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Director at Schwab (SCHW) granted 393 RSUs in lieu of cash fees

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Charles Schwab Corporation director Stephen A. Ellis received a grant of 393 restricted stock units (RSUs) on company stock as a compensation award. Each RSU represents the right to receive one share of common stock. The RSUs were issued under the Directors' Deferred Compensation Plan II in lieu of cash director fees and are held in a rabbi trust for his benefit, to be distributed when he leaves the Board of Directors. Following this award, Ellis holds a total of 12,851.98 RSUs, which includes 41.22 RSUs acquired through dividend reinvestment.

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Insider Ellis Stephen A
Role Director
Type Security Shares Price Value
Grant/Award Restricted Stock Units 393 $0.00 --
Holdings After Transaction: Restricted Stock Units — 12,851.98 shares (Direct)
Footnotes (1)
  1. Each restricted stock unit ("RSU") represents a right to receive one share of company stock. 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. The RSU s 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. The RSUs were received in lieu of cash compensation otherwise payable as director fees. Includes 41.22 RSUs acquired through dividend reinvestment.
RSUs granted 393 RSUs Grant/award on 2026-04-01
RSU holdings after transaction 12,851.98 RSUs Total RSUs following grant
Dividend reinvestment RSUs 41.22 RSUs RSUs acquired through dividend reinvestment
Restricted Stock Units financial
"Each restricted stock unit ("RSU") represents a right to receive one share of company stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Directors' Deferred Compensation Plan II financial
"The RSUs were received pursuant to the Directors' Deferred Compensation Plan II (the "Plan")."
rabbi trust financial
"The RSUs ... are held in a rabbi trust for the benefit of the reporting person."
A rabbi trust is a special account a company sets up to hold promised future pay for executives, like bonus or retirement money, so those employees can see there are funds earmarked for them. It matters to investors because it signals the company’s commitment to keep key people, but the money is still part of the company’s assets and can be claimed by creditors if the company goes bankrupt—think of it as a labeled jar that isn’t completely off-limits.
dividend reinvestment financial
"Includes 41.22 RSUs acquired through dividend reinvestment."
Dividend reinvestment is when the money earned from a company's profit sharing, called dividends, is automatically used to buy more shares of that company instead of being received as cash. This process helps investors grow their holdings over time without extra effort, much like using earned interest to buy more of a savings account. It encourages long-term investment growth by continuously increasing the amount of shares owned.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Ellis Stephen A
(Last)(First)(Middle)
3000 SCHWAB WAY
(Street)
WESTLAKE TEXAS 76262
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
SCHWAB CHARLES CORP [ SCHW ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)04/01/2026A393(2) (3) (3)Common Stock393(4)12,851.98(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 RSU s 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 41.22 RSUs acquired through dividend reinvestment.
Remarks:
/s/ P. Blake Allen, Attorney-in-fact04/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did SCHW director Stephen A. Ellis report?

Stephen A. Ellis reported receiving 393 restricted stock units (RSUs) tied to Charles Schwab common stock. These units were granted as a compensation award in lieu of cash director fees and increase his deferred equity-based holdings in the company.

Is the SCHW Form 4 for Stephen A. Ellis a stock purchase or sale?

The Form 4 shows an acquisition of 393 RSUs as a grant, not an open-market stock purchase or sale. The award is part of director compensation and reflects deferred equity rather than active trading in Charles Schwab shares.

How many restricted stock units does Stephen A. Ellis hold after this SCHW grant?

After the 393 RSU grant, Stephen A. Ellis holds 12,851.98 RSUs. This total includes 41.22 RSUs accumulated through dividend reinvestment, representing his deferred equity compensation in Charles Schwab common stock as a director.

When will Stephen A. Ellis receive the SCHW shares from his RSUs?

The RSUs for Stephen A. Ellis are held in a rabbi trust and distributed when he leaves the Board of Directors. Until then, they remain deferred compensation tied to Charles Schwab common stock under the Directors' Deferred Compensation Plan II.

Why did Stephen A. Ellis receive RSUs instead of cash fees from SCHW?

The filing states the RSUs were received in lieu of cash compensation otherwise payable as director fees. This means Ellis chose or was granted equity-based deferred compensation instead of immediate cash payments for his Charles Schwab board service.