News & Events

Other Events On May 21, 2026, The Charles Schwab Corporation (“CSC”) issued $1,000,000,000 aggregate principal amount of 4.744% Fixed-to-Floating Rate Senior Notes due 2030 and $1,250,000,000 aggregate principal amount of 5.493% Fixed-to-Floating Rate Senior Notes due 2037 (collectively, the “Notes”). The net proceeds of the offering of the Notes were approximately $2,236 million after deducting underwriting discounts and commissions and estimated offering expenses. The Notes were issued unde…

Material Modification to Rights of Security Holders In connection with the Preferred Issuance, CSC filed a Certificate of Designations (the “Certificate of Designations”) with the Secretary of State of the State of Delaware, establishing the voting rights, powers, preferences and privileges, and the relative, participating, optional or other rights, and the qualifications, limitations or restrictions thereof, of the Series L Preferred Stock on April 22, 2026. Holders of the Depositary Shares…

Other Events On April 20, 2026, in connection with the Preferred Issuance, CSC entered into an Underwriting Agreement (the “Underwriting Agreement”) with Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, TD Securities (USA) LLC and Wells Fargo Securities, LLC, as the representatives of the several underwriters named therein (collectively, the “Underwriters”), under which CSC agreed to sell to the Underwriters 1,500,000 shares of Depo…

Results of Operations and Financial Condition On April 16, 2026, The Charles Schwab Corporation issued a press release announcing its financial results for the quarter ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this report.

Regulation FD Disclosure On March 2, 2026, The Charles Schwab Corporation issued a press release announcing the closing of its acquisition of Forge Global Holdings, Inc. A copy of the press release is attached as Exhibit 99.1 to this Current Report and is incorporated herein by reference. The information contained in this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference i…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On January 29, 2026, the Board of Directors of The Charles Schwab Corporation (the “Company”) appointed Dennis Howard as Managing Director, Chief Technology, Operations and Data Officer of the Company, effective immediately. Mr. Howard, age 57, has served as the Company’s Managing Director, Chief Information Officer since 2022 and previously served…

Results of Operations and Financial Condition On January 21, 2026, The Charles Schwab Corporation issued a press release announcing its financial results for the quarter ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report.

Other Events On November 14, 2025, The Charles Schwab Corporation (“CSC”) issued $1,000,000,000 aggregate principal amount of 4.343% Fixed-to-Floating Rate Senior Notes due 2031 and $1,000,000,000 aggregate principal amount of 4.914% Fixed-to-Floating Rate Senior Notes due 2036 (collectively, the “Notes”). The net proceeds of the offering of the Notes were approximately $1,986,000,000, after deducting underwriting discounts and commissions and estimated offering expenses. The Notes were issue…

Results of Operations and Financial Condition On October 16, 2025, The Charles Schwab Corporation issued a press release announcing its financial results for the quarter ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report.

Results of Operations and Financial Condition On July 18, 2025, The Charles Schwab Corporation issued a press release announcing its financial results for the quarter ended June 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report.

Results of Operations and Financial Condition On April 17, 2025, The Charles Schwab Corporation issued a press release announcing its financial results for the quarter ended March 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On March 31, 2025, Todd M. Ricketts notified the Board of Directors (the “Board”) of The Charles Schwab Corporation of his intention to retire from the Board effective October 7, 2025. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersig…

Entry Into a Material Definitive Agreement. Secondary Offering On February 12, 2025, TD Group US Holdings LLC (the “selling stockholder”), an affiliate of The Toronto-Dominion Bank (“TD”), completed the previously announced secondary offering (the “offering”) of 165,443,530 shares (the “shares”) of common stock, par value $0.01 per share (the “common stock”) of The Charles Schwab Corporation (the “Company”), at a price of $79.25 per share. The Company did not receive any of the proceeds from…

Termination of a Material Definitive Agreement. As a result of the offering and repurchase, the TD stockholder agreement (the “TD stockholder agreement”), dated as of November 24, 2019, that was entered into between the Company and TD terminated in accordance with its terms. The TD stockholder agreement is described in and is filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on November 29, 2019 with the Securities and Exchange Commission and incorporated herein by refer…

Other Events. On February 11, 2025 and February 12, 2025, the Company issued press releases announcing the pricing and closing, respectively, of the previously announced secondary offering by TD Group US Holdings LLC, an affiliate of TD, of 165,443,530 shares of the Company’s common stock at $79.25 per share, for an aggregate purchase amount of $13.1 billion. Following the completion of the secondary offering and the previously announced $1.5 billion share repurchase by the Company from TD, T…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On October 6, 2020, Brian M. Levitt and Bharat B. Masrani, pursuant to Section 4.01 of the TD stockholder agreement, tendered their resignations (the “resignation letters”) from the board of directors of the Company, effective as of the date on which TD’s ownership level (as defined in the TD stockholder agreement) no longer entitled TD to designat…

shall not be deemed to be incorporated by reference into the filings of The Charles Schwab Corporation (“CSC” or “the Company”) under the Securities Act of 1933 (“the Securities Act”) or the Exchange Act. Secondary Offering On February 10, 2025, the Company issued a press release announcing the commencement of a secondary offering of its common stock through which TD Group US Holdings LLC (the “selling stockholder”), an affiliate of The Toronto-Dominion Bank, intends to exit its full investme…

Results of Operations and Financial Condition On January 21, 2025, The Charles Schwab Corporation issued a press release announcing its financial results for the quarter ended December 31, 2024. A copy of the press release is furnished as Exhibit 99.1 to this report.

Results of Operations and Financial Condition On October 15, 2024, The Charles Schwab Corporation issued a press release announcing its financial results for the quarter ended September 30, 2024. A copy of the press release is furnished as Exhibit 99.1 to this report.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On September 30, 2024, Walter W. Bettinger II notified the Board of Directors (the “Board”) of The Charles Schwab Corporation (the “Company”) of his intention to retire from his position as the Company’s Chief Executive Officer (“CEO”), effective as of December 31, 2024. Also, on September 30, 2024, the Board appointed Richard A. Wurster to succeed…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Chief Financial Officer Transition On July 24, 2024, the Board of Directors (the “Board”) of The Charles Schwab Corporation (the “Company”) appointed Michael Verdeschi to succeed Peter B. Crawford as the Company’s Managing Director and Chief Financial Officer, effective as of October 1, 2024. Mr. Verdeschi, age 56, has served as Managing Director a…

Results of Operations and Financial Condition On July 16, 2024, The Charles Schwab Corporation issued a press release announcing its financial results for the quarter ended June 30, 2024. A copy of the press release is furnished as Exhibit 99.1 to this report.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Resignation of Joseph R. Martinetto as Chief Operating Officer Joseph R. Martinetto notified The Charles Schwab Corporation (the “Company”) of his resignation from his position as Managing Director and Chief Operating Officer of the Company, effective as of June 28, 2024. Mr. Martinetto will continue to serve as Executive Co-Chairman of the Boards…

Results of Operations and Financial Condition On April 15, 2024, The Charles Schwab Corporation issued a press release announcing its financial results for the quarter ended March 31, 2024. A copy of the press release is furnished as Exhibit 99.1 to this report.

Results of Operations and Financial Condition On January 17, 2024, The Charles Schwab Corporation issued a press release announcing its financial results for the quarter ended December 31, 2023. A copy of the press release is furnished as Exhibit 99.1 to this report.