8-KOther EventsExhibits & Filings

SCHWAB CHARLES CORP 8-K Report, Corporate Update (Jun 29, 2026)

Filed June 29, 2026For Securities:SCHWSCHW-PDSCHW-PJ

Summary

The Charles Schwab Corporation (SCHW) has announced the issuance of $1 billion in aggregate principal amount of 4.603% Fixed-to-Floating Rate Senior Notes due 2029. This transaction, which closed on June 25, 2026, raised approximately $995.5 million in net proceeds after accounting for underwriting discounts, commissions, and offering expenses. The issuance was conducted under an established shelf registration statement and indenture framework, ensuring compliance with regulatory requirements. This debt offering provides Schwab with additional capital, strengthening its financial position and flexibility. Investors should note that these are senior unsecured notes, and their interest rate will transition from a fixed rate to a floating rate in the future. The proceeds are expected to be used for general corporate purposes, which may include supporting its ongoing business operations and strategic initiatives.

Key Highlights

  • 1Issuance of $1 billion in 4.603% Fixed-to-Floating Rate Senior Notes due 2029.
  • 2Net proceeds of approximately $995.5 million raised.
  • 3Offering completed on June 25, 2026.
  • 4Notes are governed by the Senior Indenture dated November 14, 2025, and a Third Supplemental Indenture dated June 29, 2026.
  • 5Debt offering conducted under an effective registration statement on Form S-3.
  • 6Underwriting agreement was established with Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC as representatives.
  • 7The notes will convert from a fixed interest rate to a floating rate at a future point.

Frequently Asked Questions

The primary purpose of this debt issuance is to raise capital for The Charles Schwab Corporation's general corporate purposes. This typically includes funding ongoing business operations, supporting strategic initiatives, and enhancing overall financial flexibility.

The new notes have an aggregate principal amount of $1 billion and carry a 4.603% fixed interest rate initially. They are due in 2029 and will transition to a floating rate at some point before maturity. The issuance is structured as senior unsecured debt.

Issuing debt will increase Schwab's total debt and, consequently, its financial leverage. However, the company's strong financial standing and the strategic use of these funds are expected to manage this impact effectively. Investors should monitor the company's debt-to-equity ratio and interest coverage ratios in future filings.

'Fixed-to-Floating Rate' means that the notes will initially pay a fixed interest rate of 4.603% per annum. At a future date, which will be specified in the indenture, the interest rate will convert to a floating rate, typically tied to a benchmark interest rate like SOFR (Secured Overnight Financing Rate) plus a spread.