Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal

Year.

On July 27, 2022, the Board of Directors (the "Board") of The Charles Schwab Corporation ("CSC") approved the amendment and restatement of CSC's Amended and Restated Bylaws (the "Bylaws"), effective immediately. The amendments are solely to add language providing for the appointment of Co-Chairmen of the Board.

The foregoing description is qualified by reference to the full text of the Bylaws, as amended and restated, a copy of which is attached hereto as Exhibit 3.1 and incorporated by reference herein.

Item 8.01 Other Events.

Effective July 27, 2022, the Board appointed Walter W. Bettinger II, CSC's Chief Executive Officer and a member of the Board, to serve as Co-Chairman of the Board together with Charles R. Schwab, who served as CSC's Chairman before the appointment. A copy of the press release announcing the appointment of Co-Chairmen is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.




(d) Exhibits.

Exhibit No.       Exhibit Description

3.1                 Amended and Restated Bylaws of The Charles Schwab Corporation,
                  effective July 27, 2022

99.1                Press Release dated July 28, 2022

104               Cover Page Interactive Data File (embedded within the Inline XBRL
                  document)

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