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SCHWAB CHARLES CORP Director's Dealing 2014

Mar 5, 2014

10451_dirs_2014-03-05_dd510fe5-6797-436e-84f6-ddd8d3da65f6.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SCHWAB CHARLES CORP (SCHW)
CIK: 0000316709
Period of Report: 2014-03-03

Reporting Person: Dwyer Carrie E (EVP and General Counsel)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-03-03 Common Stock M 10927.0000 $25.9650 Acquired 100994.0000 Indirect
2014-03-03 Common Stock M 10331.0000 $13.9100 Acquired 111325.0000 Indirect
2014-03-03 Common Stock S 10331.0000 $25.9265 Disposed 100994.0000 Indirect
2014-03-04 Common Stock M 10089.0000 $16.4000 Acquired 111083.0000 Indirect
2014-03-04 Common Stock M 7608.0000 $18.2500 Acquired 118691.0000 Indirect
2014-03-04 Common Stock S 7608.0000 $26.8230 Disposed 111083.0000 Indirect
2014-03-04 Common Stock S 10089.0000 $26.8106 Disposed 100994.0000 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-03-03 Nonqualified Stock Option (right to buy) $13.9100 M 10331.0000 Disposed 2022-03-01 Common Stock (10331.0000) Direct
2014-03-03 Nonqualified Stock Option (right to buy) $25.8600 A 23742.0000 Acquired 2024-03-03 Common Stock (23742.0000) Direct
2014-03-04 Nonqualified Stock Option (right to buy) $18.2500 M 7608.0000 Disposed 2020-03-01 Common Stock (7608.0000) Direct
2014-03-04 Nonqualified Stock Option (right to buy) $16.4000 M 10089.0000 Disposed 2023-03-01 Common Stock (10089.0000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 1230.2180 Indirect
Common Stock 8805.0000 Indirect
Common Stock 8805.0000 Indirect

Footnotes

F1: Shares acquired on the vesting of restricted stock units.

F2: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 19, 2014.

F3: This transaction was executed in multiple trades at prices ranging from $25.78 to $26.12. 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.

F4: This transaction was executed in multiple trades at prices ranging from $26.82 to $26.86. 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.

F5: This transaction was executed in multiple trades at prices ranging from $26.79 to $26.85. 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.

F6: The option was granted under the company's 2013 Stock Incentive Plan and vests in four equal annual installments beginning on the first anniversary of the grant date.