Form 4: Charles Schwab Director Acquires Restricted Stock Units as Deferred Compensation

Marianne Catherine Brown, a Director at The Charles Schwab Corporation, acquired 412 Restricted Stock Units on July 1, 2025, as part of her deferred compensation plan.

Summary

• Marianne Catherine Brown, a Director of The Charles Schwab Corporation (SCHW), acquired 412 Restricted Stock Units (RSUs) on July 1, 2025.
• The RSUs were received pursuant to the Directors' Deferred Compensation Plan II and are held in a rabbi trust for the benefit of the reporting person.
• These RSUs were granted in lieu of cash compensation that would otherwise be payable as director fees.
• The RSUs will be distributed to Marianne Catherine Brown when she leaves the Board of Directors.
• Following this transaction, Marianne Catherine Brown beneficially owns a total of 6,525.39 RSUs, which includes 18.88 RSUs acquired through dividend reinvestment.

Sentiment

Score: 5

Explanation: The filing reports a routine acquisition of restricted stock units by a director as part of a deferred compensation plan, which is a neutral event in terms of company performance.

Positives

• The acquisition of Restricted Stock Units aligns the director's long-term interests with those of shareholders, as the value of the compensation is tied to the company's stock performance.
• The use of a deferred compensation plan allows for tax-efficient compensation for the director and retains equity within the company until the director's departure from the board.

Related Party Transactions

• Acquisition of 412 Restricted Stock Units by Director Marianne Catherine Brown from The Charles Schwab Corporation as part of her deferred compensation plan, in lieu of cash compensation for director fees.

Stakeholder Impact

• Shareholders: The director's increased equity ownership through RSUs further aligns her interests with shareholder value, promoting long-term company performance.
• Management: The deferred compensation plan provides a structured method for compensating directors with equity, which can aid in attracting and retaining qualified board members.

Next Steps

• The Restricted Stock Units will be distributed to Marianne Catherine Brown upon her departure from the Board of Directors.

Key Dates

Keywords

Charles Schwab, SCHW, Restricted Stock Units, RSU, Director Compensation, Deferred Compensation, Insider Transaction, Form 4, Corporate Governance