Charles Schwab Corp Announces $2.58B Senior Notes Offering

What Happened

• The Charles Schwab Corporation (SCHW) announced the issuance of fixed-to-floating rate senior notes: 2032 notes and $1,350,000,000 aggregate principal of 5.655% fixed-to-floating senior notes due 2037. The offering closed in August 2026, and net proceeds were approximately $2,582 million after underwriting discounts, commissions and estimated offering expenses.
• The Notes were issued under Schwab’s Senior Indenture dated November 14, 2025, as supplemented by a Fourth Supplemental Indenture dated August 12, 2026. The offering was conducted under a prospectus supplement dated August 10, 2026, and Schwab’s effective Form S-3 registration statement (File No. 333-275858). Schwab entered into an Underwriting Agreement on August 10, 2026, with BofA Securities, Citigroup, Morgan Stanley, TD Securities (USA) and Wells Fargo Securities as representatives of the underwriters.

Key Details

• Net proceeds from the offering: approximately $2,582,000,000.
• 2037 Notes: $1,350,000,000 aggregate principal, 5.655% fixed-to-floating coupon, due 2037.
• Documentation: Senior Indenture (Nov 14, 2025) and Fourth Supplemental Indenture (Aug 12, 2026); Underwriting Agreement dated Aug 10, 2026.
• Exhibits filed with the 8-K include the Underwriting Agreement, supplemental indentures, note forms and legal opinion.

Why It Matters

• The financing increases Schwab’s long-term debt and provides roughly $2.58 billion in net funding. Investors should note the added interest-bearing obligations and the extended maturities (2032 and 2037), which affect the company’s debt profile, upcoming interest expense and leverage metrics disclosed in future filings.
• The filing documents the legal and underwriting agreements supporting the offering, which formalizes the new debt on Schwab’s balance sheet and provides transparency about terms and counsel opinions.