Charles Schwab (SCHW) Co-Chairman logs major trust-linked stock moves

Rhea-AI Filing Summary

Charles R. Schwab, Co-Chairman and director of Charles Schwab Corp (SCHW), reported option exercises and related share sales through affiliated entities. On 01/26/2026, nonqualified stock options with a $26.39 exercise price were exercised for 134,895 shares, which were contributed to a living trust and then sold indirectly by the trust at a weighted average price of $103.0864 per share. On 01/28/2026, options at the same exercise price were exercised for 44,962 shares, again contributed to a living trust and sold indirectly by the trust at $103.2003 per share, with an additional trust sale of 26,475 shares at $103.2177 per share. Following these transactions, indirect holdings included 56,092,979 common shares by trust, 30,641,981 shares by a limited partnership, 44,025 shares by 188 Corp, and 9,509,797.33 shares by spouse as trustee.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Schwab Charles R.

(Last) (First) (Middle)

3000 SCHWAB WAY

(Street)

WESTLAKE TX 76262

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SCHWAB CHARLES CORP [ SCHW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Co-Chairman

3. Date of Earliest Transaction (Month/Day/Year)
01/26/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/26/2026		M		134,895	A	$26.39	0(1)	D
Common Stock	01/26/2026		S		134,895	D	$103.0864(2)	56,119,454(1)	I	by Trust
Common Stock	01/28/2026		M		44,962	A	$26.39	0(3)	D
Common Stock	01/28/2026		S		44,962	D	$103.2003(4)	56,119,454(3)	I	by Trust
Common Stock	01/28/2026		S		26,475	D	$103.2177(5)	56,092,979	I	by Trust
Common Stock								30,641,981	I	by Limited Partnership
Common Stock								44,025	I	by 188 Corp
Common Stock								9,509,797.33	I	by Spouse as Trustee

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Nonqualified Stock Option (right to buy)	$26.39	01/26/2026		M			134,895	(6)	03/01/2026	Common Stock	134,895	$0	44,962	D
Nonqualified Stock Option (right to buy)	$26.39	01/28/2026		M			44,962	(6)	03/01/2026	Common Stock	44,962	$0	0	D

Explanation of Responses:

1. Reflects the contribution of 134,895 shares received upon exercise of the option to a living trust.

2. This transaction was executed in multiple trades at prices ranging from $102.77 to $103.49. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

3. Reflects the contribution of 44,962 shares received upon exercise of the option to a living trust.

4. This transaction was executed in multiple trades at prices ranging from $103.09 to $103.39. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

5. This transaction was executed in multiple trades at prices ranging from $103.085 to $103.27. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

6. The option was granted under the company's 2013 Stock Incentive Plan and vested in four equal annual installments beginning on the first anniversary of the grant date.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ P. Blake Allen, Attorney-in-fact	01/28/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transactions did Charles R. Schwab report for SCHW in January 2026?

Charles R. Schwab reported exercising nonqualified stock options at $26.39 per share and related sales of common stock on January 26 and January 28, 2026. These included option exercises for 134,895 and 44,962 shares and multiple sales executed through a living trust.

How many Charles Schwab Corp shares were sold indirectly by the trust associated with Charles R. Schwab?

A living trust associated with Charles R. Schwab sold blocks of 134,895, 44,962, and 26,475 Charles Schwab Corp common shares. These sales followed option exercises and contributions of the exercised shares to the trust, as described in the Form 4 footnotes and transaction tables.

At what prices were the SCHW shares sold in Charles R. Schwab’s January 2026 transactions?

Reported sales were executed at weighted average prices of $103.0864, $103.2003, and $103.2177 per Charles Schwab Corp common share. Footnotes state each sale comprised multiple trades within narrow price ranges, with full trade details available upon request from the reporting person.

What stock options did Charles R. Schwab exercise in the January 2026 Form 4 for SCHW?

Charles R. Schwab exercised nonqualified stock options with a $26.39 exercise price, covering 134,895 shares on January 26, 2026, and 44,962 shares on January 28, 2026. These options were granted under the company’s 2013 Stock Incentive Plan and had an exercisable date of March 1, 2026.

How are Charles R. Schwab’s remaining SCHW holdings structured after these transactions?

After the reported transactions, indirect holdings included 56,092,979 Charles Schwab Corp shares by trust, 30,641,981 shares by a limited partnership, 44,025 shares by 188 Corp, and 9,509,797.33 shares held by his spouse as trustee, reflecting substantial continuing indirect ownership interests.

What is Charles R. Schwab’s role at Charles Schwab Corp in this Form 4?

In the Form 4, Charles R. Schwab is identified as both a director and an officer of Charles Schwab Corp, with the officer title of Co-Chairman. This dual role highlights his senior leadership and board-level responsibilities at the brokerage and financial services company.