The Charles Schwab Corporation (“Schwab” or the “Company”) announced today that it has purchased approximately 15 million shares of its nonvoting common stock directly from TD Bank Group (“TD Bank") for $1 billion. The shares are being acquired pursuant to Schwab’s recent repurchase authorization. Under the terms of a Repurchase Agreement entered into with a subsidiary of TD Bank, the purchase price paid by Schwab is equal to the lowest price per share that TD Bank received in a contemporaneous share sale facilitated with a third-party market maker, which resulted in a purchase price lower than today’s closing price.

Commentary from the CFO

Peter Crawford, Chief Financial Officer, provides additional perspective on this repurchase agreement at www.aboutschwab.com/cfo-commentary.

About Charles Schwab

The Charles Schwab Corporation (NYSE: SCHW) is a leading provider of financial services, with 33.9 million active brokerage accounts, 2.3 million corporate retirement plan participants, 1.7 million banking accounts, and $6.83 trillion in client assets. Through its operating subsidiaries, the company provides a full range of wealth management, securities brokerage, banking, asset management, custody, and financial advisory services to individual investors and independent investment advisors. Its broker-dealer subsidiaries, Charles Schwab & Co., Inc., TD Ameritrade, Inc., and TD Ameritrade Clearing, Inc., (members SIPC, www.sipc.org), and their affiliates offer a complete range of investment services and products including an extensive selection of mutual funds; financial planning and investment advice; retirement plan and equity compensation plan services; referrals to independent, fee-based investment advisors; and custodial, operational and trading support for independent, fee-based investment advisors through Schwab Advisor Services. Its primary banking subsidiary, Charles Schwab Bank, SSB (member FDIC and an Equal Housing Lender), provides banking and lending services and products. More information is available at www.aboutschwab.com.

TD Ameritrade, Inc. and TD Ameritrade Clearing, Inc. are separate but affiliated companies and subsidiaries of TD Ameritrade Holding Corporation. TD Ameritrade Holding Corporation is a wholly owned subsidiary of The Charles Schwab Corporation. TD Ameritrade is a trademark jointly owned by TD Ameritrade IP Company, Inc. and The Toronto Dominion Bank.

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