Schwab (SCHW) CFO awarded 62,134 nonqualified stock options under 2022 plan

Rhea-AI Filing Summary

Verdeschi Michael D reported acquisition or exercise transactions in this Form 4 filing.

Charles Schwab Corporation reported that its CFO, Michael D. Verdeschi, received a grant of nonqualified stock options covering 62,134 shares on March 2, 2026. The options were granted at no cost to him on the grant date.

The award was issued under the company’s 2022 Stock Incentive Plan and vests in four equal annual installments, beginning on the first anniversary of the grant date. This is a compensation-related equity grant rather than an open-market stock purchase or sale.

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^*

Verdeschi Michael D

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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

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)	$95.49	03/02/2026		A		62,134		(1)	03/02/2036	Common Stock	62,134	$0	62,134	D

Explanation of Responses:

1. The option was granted under the company's 2022 Stock Incentive Plan and vests 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	03/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did SCHW report for CFO Michael D. Verdeschi?

Charles Schwab reported that CFO Michael D. Verdeschi received a grant of nonqualified stock options for 62,134 shares. The options were awarded as compensation under the 2022 Stock Incentive Plan, not through open-market buying or selling of existing SCHW shares.

How many Charles Schwab (SCHW) stock options were granted to the CFO?

The CFO received nonqualified stock options covering 62,134 shares. These options were granted as part of his equity compensation and were issued with no cash paid on the grant date, reflecting a typical long-term incentive structure for senior executives.

When do the newly granted SCHW options to the CFO vest?

The nonqualified stock options vest in four equal annual installments, starting on the first anniversary of the grant date. This means the CFO’s right to exercise the options increases gradually each year, encouraging longer-term alignment with Charles Schwab’s performance.

Under which plan were the SCHW stock options granted to the CFO?

The stock options were granted under Charles Schwab’s 2022 Stock Incentive Plan. This plan governs equity-based awards to eligible participants, including executives, and sets the terms for vesting, exercise, and other conditions tied to the granted options.

Did the SCHW CFO buy or sell shares in this Form 4 transaction?

The transaction involved an acquisition of stock options, not a market purchase or sale of shares. The Form 4 shows a grant of nonqualified stock options at a zero acquisition price, reflecting a compensation award instead of a trade in existing SCHW stock.

What type of security was granted to the SCHW CFO in this transaction?

The CFO received a nonqualified stock option, described as a right to buy SCHW shares in the future. This derivative security gives him potential future ownership, subject to vesting and the option terms set by the 2022 Stock Incentive Plan.