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Charles Schwab insider Beatty executes option exercise and 10b5-1 sales in August 2025

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Jonathan S. Beatty, MD, Head of Advisor Services at The Charles Schwab Corporation (SCHW), reported option exercise and related sales in late August 2025. On 08/27/2025 he sold 3,296 shares at $97.18, leaving 11,923 shares reported as beneficially owned indirectly via a trust. On 08/28/2025 he exercised a nonqualified stock option with exercise price $46.39 for 6,144 shares, and those 6,144 shares were contributed to a trust per the form. The same day he sold 6,144 shares under a Rule 10b5-1 trading plan (adopted Feb 28, 2024) at a weighted average sale price of $96.8113. The option referenced was granted under the company’s 2013 Stock Incentive Plan and vested in four equal annual installments.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine option exercise and sales under a 10b5-1 plan; no new information on company operations or financials.

The filing documents a common insider activity: exercise of a nonqualified option at a $46.39 strike and immediate sales executed under a pre-established Rule 10b5-1 plan on 08/28/2025. The sales were executed at a weighted average price of $96.8113 and a separate sale on 08/27/2025 was at $97.18. These transactions change the reporting person’s direct/indirect holdings as recorded but do not disclose company financial performance or governance changes.

TL;DR: Disclosure follows standard Section 16 reporting for option exercise and planned sales; appropriate use of 10b5-1 noted.

The form indicates adherence to disclosure rules and use of an established Rule 10b5-1 trading plan (adopted 02/28/2024). It also notes the option was granted under the 2013 Stock Incentive Plan and vesting terms are clarified. The filing is procedural and documents beneficial ownership shifts (including contribution to a trust) rather than governance actions or departures.

Insider Beatty Jonathan S
Role MD, Head of Advisor Services
Sold 9,440 shs ($915K)
Type Security Shares Price Value
Exercise Nonqualified Stock Option (right to buy) 6,144 $0.00 --
Exercise Common Stock 6,144 $46.39 $285K
Sale Common Stock 6,144 $96.8113 $595K
Sale Common Stock 3,296 $97.18 $320K
Holdings After Transaction: Nonqualified Stock Option (right to buy) — 7,072 shares (Direct); Common Stock — 43,340 shares (Direct); Common Stock — 11,923 shares (Indirect, by Trust)
Footnotes (1)
  1. Reflects the contribution of 6,144 shares received upon exercise of the option to a trust. The transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 28, 2024. This transaction was executed in multiple trades at prices ranging from $96.55 to $97.05. 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. 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.
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Form 4 Insider Transactions: What Each Field Means →
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).
X
 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*
Beatty Jonathan S
(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)
MD, Head of Advisor Services
3. Date of Earliest Transaction (Month/Day/Year)
08/27/2025
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 08/27/2025 S 3,296 D $97.18 11,923 I by Trust
Common Stock 08/28/2025 M 6,144 A $46.39 43,340(1) D
Common Stock 08/28/2025 S(2) 6,144 D $96.8113(3) 11,923(1) I by Trust
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) $46.39 08/28/2025 M 6,144 (4) 11/01/2028 Common Stock 6,144 $0 7,072 D
Explanation of Responses:
1. Reflects the contribution of 6,144 shares received upon exercise of the option to a trust.
2. The transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 28, 2024.
3. This transaction was executed in multiple trades at prices ranging from $96.55 to $97.05. 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.
4. 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:
/s/ P. Blake Allen, Attorney-in-fact 08/29/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What transactions did Jonathan S. Beatty report on Form 4 for SCHW?

The form reports a 3,296-share sale on 08/27/2025 at $97.18, exercise of 6,144 options on 08/28/2025 at a $46.39 exercise price, and a 6,144-share sale on 08/28/2025 at a weighted average $96.8113.

Were any sales executed under a Rule 10b5-1 trading plan?

Yes. The 6,144-share sale on 08/28/2025 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 02/28/2024.

How many shares does Beatty report beneficially owning after these transactions?

After the reported transactions, the form shows 11,923 shares beneficially owned indirectly by a trust and other record entries reflecting 43,340 and derivative holdings per the table; the trust ownership of 11,923 is explicit.

What was the option grant plan and vesting noted in the filing?

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.

Who signed the Form 4 filing?

The filing is signed by /s/ P. Blake Allen, Attorney-in-fact with signature date 08/29/2025 on behalf of the reporting person.