) announce in this 8-K filing?

Charles Schwab announced it has completed its acquisition of Forge Global Holdings, Inc. The deal adds Forge’s private markets platform, which offers eligible investors access to pre-IPO company shares through direct purchases and specialized funds, to Schwab’s existing public-markets-focused services.

How does Forge Global’s business fit into Charles Schwab’s (SCHW) offerings?

Forge Global provides eligible investors with direct and indirect access to pre-IPO company shares via private share purchases and single- and multicompany funds. Schwab states the acquisition helps round out its alternative investments offering alongside its existing brokerage, banking, asset management, and advisory services.

What were the terms paid to Forge Global shareholders in the Schwab (SCHW) acquisition?

Under the agreement, Forge Global shareholders received $45 in cash for each outstanding common share. The transaction terms, previously announced, were unanimously approved by the Boards of Directors of both The Charles Schwab Corporation and Forge Global Holdings, Inc.

What integration plans did Charles Schwab (SCHW) outline for Forge Global?

Schwab indicated that integration work is underway and that Forge will continue operating its business and issuer relationships. Over time, Schwab plans to introduce Forge’s products and capabilities to more individual investors and Registered Investment Advisors while providing further integration details in future communications.

How large is Charles Schwab’s (SCHW) client base mentioned alongside the Forge deal?

Schwab reports 38.0 million active brokerage accounts, 5.6 million workplace plan participant accounts, 2.2 million banking accounts, and $11.59 trillion in client assets. This scale provides a substantial distribution platform for any private-market capabilities gained through the Forge Global acquisition.

What risks and limitations does Schwab highlight about private market investing after the Forge deal?

Schwab notes that only accredited investors, qualified clients, or qualified purchasers are eligible to invest in private company securities. It highlights that private markets are highly illiquid, investing involves risk including loss of principal, and each investment carries specific risks requiring investors’ own due diligence.

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