Schwab (SCHW) Co-Chairman Bettinger exercises option and sells 67,514 shares

Rhea-AI Filing Summary

Charles Schwab Co-Chairman Walter W. Bettinger reported option exercises and related share sales on February 6, 2026. A nonqualified stock option to buy 67,514 shares at $42.99 per share was exercised and fully exhausted.

The same 67,514 shares of common stock, held indirectly through a family trust, were sold at a weighted average price of $104.2521, leaving the trust with 529,346 shares. Additional indirect holdings include shares held through an ESPP, ESOP, and by the spouse, including 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^*

Bettinger Walter W

(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)
02/06/2026

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	02/06/2026		M		67,514	A	$42.99	596,860	I	by Family Trust
Common Stock	02/06/2026		S		67,514	D	$104.2521(1)	529,346	I	by Family Trust
Common Stock								4,332	I	by ESPP
Common Stock								6,684.414	I	by ESOP
Common Stock								2,386.6803	I	by Spouse
Common Stock								176.1192	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)	$42.99	02/06/2026		M			67,514	(2)	03/01/2027	Common Stock	67,514	$0	0	D

Explanation of Responses:

1. This transaction was executed in multiple trades at prices ranging from $104.25 to $104.315. 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.

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

Remarks:

	/s/ P. Blake Allen, Attorney-in-fact	02/10/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did SCHW Co-Chairman Walter W. Bettinger report on February 6, 2026?

Walter W. Bettinger reported exercising a nonqualified stock option for 67,514 Charles Schwab shares and selling the same 67,514 shares. The option had a $42.99 exercise price, and the shares were sold at a weighted average price of $104.2521.

How many Charles Schwab (SCHW) shares did Walter W. Bettinger sell, and at what price?

An indirect account for Walter W. Bettinger sold 67,514 Charles Schwab common shares at a weighted average price of $104.2521. The filing notes multiple trades between $104.25 and $104.315, with full trade details available upon request to relevant parties.

What happened to Walter W. Bettinger’s stock options in this SCHW Form 4 filing?

A nonqualified stock option covering 67,514 Charles Schwab shares was exercised at $42.99 per share and then fully exhausted. Following the transaction, the reported number of derivative securities from that option series was reduced to zero, indicating no remaining options of that specific grant.

How many SCHW shares does Walter W. Bettinger’s family trust hold after the reported sale?

After the sale, the family trust associated with Walter W. Bettinger held 529,346 Charles Schwab common shares. These shares are reported as indirectly owned, reflecting trust-held ownership, and follow the exercise and sale of 67,514 shares on February 6, 2026.

What other indirect Charles Schwab (SCHW) holdings are reported for Walter W. Bettinger?

In addition to the family trust position, indirect SCHW holdings include 4,332 shares via an ESPP, 6,684.414 shares via an ESOP, 2,386.6803 shares held by his spouse, and 176.1192 shares held by his spouse as trustee, all reported as indirect ownership.

Under which plan was Walter W. Bettinger’s exercised SCHW stock option originally granted?

The exercised nonqualified stock option was granted under Charles Schwab’s 2013 Stock Incentive Plan. It vested in four equal annual installments beginning on the first anniversary of the grant date, as described in the Form 4 footnote explaining the option’s vesting terms.