SCHWAB CHARLES CORP 10-Q

Item 5. Other Information During the three months ended March 31, 2024, certain of our directors and officers adopted or terminated trading arrangements for the sale of shares of our common stock as follows: Plans Action Date Rule 10b5-1 (1) Non-Rule 10b5-1 (2) Number of Securities to be Sold (3) Latest Expiration (4) Bernard J. Clark , Managing Director and Head of Advisor Services Adoption 2/27/2024 x — 3/17/2025 (1) Intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). (2) Not intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). (3) Securities to be sold under the plan represent the aggregate of (i) up to 81,085 shares of our common stock to be acquired upon the exercise of stock options; (ii) up to 48,761 shares of our common stock issued upon the settlement of performance-based restricted stock units (PBRSUs) that vested on March 1, 2024; and (iii) the net after-tax number of shares of our common stock to be issued upon settlement of PBRSUs vesting on March 1, 2025, which is based on the achievement of pre-established performance goals and is not yet determinable. The actual number of shares that will be issued to the officer in connection with the unvested PBRSUs and sold under the trading arrangement will be net of the number of shares withheld to satisfy tax withholding obligations arising from the vesting of such PBRSUs. (4) The plan expires at the close of trading on the date presented or at such earlier date upon the completion of all trades under the plan (or the expiration of the orders relating to such trades without execution). - 64 - THE CHARLES SCHWAB CORPORATION Item 6. Exhibits The following exhibits are filed as part of this Quarterly Report on Form 10-Q: Exhibit Number Exhibit 31.1 Certification Pursuant to Rule 13a-14(a)/15d-14(a), As Adopted Pursuant to Section 302 of The Sarbanes-Oxley Act of 2002. 31.2 Certification Pursuant to Rule 13a-14(a)/15d-14(a), As Adopted Pursuant to Section 302 of The Sarbanes-Oxley Act of 2002. 32.1 Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of The Sarbanes-Oxley Act of 2002. (1) 32.2 Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of The Sarbanes-Oxley Act of 2002. (1) 101.INS Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. (2) 101.SCH Inline XBRL Taxonomy Extension Schema (2) 101.CAL Inline XBRL Taxonomy Extension Calculation (2) 101.DEF Inline XBRL Extension Definition (2) 101.LAB Inline XBRL Taxonomy Extension Label (2) 101.PRE Inline XBRL Taxonomy Extension Presentation (2) 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) (1) Furnished as an exhibit to this Quarterly Report on Form 10-Q. (2) Attached as Exhibit 101 to this Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2024 are the following materials formatted in Inline XBRL (Extensible Business Reporting Language) (i) the Condensed Consolidated Statements of Income, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Stockholders’ Equity, (v) the Condensed Consolidated Statements of Cash Flows, and (vi) Notes to Condensed Consolidated Financial Statements. - 65 - THE CHARLES SCHWAB CORPORATION SIGNATURE 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 undersigned thereunto duly authorized. THE CHARLES SCHWAB CORPORATION (Registrant) Date: May 9, 2024 /s/ Peter Crawford Peter Crawford Managing Director and Chief Financial Officer - 66 -