8-K current report · filed Apr 22, 2026

Charles Schwab Corp (SCHW) 8-K Current Report: April 22, 2026

Item 3.03Item 5.03Item 8.01SCHW overview

Short answer

Charles Schwab Corp (SCHW) filed an 8-K current report with the SEC on April 22, 2026 reporting Item 3.03 (Material Modification to Rights of Security Holders), Item 5.03 (Amendments to Articles of Incorporation or Bylaws), Item 8.01 (Other Events). New Series L Preferred Stock rights established April 22, 2026 through Delaware Certificate of Designations.

Charles Schwab Corp 8-K event analysis

AI summary of each reported item and its exhibits

Item 3.03 · Material Modification to Rights of Security Holders

  • New Series L Preferred Stock rights established April 22, 2026 through Delaware Certificate of Designations
  • Depositary-share holders receive proportional dividend, voting, redemption, and liquidation rights
  • Missed Series L dividends restrict CSC dividends, distributions, repurchases, and redemptions on common and junior/parity securities
  • Certificate creates payment priority for Series L holders before certain shareholder returns resume

Item 5.03 · Amendments to Articles of Incorporation or Bylaws

  • Series L Preferred Stock terms formally effective upon Delaware filing
  • Certificate of Designations governs Series L rights and preferences
  • Exhibit 3.1 contains operative terms, requiring review for shareholder and capital-structure implications

Item 8.01 · Other Events

  • Schwab agreed to sell 1,500,000 depositary shares representing Series L preferred stock
  • Preferred issuance creates a new preferred equity class, potentially increasing capital while diluting common shareholders’ priority
  • Offering marketed under April 20, 2026 prospectus supplement through major investment banks
  • Underwriting agreement includes customary closing conditions and Securities Act liability indemnification

Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean

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