Schwab (SCHW) director Herringer receives 474 RSUs in lieu of cash fees

Rhea-AI Filing Summary

HERRINGER FRANK C reported acquisition or exercise transactions in this Form 4 filing.

Schwab Charles Corp director Frank C. Herringer reported receiving 474 restricted stock units (RSUs) on April 1, 2026. Each RSU represents a right to receive one share of Schwab common stock and was granted in lieu of cash director fees under the Directors' Deferred Compensation Plan II.

The RSUs are held in a rabbi trust for his benefit and will be distributed when he leaves the Board of Directors. Following this award and prior accruals, including 500.51 RSUs from dividend reinvestment, he holds a total of 151,757.24 RSUs directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider HERRINGER FRANK C

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	474	$0.00	--

Holdings After Transaction: Restricted Stock Units — 151,757.24 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 500.51 RSUs acquired through dividend reinvestment.

Key Figures

RSUs granted: 474 RSUs Total RSUs after grant: 151,757.24 RSUs Dividend reinvestment RSUs: 500.51 RSUs +1 more

4 metrics

RSUs granted 474 RSUs Grant on April 1, 2026 in lieu of director cash fees

Total RSUs after grant 151,757.24 RSUs Direct holdings following the April 1, 2026 award

Dividend reinvestment RSUs 500.51 RSUs RSUs accumulated through dividend reinvestment within the plan

RSU exercise price $0.00 per unit Equity award granted with no cash exercise cost

Key Terms

Restricted Stock Units, Directors' Deferred Compensation Plan II, rabbi trust, dividend reinvestment

4 terms

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

"are held in a rabbi trust for the benefit of the reporting person pursuant to the terms of the Plan."

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 500.51 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 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 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)

X	Director		10% 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)

X	Form 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)
			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)	04/01/2026		A		474(2)		(3)	(3)	Common Stock	474	(4)	151,757.24(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 500.51 RSUs acquired through dividend reinvestment.

Remarks:

	/s/ P. Blake Allen, Attorney-in-fact	04/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did SCHW director Frank C. Herringer report?

Frank C. Herringer reported receiving 474 restricted stock units as compensation. The units were granted on April 1, 2026 under Schwab’s Directors' Deferred Compensation Plan II, replacing cash director fees and increasing his total RSU holdings to 151,757.24 units.

How many Schwab (SCHW) RSUs does Frank C. Herringer hold after this Form 4?

After the April 1, 2026 grant, Frank C. Herringer holds 151,757.24 restricted stock units. This total includes the newly awarded 474 RSUs and 500.51 RSUs previously acquired through dividend reinvestment, all recorded as direct holdings linked to Schwab common stock.

What are the terms of the RSUs granted to the SCHW director?

Each restricted stock unit represents a right to receive one share of Schwab common stock. The RSUs were granted at no cash cost, in lieu of director cash fees, and will be distributed from a rabbi trust when Frank C. Herringer leaves the Board of Directors.

Why did Frank C. Herringer receive RSUs instead of cash from Schwab (SCHW)?

The RSUs were received in lieu of cash compensation otherwise payable as director fees. Under Schwab’s Directors' Deferred Compensation Plan II, directors can receive equity-based awards, aligning their compensation with company stock performance while deferring direct cash payments.

How are the SCHW RSUs for Frank C. Herringer held and when are they paid?

The restricted stock units are held in a rabbi trust for his benefit under the Directors' Deferred Compensation Plan II. According to the terms, these RSUs are distributed to Frank C. Herringer when he leaves the Schwab Board of Directors, deferring receipt until that separation event.