SCHWAB CHARLES CORP — Director's Dealing 2013

Dec 11, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SCHWAB CHARLES CORP (SCHW)
CIK: 0000316709
Period of Report: 2013-12-09

Reporting Person: Allen Jay L (EVP - Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-12-09	Common Stock	M	17202.0000	$23.3295	Acquired	27647.6945	Indirect
2013-12-09	Common Stock	M	10651.0000	$18.6600	Acquired	38298.6945	Indirect
2013-12-09	Common Stock	S	2979.0000	$25.0296	Disposed	35319.6945	Indirect
2013-12-09	Common Stock	S	27853.0000	$25.0642	Disposed	7466.6945	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-12-09	Nonqualified Stock Option (right to buy)	$18.6600	M	10651.0000	Disposed	2021-03-01	Common Stock (10651.0000)	Direct
2013-12-09	Nonqualified Stock Option (right to buy)	$23.3295	M	17202.0000	Disposed	2014-11-01	Common Stock (17202.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1462.0000	Indirect

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 7, 2013.

F2: This transaction was executed in multiple trades at prices ranging from $25.00 to $25.06. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F3: This transaction was executed in multiple trades at prices ranging from $24.97 to $25.115. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.