SCHW Schwab Charles Corp - 8-K

Item 5.03

Other Events

On June 1, 2026, The Charles Schwab Corporation (the “Company”) filed a Certificate of Elimination with the Secretary of State of the State of Delaware with respect to the Company’s 4.000% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series I (“Series I Preferred Stock”), which, effective upon filing, eliminated from the Company’s Fifth Restated Certificate of Incorporation, as amended, all matters set forth in the Certificate of Designations for the Series I Preferred Stock.

A copy of the Certificate of Elimination with respect to the Company’s Series I Preferred Stock is attached as Exhibit 3.1 to this report and is incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits

(d)  Exhibits

Exhibit

No.

Description

3.1

Certificate of Elimination of the 4.000% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series I of The Charles Schwab Corporation.

104

Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

Signature(s)

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 hereunto duly authorized.

THE CHARLES SCHWAB CORPORATION

Date: June 1, 2026

By:

/s/ Michael Verdeschi

Michael Verdeschi

Managing Director and Chief Financial Officer