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SCHW 424B5: Shelf registration

Filed with the SEC on · accession 0001193125-26-456746

SCHW filed a 424B5 (prospectus (offering)) with the SEC on Nov 12, 2026. The final terms of an offering of shares or bonds. The stock moved -1.1% by the first close after the filing.

Summary of the filing

The Charles Schwab Corporation priced a $3.0 billion offering of senior notes, consisting of $300 million floating rate notes due 2030, $1.3 billion 5.334% fixed-to-floating rate notes due 2030, and $1.4 billion 5.732% fixed-to-floating rate notes due 2034.

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Key details

Aggregate principal amount of floating rate senior notes due 2030$300.0M
Aggregate principal amount of 5.334% fixed-to-floating rate senior notes due 2030$1.3B
Aggregate principal amount of 5.732% fixed-to-floating rate senior notes due 2034$1.4B
Total offering amount$3.0B
Total underwriting discount$9.6M
Net proceeds to issuer before expenses$3.0B
IssuerThe Charles Schwab Corporation
Joint book-running managerCitigroup
Joint book-running managerGoldman Sachs & Co. LLC
Joint book-running managerJ.P. Morgan
Joint book-running managerTD Securities
Joint book-running managerWells Fargo Securities

How SCHW stock reacted

Close before

$92.78

Nov 11, 2026

First close after

-1.14%

$91.72

5 trading days

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Since filing

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Frequently asked questions

What did SCHW file with the SEC on Nov 12, 2026?

SCHW filed a 424B5 (Shelf registration). The Charles Schwab Corporation priced a $3.0 billion offering of senior notes, consisting of $300 million floating rate notes due 2030, $1.3 billion 5.334% fixed-to-floating rate notes due 2030, and $1.4 billion 5.732% fixed-to-floating rate notes due 2034.

What does a shelf registration mean for SCHW stock?

New shares dilute existing holders and are often sold at a discount to the market price.

How do I read a 424B5?

The final terms of an offering of shares or bonds. Look at price, number of shares and the discount to the market price. Large offerings dilute existing shareholders.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A 424B5 (prospectus (offering)): The final terms of an offering of shares or bonds.

How did SCHW stock react to this filing?

SCHW closed at $92.78 before the filing and $91.72 on Nov 12, 2026 (-1.14%).

Other SCHW SEC filings

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