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NYSE: SCHW SCHWAB CHARLES CORP 8-K

Schwab issues $1.5B preferred stock with dividend restrictions on common shares

Filed April 22, 2026 · Period ending April 20, 2026 · ~1 min read

Key Changes

  • high

    Schwab sold 1.5M depositary shares of new 6.100% Series L Preferred Stock through major underwriters, raising capital that ranks senior to common stock for dividends and liquidation.

  • high

    If Schwab fails to pay preferred dividends, the company cannot pay common dividends, buy back shares, or make distributions on junior securities until preferred holders are paid—creating a payment hierarchy that could restrict capital returns during stress.

  • medium

    The Series L Preferred is perpetual and non-cumulative (missed dividends don't accumulate), with a 6.100% fixed rate that will reset at a future date, providing permanent Tier 1 capital.

    Exhibit 3.1 verify on EDGAR →

1 more material change behind this preview — plus the full narrative summary, section-by-section diffs against the prior filing, and verbatim quotes with EDGAR citations.

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Generated by AI · Jun 2, 2026 8:57 PM