Charles Schwab Corp (SCHW) director reports 431 RSU grant and 150,782.73 RSUs owned

Rhea-AI Filing Summary

Charles Schwab Corp director equity compensation update: A company director reported receiving 431 restricted stock units (RSUs) of Charles Schwab Corp common stock on 01/02/2026 under the Directors' Deferred Compensation Plan II. These RSUs were received in lieu of cash director fees and are held in a rabbi trust for the director's benefit, to be distributed when he leaves the Board of Directors. Following this transaction, the director beneficially owns 150,782.73 RSUs, which includes 440.59 RSUs acquired through dividend reinvestment in November 2025. Each RSU represents the right to receive one share of company stock.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

HERRINGER FRANK C

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

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
Restricted Stock Units	(1)	01/02/2026		A		431(2)		(3)	(3)	Common Stock	431	(4)	150,782.73(5)	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a right to receive one share of company stock.

2. The RSUs were received pursuant to the Directors' Deferred Compensation Plan II (the "Plan") and are held in a rabbi trust for the benefit of the reporting person pursuant to the terms of the Plan.

3. The RSUs are held in a rabbi trust for the benefit of the reporting person and are distributed to the reporting person when he leaves the Board of Directors.

4. The RSUs were received in lieu of cash compensation otherwise payable as director fees.

5. Includes 440.59 RSUs acquired through dividend reinvestment in November 2025.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ P. Blake Allen, Attorney-in-fact	01/06/2026
	** 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 Charles Schwab Corp (SCHW) report in this Form 4?

A Charles Schwab Corp director reported receiving 431 restricted stock units (RSUs) of common stock on 01/02/2026 as part of director compensation.

How many Charles Schwab Corp RSUs does the director beneficially own after this transaction?

After the reported transaction, the director beneficially owns 150,782.73 RSUs of Charles Schwab Corp, according to the Form 4 disclosure.

What does each Charles Schwab Corp RSU reported in this Form 4 represent?

Each restricted stock unit reported represents a right to receive one share of Charles Schwab Corp common stock.

Under which plan were the Charles Schwab Corp RSUs granted to the director?

The 431 RSUs were granted under the Directors' Deferred Compensation Plan II and are held in a rabbi trust for the director's benefit.

When will the director receive the Charles Schwab Corp shares underlying these RSUs?

The RSUs held in the rabbi trust are distributed to the director when he leaves the Board of Directors, as described in the disclosure.

How many Charles Schwab Corp RSUs came from dividend reinvestment?

The beneficial ownership figure includes 440.59 RSUs that were acquired through dividend reinvestment in November 2025.

Were the Charles Schwab Corp RSUs received instead of cash fees?

Yes. The filing states the RSUs were received in lieu of cash compensation that would otherwise have been payable as director fees.