<PAGE>
United States
Securities and Exchange Commission
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities and Exchange Act of 1934
(Amendment No. 7)
The Charles Schwab Corporation
(Name of Issuer)
Common Stock ($.01 par value)
(Title of Class of Securities)
808513-10-5
(CUSIP Number)
Pamela E. Herlich, Assistant Secretary
The Charles Schwab Corporation
101 Montgomery Street
San Francisco, CA 94104
415/627-7533
(Name, Address and Telephone Number of
Person Authorized to Receive
Notices and Communications)
December 19, 1994
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on
Schedule 13G to report the acquisition which is the subject
of this Schedule 13D, and is filing this schedule because of
Rule 13d-1 (b) (3) or (4), check the following box [ ].
Check the following box if a fee is being paid with the statement [ ].
<PAGE>
SCHEDULE 13D
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Charles R. Schwab
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
SOURCE OF FUNDS*
4
- ------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
5
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
United States of America
- ------------------------------------------------------------------------------
SOLE VOTING POWER
7
NUMBER OF
2,216,139
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
OWNED BY 10,975,037
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING
2,216,139
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
10,975,037
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
13,191,176
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12
[_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
23.0%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14
IN
- ------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
<PAGE>
Item 1. Security and Issuer
Security: Common Stock ($.01 par value)
Issuer: The Charles Schwab Corporation
101 Montgomery Street
San Francisco, CA 94109
Item 2. Identity and Background
a) Charles R. Schwab
b) The Charles Schwab Corporation
101 Montgomery Street
San Francisco, CA 94109
c) Chairman, Chief Executive Officer and Director
The Charles Schwab Corporation
101 Montgomery Street
San Francisco, CA 94104
d) Inapplicable
e) Inapplicable
f) United States of America
Item 3. Source and Amount of Funds
Inapplicable
Item 4. Purpose of Transaction
The shares of common stock are held for personal investment, except as
noted in Item 5 below.
Item 5. Interest in Securities of Issuer
a) 13,191,176 shares of Common Stock (including 168,750
shares which may be acquired upon exercise of options)
representing 23.0% of the Common Stock outstanding.
b) The 13,191,176 shares of Common Stock referred to in
Item 5(a) above consist of (i) 2,216,139 shares of
Common Stock as to which Mr. Schwab has sole voting
power and sole dispositive power (including shares held
by the Trustee of the Charles Schwab Profit Sharing and
Employee Stock Ownership plan and allocated to
Mr. Schwab's individual ESOP account; 224 shares held by
Mr. Schwab as custodian for his children; and 1,350
shares held by Mr. Schwab as trustee of the Schwab
<PAGE>
Inter-Vivos Trust as to which he disclaims beneficial
ownership); and (ii) 10,975,037 shares of Common Stock
as to which Mr. Schwab has shared voting power and
shared dispositive power (including 536,266 shares held
by The Charles and Helen Schwab Foundation, a nonprofit
public benefit corporation, as to which Mr. and
Mrs. Schwab, as two of the three directors, have shared
voting and dispositive power but disclaim beneficial
ownership; 1,500,000 shares held by Mr. and Mrs. Schwab
as trustees of The Charles and Helen Schwab Living
Trust; 240,000 shares held by The Charles and Helen
Schwab Family Foundation, a nonprofit public benefit
corporation as to which Mr. and Mrs. Schwab, as two of
three directors, have shared voting and dispositive
power but disclaim beneficial ownership; 7,968,505
shares held by Mr. and Mrs. Schwab as community
property; 318,345 shares held by Mr. and Mrs. Schwab as
joint tenants; and 406,921 shares held by Mrs. Schwab.
c) The following transactions in Common Stock were effected
by Mr. Schwab since the filing of Amendment No. 6 to his
Schedule 13D dated October 27, 1993:
<TABLE>
<CAPTION>
Date of # of Shares of Nature of Price Per Share Where and How
Transaction Common Stock Transaction Effected
<S> <C> <C> <C> <C>
11/1/93 39,500 Sale $34.70 Open Market
12/20/93 50,000 Disposition N/A Gift
2/17/94 100,000 Sale $27.05 Open Market
2/17/94 200,000 Sale $27.05 Open Market
5/2/94 20,000 Disposition N/A Gift
5/2/94 10,000 Disposition N/A Gift
5/18/94 120,000 Sale $30.86 Open Market
5/19/94 80,000 Sale $31.27 Open Market
10/11/94 323 Disposition N/A Gift
10/11/94 323 Disposition N/A Gift
11/15/94 79,400 Sale $34.00 Open Market
11/16/94 6,200 Sale $34.00 Open Market
12/19/94 350,000 Disposition N/A Gift
12/19/94 20,000 Disposition N/A Gift
</TABLE>
d) No other person has the right to receive or the power to direct the receipt
of dividends from, or the proceeds from the sales of, the shares of Common
Stock beneficially owned by Mr. Schwab, except for The Charles and Helen
Schwab Foundation and The Charles and Helen Schwab Family Foundation, as
noted in Item 5 (b) above.
e) Inapplicable.
<PAGE>
Item 6. Contracts, Arrangements, Understandings or Relationships
With Respect to the Securities of the Issuer
1. Registration Rights and Stock Restriction Agreement,
date as of March 31, 1987 between Charles Schwab and CL
Acquisition Corporation, requires that share transfers
be made in accordance with state and Federal securities
laws subject to protection of the issuer's rights
and further provides for registration rights in certain circumstances.
2. Secured Demand Promissory Note, dated January 10, 1992,
by Charles R, Schwab and Helen O. Schwab in the
currently outstanding principle amount of $500,000
secured by 45,568 shares of Common Stock.
3. Non-Qualified Stock Option Agreement, dated as of
September 16, 1992 between The Charles Schwab
Corporation and Charles R. Schwab pursuant to the 1992
Stock Incentive Plan.
4. Secured Demand Promissory Note, dated December 8, 1992,
by Charles R. Schwab and Helen O. Schwab in the
currently outstanding amount of $2,000,000
secured by 182,274 shares of Common Stock.
5. On February 25, 1993, Charles R. Schwab and Helen O. Schwab,
grantors of The Charles and Helen Schwab Living Trust
(the "Living Trust"), transferred 1,500,000
(post-split) shares of Common Stock into the Living Trust.
Section 8.2.1 of the Living Trust provides that if neither
Mr. nor Mrs. Schwab is serving as trustee, three designated
individuals will receive a general proxy to vote all shares of
Common Stock held pursuant to the Living Trust.
Item 7. Exhibits
<PAGE>
1. Registration Rights and Stock Restriction Agreement,
dated as of March 31, 1987, between Charles R, Schwab
and CL Acquisition Corporation.*
2. Secured Demand Promissory Note, dated January 10, 1992,
by Charles R. Schwab and Helen O. Schwab.*
3. Form of Non-Qualified Stock Option Agreement, dated as
of September 16, 1992, between The Charles Schwab
Corporation and Charles R. Schwab.**
4. Secured Demand Promissory Note, dated December 8, 1992,
by Charles Schwab and Helen O. Schwab.***
5. Section 8.2.1 of the Charles and Helen Schwab Living Trust.***
* Incorporated by reference to Exhibit 1to Mr. Schwab's Schedule 13D
dated September 22, 1987.
** Incorporated by reference to Exhibit 1 to Mr. Schwab's Schedule 13D
dated February 18, 1992.
*** Incorporated by reference to Exhibits 4, 5,and 7, respectively, to
Amendment No. 5 to Mr. Schwab's Schedule 13D dated May 6, 1993.
After reasonable inquiry and the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: January 4 ,1995
/s/ Charles R. Schwab
_____________________________
Charles R. Schwab
<PAGE>
EXHIBIT INDEX
Item 7. Exhibits.
1. Registration Rights and Stock Restriction Agreement, dated as of March
31, 1987, between Charles R. Schwab and CL Acquisition Corporation.*
2. Secured Demand Promissory Note, dated January 10, 1992, by Charles R.
Schwab and Helen O. Schwab.**
3. Form of Non-Qualified Stock Option Agreement, dated as of September
16, 1992, between The Charles Schwab Corporation and Charles R.
Schwab.***
4. Secured Demand Promissory Note, dated December 8, 1992, by Charles R.
Schwab and Helen O. Schwab.***
5. Section 8.2.1 of The Charles and Helen Schwab Living Trust.***
* Incorporated by reference to Exhibit 1 to Mr. Schwab's
Schedule 13D dated September 22, 1987.
** Incorporated by reference to Exhibit 5 to Amendment
No. 4 to Mr. Schwab's Schedule 13D dated February 18, 1992.
*** Incorporated by reference to Exhibit 4, 5 and 7,
respectively, to Amendment No. 5 to Mr. Schwab's
Schedule 13D dated May 6, 1993.
