Charles Schwab (SCHW) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 21, 2026, to be held virtually, with voting open to shareholders of record as of March 23, 2026.

• Key agenda items include electing four directors, ratifying the independent auditor, advisory approval of executive compensation, and amending governance documents to declassify the board.

• The company reported strong 2025 performance: $11.9 trillion in client assets (up 18%), $8.9 billion net income, and 38.5 million active brokerage accounts (up 6%).

• The strategy focuses on client-centric service, innovation, and disciplined expense management to drive long-term shareholder value.

Voting matters and shareholder proposals

• Four director nominees are up for election: Marianne C. Brown, Frank C. Herringer, Richard A. Wurster, and Carolyn Schwab-Pomerantz.

• Proposals include ratifying Deloitte & Touche LLP as auditor, advisory approval of named executive officer compensation, and amendments to declassify the board.

• The board recommends voting FOR all proposals.

Board of directors and corporate governance

• The board consists of 14 directors (reducing to 13 after the meeting), with 71% independent.

• Leadership is split between Co-Chairmen and a separate CEO, with four standing committees: Audit, Compensation, Nominating and Corporate Governance, and Risk.

• Regular board and committee self-assessments, director education, and succession planning are emphasized.

• Stockholder nominations and communications with the board are facilitated through established policies.