DODDS CHRISTOPHER V 4

What Happened
Christopher V. Dodds, a director of Schwab Charles Corp (SCHW), exercised a total of 11,825 shares of stock options on Feb 6, 2026 (three option blocks) and sold 11,825 common shares in an open‑market transaction the same day. The exercises were at strike prices of $73.00 (4,390 shares), $62.66 (4,703 shares) and $51.97 (2,732 shares) (total exercise cost reported $757,142). The 11,825 shares were sold in multiple trades at a weighted average price of $104.55 for total gross proceeds reported at $1,236,314.

Key Details

• Transaction date: Feb 6, 2026; Form 4 filed Feb 10, 2026 (4 days later — appears to be outside the typical 2 business‑day window).
• Option exercises (code M): 4,390 @ $73.00; 4,703 @ $62.66; 2,732 @ $51.97 (acquired shares). Total exercise cash outlay reported ~$757,142.
• Open‑market sale (code S): 11,825 shares sold at weighted avg $104.55 (prices ranged $104.38–$104.67 per footnote) for ~$1.24M gross.
• Net effect on common shares: 0 change reported (11,825 shares acquired via exercise and 11,825 shares sold). The filing does not state total shares owned after the transactions.
• Footnotes: F1 notes transfers from direct ownership to a trust; F3/F4 describe vesting schedules for the options (grants under 2013 and 2022 plans with 25% vesting on first and second anniversaries and 50% on the third). F2 discloses multiple trade prices and weighted average sale price.
• Exhibit: Power of Attorney included (Exhibit 24).

Context
This was an exercise of vested options followed by an immediate open‑market sale of the resulting shares — a common cashless exercise pattern for option holders. Such transactions usually reflect option exercise/monetization and are not necessarily a direct signal of the insider’s view on the company. The filing’s multi‑trade sale and weighted average price are disclosed in a footnote for transparency.