UNITED STATES
SECURITIES  AND  EXCHANGE  COMMISSION
Washington, D.C.  20549


FORM 10-Q


QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period endedMarch 31, 20192020

or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________

Commission File Number: 1-9700


THE  CHARLES  SCHWAB  CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
94-3025021
(State or other jurisdiction
of incorporation or organization)
94-3025021
(I.R.S. Employer Identification No.)


211 Main Street, San Francisco, CA94105
(Address of principal executive offices and zip code)


Registrant’s telephone number, including area code:  (415) (415) 667-7000


Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock – $.01 par value per shareSCHWNew York Stock Exchange
Depositary Shares, each representing a 1/40th ownership interest in a share of 6.00% Non-Cumulative Preferred Stock, Series CSCHW PrCNew York Stock Exchange
Depositary Shares, each representing a 1/40th ownership interest in a share of 5.95% Non-Cumulative Preferred Stock, Series DSCHW PrDNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes ☒  No ☐


Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes ☒   No ☐


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ☒Accelerated filer ☐
Non-accelerated filer ☐Smaller reporting company ☐
Emerging growth company ☐
Large accelerated filer ☒                        Accelerated filer ☐

Non-accelerated filer☐                        Smaller reporting company
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the
Exchange Act. ☐


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes  No ☒

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock – $.01 par value per shareSCHWNew York Stock Exchange
Depositary Shares, each representing a 1/40th ownership interest in
  a share of 6.00% Non-Cumulative Preferred Stock, Series C
SCHW PrCNew York Stock Exchange 
Depositary Shares, each representing a 1/40th ownership interest in
  a share of 5.95% Non-Cumulative Preferred Stock, Series D
SCHW PrDNew York Stock Exchange


Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
1,335,009,3961,287,412,923 shares of $.01 par value Common Stock Outstandingoutstanding on April 30, 20192020





THE CHARLES SCHWAB CORPORATION


Quarterly Report on Form 10-Q
For the Quarter EndedMarch 31, 20192020






Index


  
   
     
 Item 1.  
     
   
   
   
   
   19-2023-24
   21-4925-54
     
 Item 2. 1-131-17
     
 Item 3. 
     
 Item 4. 
     
  
     
 Item 1. 
     
 Item 1A. 
     
 Item 2. 
     
 Item 3. 
     
 Item 4. 
     
 Item 5. 
     
 Item 6. 
     
 
   











Part I – FINANCIAL INFORMATION


THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)






Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations


INTRODUCTION


The Charles Schwab Corporation (CSC) is a savings and loan holding company and engages, through its subsidiaries, in wealth management, securities brokerage, banking, asset management, custody, and financial advisory services.


SignificantPrincipal business subsidiaries of CSC include the following:

Charles Schwab & Co., Inc. (CS&Co), a securities broker-dealer;
Charles Schwab Bank (CSB), a federal savings bank; and

Charles Schwab & Co., Inc. (CS&Co), a securities broker-dealer;
Charles Schwab Bank, SSB (CSB), our principal banking entity; and
Charles Schwab Investment Management, Inc. (CSIM), the investment advisor for Schwab’s proprietary mutual funds (Schwab Funds®) and for Schwab’s exchange-traded funds (Schwab ETFs™).


Unless otherwise indicated, the terms “Schwab,” “the Company,” “we,” “us,” or “our” mean CSC together with its consolidated subsidiaries.


Schwab provides financial services to individuals and institutional clients through two segments – Investor Services and Advisor Services. The Investor Services segment provides retail brokerage and banking services to individual investors, and retirement plan services, as well as other corporate brokerage services, to businesses and their employees. The Advisor Services segment provides custodial, trading, banking, and support services, as well as retirement business services, to independent registered investment advisors (RIAs), independent retirement advisors, and recordkeepers.
Schwab was founded on the belief that all Americans deserve access to a better investing experience. Although much has changed in the intervening years, our purpose remains clear – to champion every client’s goals with passion and integrity. Guided by this purpose and our vision of creating the most trusted leader in investment services, management has adopted a strategy described as “Through Clients’ Eyes.”


This strategy emphasizes placing clients’ perspectives, needs, and desires at the forefront. Because investing plays a fundamental role in building financial security, we strive to deliver a better investing experience for our clients – individual investors and the people and institutions who serve them – by disrupting longstanding industry practices on their behalf and providing superior service. We also aim to offer a broad range of products and solutions to meet client needs with a focus on transparency, value, and trust. In addition, management works to couple Schwab’s scale and resources with ongoing expense discipline to keep costs low and ensure that products and solutions are affordable as well as responsive to client needs. In combination, these are the key elements of our “no trade-offs” approach to serving investors. We believe that following this strategy is the best way to maximize our market valuation and stockholder returns over time.


Management estimates that investable wealth in the United States (U.S.) (consisting of assets in defined contribution, retail wealth management and brokerage, and registered investment advisor channels, along with bank deposits) currently exceeds $45 trillion, which means the Company’s $3.59$3.50 trillion in client assets leaves substantial opportunity for growth. Our strategy is based on the principle that developing trusted relationships will translate into more assets from both new and existing clients, ultimately driving more revenue, and along with expense discipline and thoughtful capital management, will generate earnings growth and build long-term stockholder value.


This Management’s Discussion and Analysis should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended December 31, 2018 (20182019 (2019 Form 10-K).


On our website, https://www.aboutschwab.com, we post the following filings after they are electronically filed with or furnished to the Securities and Exchange Commission (SEC): annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements, and any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934. In addition, the website also includes the Dodd-Frank stress test results, our regulatory capital disclosures based on Basel III, and our quarterly average liquidity coverage ratio.ratio (LCR). The SEC maintains a website at https://www.sec.gov that contains reports, proxy statements, and other information that we file electronically with the SEC.them.



THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)





FORWARD-LOOKING STATEMENTS
In addition to historical information, this Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are identified by words such as “believe,” “anticipate,” “expect,” “intend,” “plan,” “will,” “may,” “estimate,” “appear,” “could,” “would,” “expand,” “aim,” “maintain,” and other similar expressions. In addition, any statements that refer to expectations, projections, or other characterizations of future events or circumstances are forward-looking statements.
These forward-looking statements, which reflect management’s beliefs, objectives, and expectations as of the date hereof, are estimates based on the best judgment of Schwab’s senior management. These statements relate to, among other things:
Maximizing our market valuation and stockholder returns over time; our belief that developing trusted relationships will translate into more client assets which drives revenue and, along with expense discipline and thoughtful capital management, generates earnings growth and builds stockholder value (see Introduction in Part I, Item 2);
Ongoing investmentsImpacts related to drive efficiency and scalethe coronavirus (COVID-19) pandemic (see Overview);
Capital returns to stockholdersFocus on scale and efficiency and balancing near-term profitability with continued reinvestment for long-term growth (see Overview);
2019 capital expendituresBalance sheet management and Tier 1 Leverage Ratio operating objective (see Results of Operations)Overview and Risk Management – Capital Management);
The expected impact of new accounting standards not yet adoptedPending transactions involving TD Ameritrade, USAA’s Investment Management Company (USAA-IMCO), and Wasmer, Schroeder & Company, LLC (Wasmer Schroeder), including anticipated closing, status and acquisition-related expenses; the funding for the USAA-IMCO transaction and entering into a referral agreement (see New Accounting StandardsOverview, Risk Management – Liquidity Risk, Capital Management, and Commitments and Contingencies in Part I, Item 1, Financial Information – Notes to Condensed Consolidated Financial Statements (Item 1) – Note 2)9);
Timing and ability to invest amounts currently held in excess reserves into higher yielding investments (see Results of Operations);
Net interest margin compression and net interest revenue (see Results of Operations);
2020 capital expenditures (see Results of Operations);
The phase-out of the use of LIBOR (see Risk Management);
Sources of capital (see Risk Management – Capital Management);
The expected impact of new accounting standards not yet adopted (see Summary of Significant Accounting Policiesin Item 1 – Note 2);
The likelihood of indemnification and guarantee payment obligations (see Commitments and Contingencies in Item 1 – Note 10)9); and
The impact of legal proceedings and regulatory matters (see Commitments and Contingencies in Item 1 – Note 109 and Legal Proceedings in Part II, Item 1).


Achievement of the expressed beliefs, objectives, and expectations described in these statements is subject to certain risks and uncertainties that could cause actual results to differ materially from the expressed beliefs, objectives, and expectations. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this Quarterly Report on Form 10-Q or, in the case of documents incorporated by reference, as of the date of those documents.


Important factors that may cause actual results to differ include, but are not limited to:
General market conditions, including the level of interest rates, equity valuations, and trading activity;
Our ability to attract and retain clients, develop trusted relationships, and grow client assets;
Client use of our adviceadvisory solutions and other products and services;
The level of client assets, including cash balances;
Competitive pressure on pricing, including deposit rates;
Client sensitivity to interest rates;
Regulatory guidance;
Capital and liquidity needs and management;
Our ability to manage expenses;
Our ability to develop and launch new and enhanced products, services, and capabilities, as well as implementenhance our infrastructure, in a timely and successful manner;
Our ability to monetize client assets;
The scope and duration of the COVID-19 pandemic and actions taken by governmental authorities to contain the spread of the virus and the economic impact;

THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)


The ability of our platform to handle increased client volume;
Failure of the parties to satisfy the closing conditions in the agreements for the pending acquisitions of TD Ameritrade, USAA-IMCO and Wasmer Schroeder in a timely manner or at all, including stockholder and regulatory approvals, and the implementation of conversion or integration plans;
Disruptions to the parties’ businesses as a result of the announcement and pendency of the acquisitions;
The risk that expected revenue, expense and other synergies and benefits from the acquisitions may not be fully realized or may take longer to realize than expected;
Client cash allocations and cash sorting;
LIBOR trends;
Spreads on securities;
Mix of excess reserves to AFS securities;
The availability and terms of external financing;
The timing of campus expansion work and technology projects;
The effect of adverseAdverse developments in litigation or regulatory matters and the extent of any related charges; and
Potential breaches of contractual terms for which we have indemnification and guarantee obligations.


Certain of these factors, as well as general risk factors affecting the Company, are discussed in greater detail in Part I – Item 1A – Risk Factors in the 20182019 Form 10-K.





THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)




OVERVIEW
Management focuses on several client activity and financial metrics in evaluating Schwab’s financial position and operating performance. Results for the first quartersquarter of 2020 and 2019 and 2018 are:
Three Months Ended March 31, Percent
Change
Three Months Ended
March 31,
 Percent
Change
2019 2018 2020 2019 
Client Metrics          
Net new client assets (in billions) (1)
$51.7
 $(18.8) N/M
$73.2
 $51.7
 42%
Core net new client assets (in billions)$51.7
 $65.6
 (21)%$73.2
 $51.7
 42%
Client assets (in billions, at quarter end)$3,585.4
 $3,305.4
 8%$3,496.9
 $3,585.4
 (2)%
Average client assets (in billions)$3,465.7
 $3,382.1
 2%$3,918.8
 $3,465.7
 13%
New brokerage accounts (in thousands)386
 443
 (13)%609
 386
 58%
Active brokerage accounts (in thousands, at quarter end)11,787
 11,005
 7%12,736
 11,787
 8%
Assets receiving ongoing advisory services (in billions, at quarter end)$1,871.2
 $1,717.6
 9%$1,822.8
 $1,871.2
 (3)%
Client cash as a percentage of client assets (at quarter end)11.3% 11.0%  
15.1% 11.3%  
Company Financial Metrics 
  
  
 
  
  
Total net revenues$2,723
 $2,398
 14%$2,617
 $2,723
 (4)%
Total expenses excluding interest1,459
 1,396
 5%1,570
 1,459
 8%
Income before taxes on income1,264
 1,002
 26%1,047
 1,264
 (17)%
Taxes on income300
 219
 37%252
 300
 (16)%
Net income$964
 $783
 23%795
 964
 (18)%
Preferred stock dividends and other39
 37
 5%38
 39
 (3)%
Net income available to common stockholders$925
 $746
 24%$757
 $925
 (18)%
Earnings per common share — diluted$.69
 $.55
 25%$.58
 $.69
 (16)%
Net revenue growth from prior year14% 15%  
(4)% 14%  
Pre-tax profit margin46.4% 41.8%  
40.0% 46.4%  
Return on average common stockholders’ equity20% 18%  
Return on average common stockholders’ equity (annualized)14% 20%  
Expenses excluding interest as a percentage of average client assets (annualized)0.17% 0.17%  0.16 % 0.17%  
Consolidated Tier 1 Leverage Ratio (at quarter end)7.2% 7.5%  6.9% 7.2%  
(1)
The three months ended March 31, 2018 includes outflowsfirst quarter of $84.42020 saw an unprecedented environment as the COVID-19 pandemic upended daily life both world-wide and here in the U.S. Throughout this challenging time, the Company operated without significant client disruption. Schwab’s unwavering focus on continuing to earn our clients’ trust is made possible by the significant contributions of our employees, and the Company remains committed to serving our clients while protecting our employees’ wellbeing. In response to the pandemic, we have enabled approximately 95% of our employees to work remotely, and, in addition to other measures, we made a $1,000 payment to all non-officer employees to help them cover costs incurred due to the COVID-19 pandemic.

Core net new assets during the first quarter totaled $73.2 billion, up 42% from certain mutual fund clearing services clients.
N/M Not meaningful.

Net income for the first quarter of 2019 grew $1812019. Clients opened 609,000 new brokerage accounts, bringing total active brokerage accounts to 12.7 million at quarter end, up 8% from March 2019. The first quarter saw record trading activity, as daily average trades for the period reached 1.5 million, a 98% increase from the first quarter of 2019. Our ongoing and multi-year investments in our technology systems helped ensure we efficiently processed the quarter’s record trading activity and client interactions across our various communication channels.

Schwab’s first quarter financial results were shaped by this very challenging economic environment in which the decade-long bull market ended – with the S&P falling 20% during the period and the Federal Reserve cutting the target overnight rate 150 basis points to near zero in an emergency effort to help shield the economy amid pandemic concerns. Schwab’s first quarter net income totaled $795 million, a decrease of $169 million, or 23%18%, from the same period in 2018, driven primarily by growth in net interest revenue and disciplined expense management during a mixed geopolitical and economic environment. Total net revenues rose by $325 million, or 14%, primarily due to an increasefirst quarter of $418 million, or 33%, in net interest revenue resulting from improvement in our net interest margin following the Federal Reserve’s four rate hikes in 2018, as well as higher interest-earning assets stemming from the transfer of sweep money market funds to bank and broker-dealer sweep, and client cash allocations. Asset management and administration fees decreased $96 million, or 11%, mainly as a result of lower money market fund revenue as we executed on sweep transfers. Trading revenue declined by 8% as client trading activity remained strong, but below the volume seen2019. Diluted earnings per common share in the first quarter of 2018.

Total expenses excluding interest grew $63 million, or 5%, inclusive$0.58 represented a decrease of hiring to support the Company’s expanding client base and ongoing investments in projects to further drive efficiency and scale. Our disciplined expense management helped produce a 900 basis point gap between year-over-year revenue and expense growth, and a 46.4% pre-tax profit margin for16% from the first quarter of 2019.

Clients opened 386,000 new brokerage accounts during the first quarter of 2019, and the number of active brokerage accounts totaled 11.8 million at March 31, 2019. Core net new assets gathered during the first quarter of 2019 were $51.7 billion, representing a 6% annualized growth rate, and total client assets grew 8% year-over-year to reach $3.59 trillion at quarter end.




THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)




DuringTotal net revenues in the quarter were $2.6 billion, a decrease of 4% from the first quarter of 2019. Net interest revenue declined 6% year-over-year to $1.6 billion, due to declines in interest rates across maturities in the quarter, which offset the impact of significantly higher levels of client cash balances held at our bank and broker-dealer subsidiaries. Asset management and administration fees of $827 million represented a 10% increase from the first quarter of 2019, largely due to our clients’ sustained utilization of advice solutions along with increased balances in purchased money market funds, helping offset sharp declines in equity market valuations. Trading revenue declined 13% year-over-year to $188 million due to our October 2019 pricing actions, partially offset by the significant increase in trading volume.

Total expenses excluding interest were $1.6 billion in the quarter, representing an increase of 8% from the first quarter of 2019. This total included approximately $27 million for the $1,000 payments to employees and other compensation and business continuity expenses relating to our pandemic response. Our first quarter expenses also included $37 million relating to our pending acquisitions described below. Our longstanding focus on scale and efficiency has helped us begin the year with a first quarter pre-tax profit margin of 40.0% and remains an important strength as we balance near-term profitability with continued to emphasize effectivereinvestment for long-term growth.

Regardless of the environment, our priorities for balance sheet management transferring $11.6remain intact, including supporting our ongoing growth while also maintaining appropriate levels of liquidity and capital. With first quarter market volatility and lower interest rates driving a significant influx of client cash, total balance sheet assets increased by $77 billion from sweep money market fundsduring the quarter to bank$371 billion at March 31st. Consistent with optimizing liquidity management during heightened volatility, we issued 5- and broker-dealer sweep. In April 2019, we completed all remaining planned transfers. In January 2019, we announced a 31% increase10-year senior notes totaling $1.1 billion in our dividend to $0.17 per common share, and a $4 billion stock repurchase authorization, which we expect to access in coming quarters to return excess capital to stockholders.March. We finished the first quarter of 2019 with a Tier 1 Leverage Ratio of 7.2%6.9%, and we achieved a 20% returnconsistent with our operating objective of 6.75%-7.00%. Return on average common stockholders’ equity was 14% for the third consecutive quarter.

RESULTS OF OPERATIONS

Total Net Revenues

The following table presents a comparisonfirst quarter of revenue by category:
    2019 2018
Three Months Ended March 31, Percent
Change
 Amount % of
Total Net
Revenues
 Amount % of
Total Net
Revenues
Net interest revenue          
Interest revenue 41% $1,998
 73% $1,421
 59%
Interest expense 101% (317) (11)% (158) (6)%
Net interest revenue 33% 1,681
 62% 1,263
 53%
Asset management and administration fees          
Mutual funds, ETFs, and collective trust funds (CTFs) (1)
 (18)% 414
 16% 504
 21%
Advice solutions (1)% 278
 10% 282
 12%
Other (1)
 (3)% 63
 2% 65
 3%
Asset management and administration fees (11)% 755
 28% 851
 36%
Trading revenue          
Commissions (14)% 163
 6% 189
 7%
Principal transactions 83% 22
 1% 12
 1%
Trading revenue (8)% 185
 7% 201
 8%
Other 23% 102
 3% 83
 3%
Total net revenues 14% $2,723
 100% $2,398
 100%
(1) Beginning2020, down from 20% in the first quarter of 2019, due to lower net income as well as a change was made$3.9 billion increase in accumulated other comprehensive income (AOCI) due to move CTFs from other asset managementunrealized gains in our available for sale (AFS) investment securities portfolio.

Our pending acquisitions of TD Ameritrade and administration fees. Prior periods have been recastassets of USAA-IMCO remain on track, with anticipated closing of USAA-IMCO expected in mid-2020, and TD Ameritrade in the second half of 2020. In late February, we entered into a definitive agreement to reflect this change.acquire Wasmer Schroeder, which will add established strategies and new separately managed account offerings to our existing fixed income lineup. Our purchase of Wasmer Schroeder is also expected to close mid-2020, subject to satisfaction of customary closing conditions.



Subsequent Event


On April 30, 2020, the Company issued and sold 2,500,000 depositary shares, each representing a 1/100th ownership interest in a share of 5.375% fixed-rate reset non-cumulative perpetual preferred stock, Series G, $0.01 par value per share, with a liquidation preference of $100,000 per share (equivalent of $1,000 per depositary share). The net proceeds of the offering were approximately $2.47 billion, after deducting the underwriting discount and estimated offering expenses.

Current Regulatory Environment andOther Developments

Effective March 20, 2020, CSB and Charles Schwab Premier Bank (CSPB) converted to Texas-chartered state savings banks. CSB and CSPB became members of the Federal Reserve and are subject to regulation, supervision and examination by the Federal Reserve and the Texas Department of Savings and Mortgage Lending.







THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)




RESULTS OF OPERATIONS

Total Net Revenues

The following tables present a comparison of revenue by category:
   2020 2019
Three Months Ended March 31,Percent
Change
 Amount % of
Total Net
Revenues
 Amount % of
Total Net
Revenues
Net interest revenue         
Interest revenue(15)% $1,708
 65% $1,998
 73%
Interest expense(57)% (136) (5)% (317) (11)%
Net interest revenue(6)% 1,572
 60% 1,681
 62%
Asset management and administration fees         
Mutual funds, ETFs, and collective trust funds (CTFs)9% 452
 17% 414
 16%
Advice solutions12% 312
 12% 278
 10%
Other
 63
 3% 63
 2%
Asset management and administration fees10% 827
 32% 755
 28%
Trading revenue         
Commissions(31)% 113
 4% 163
 6%
Principal transactions(9)% 20
 1% 22
 1%
Order flow revenue (1)
72% 55
 2% 32
 1%
Trading revenue (1)
(13)% 188
 7% 217
 8%
Other (1)
(57)% 30
 1% 70
 2%
Total net revenues(4)% $2,617
 100% $2,723
 100%
(1) In the first quarter of 2020, order flow revenue was reclassified from other revenue to trading revenue. Prior period amounts have been reclassified to reflect this change.

Net Interest Revenue


The following table presents net interest revenue information corresponding toRevenue on interest-earning assets is affected by various factors, such as the composition of assets, prevailing interest rates and funding sourcesspreads at the time of origination or purchase, changes in interest rates on floating rate securities and loans, and changes in prepayment levels for mortgage-backed and other asset-backed securities and loans.

Interest rates across maturities declined during the first three months of 2020 relative to the end of 2019. During the first quarter of 2020, the Federal Reserve cut the federal funds target overnight rate twice, for a total of 150 basis points to near zero; on the condensed consolidated balance sheets:
  2019 2018
Three Months Ended March 31, Average Balance Interest Revenue/ Expense Average Yield/ Rate Average Balance Interest Revenue/ Expense Average Yield/ Rate
Interest-earning assets            
Cash and cash equivalents $24,983
 $151
 2.42% $17,084
 $66
 1.53%
Cash and investments segregated 13,533
 83
 2.44% 13,969
 48
 1.37%
Broker-related receivables 257
 2
 2.75% 287
 1
 1.32%
Receivables from brokerage clients 18,972
 214
 4.52% 18,872
 179
 3.79%
Available for sale securities (1)
 66,853
 451
 2.70% 50,371
 240
 1.91%
Held to maturity securities 132,427
 916
 2.77% 121,412
 721
 2.38%
Bank loans 16,578
 149
 3.61% 16,456
 130
 3.19%
Total interest-earning assets 273,603
 1,966
 2.88% 238,451
 1,385
 2.33%
Other interest revenue   32
     36
  
Total interest-earning assets $273,603
 $1,998
 2.92% $238,451
 $1,421
 2.39%
Funding sources            
Bank deposits $219,987
 $226
 0.42% $176,988
 $64
 0.15%
Payables to brokerage clients 22,184
 23
 0.43% 22,469
 7
 0.14%
Short-term borrowings (2)
 30
 
 2.48% 12,170
 47
 1.55%
Long-term debt 6,845
 62
 3.61% 4,392
 37
 3.37%
Total interest-bearing liabilities 249,046
 311
 0.51% 216,019
 155
 0.29%
Non-interest-bearing funding sources 24,557
     22,432
    
Other interest expense   6
     3
  
Total funding sources $273,603
 $317
 0.46% $238,451
 $158
 0.27%
Net interest revenue   $1,681
 2.46%   $1,263
 2.12%
(1) Amounts have been calculated based on amortized cost.
(2) Interest expense was less than $500,000longer-end of the curve, the 10-year Treasury rate declined by over 120 basis points. The changes in the three months ended March 31, 2019.

Net interest revenue increased $418 million, or 33%,economic environment in the first quarter of 2020 resulting from the COVID-19 pandemic drove significantly higher levels of client cash sweep balances. Given the rapid accumulation of these balances, the Company initially placed a substantial amount in excess reserves at the Federal Reserve, which totaled $58.7 billion at March 31, 2020, up from $18.8 billion at the end of 2019. Similarly, from December 31, 2019 compared to the same period in 2018, primarily dueMarch 31, 2020, payables to higher interest rates andbrokerage clients increased $10.0 billion while margin loan balances decreased $2.3 billion, contributing to growth in interest-earning assets.
Our net interest margin improvedcash and investments segregated. Consistent with our existing asset-liability-management approach, we expect to 2.46% duringinvest the first quarter of 2019, up from 2.12% a year earlier, as a resultmajority of the Federal Reserve’s 2018 interest rate increases, partially offset byamounts currently held in excess reserves into higher interest rates paid on bank deposits and other interest-bearing liabilities.yielding investments over the next several quarters.
Average interest earning assets were 15% higher during the first quarter of 2019 compared to the same period in 2018. This increase primarily reflects higher bank deposits due to transfers from sweep money market funds to bank sweep, and changes in client cash allocations, partially offset by client purchases of investment products. Federal Home Loan Bank (FHLB) advances were used to provide temporary funding for investments ahead of deposit growth during the first quarter of 2018; there were no FHLB borrowings in the first quarter of 2019.





THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)




The following tables present net interest revenue information corresponding to interest-earning assets and funding sources on the condensed consolidated balance sheets:
 2020 2019
Three Months Ended March 31,Average Balance Interest Revenue/ Expense Average Yield/Rate Average Balance Interest Revenue/ Expense Average Yield/Rate
Interest-earning assets           
Cash and cash equivalents$32,134
 $85
 1.04% $24,983
 $151
 2.42%
Cash and investments segregated23,716
 87
 1.45% 13,533
 83
 2.44%
Broker-related receivables730
 2
 1.35% 257
 2
 2.75%
Receivables from brokerage clients19,151
 168
 3.47% 18,972
 214
 4.52%
Available for sale securities (1, 2)
197,745
 1,185
 2.39% 66,853
 451
 2.70%
Held to maturity securities (2)

 
 
 132,427
 916
 2.77%
Bank loans18,897
 144
 3.06% 16,578
 149
 3.61%
Total interest-earning assets292,373
 1,671
 2.28% 273,603
 1,966
 2.88%
Other interest revenue  37
     32
  
Total interest-earning assets$292,373
 $1,708
 2.33% $273,603
 $1,998
 2.92%
Funding sources           
Bank deposits$227,523
 $57
 0.10% $219,987
 $226
 0.42%
Payables to brokerage clients30,287
 8
 0.10% 22,184
 23
 0.43%
Short-term borrowings (3)
3
 
 1.07% 30
 
 2.48%
Long-term debt7,527
 66
 3.53% 6,845
 62
 3.61%
Total interest-bearing liabilities265,340
 131
 0.20% 249,046
 311
 0.51%
Non-interest-bearing funding sources27,033
     24,557
    
Other interest expense  5
     6
  
Total funding sources$292,373
 $136
 0.19% $273,603
 $317
 0.46%
Net interest revenue  $1,572
 2.14%   $1,681
 2.46%
(1) Amounts have been calculated based on amortized cost.
(2) On January 1, 2020, the Company transferred all of its investment securities designated as held to maturity (HTM) to the AFS category, as described in Note 4.
(3) Interest revenue or expense was less than $500,000 in the period or periods presented.

Net interest revenue decreased $109 million, or 6%, in the first quarter of 2020 compared to the same period in 2019, due primarily to lower average investment yields, partially offset by growth in interest-earning assets.

Average interest-earning assets for the first quarter of 2020 were higher by 7% compared to the same period in 2019. The increase in average interest-earning assets for the first quarter of 2020 was primarily driven by higher client cash balances in bank deposits and payables to brokerage clients.

Our net interest margin was 2.14% during the first quarter of 2020, down from 2.46% a year earlier. This decrease was driven primarily by lower yields received on interest-earning assets due largely to the Federal Reserve’s 2019 and 2020 interest rate decreases. We expect some net interest margin compression in coming quarters largely due to the impact of lower interest rates across maturities; at the same time, higher balances of cash and other interest-earning assets can be additive to net interest revenue. The amount of net interest margin compression and resulting net interest revenue is dependent on a number of factors, including the timing of investing cash into higher yielding assets, changes to LIBOR, and the level of client cash balances.






THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)


Asset Management and Administration Fees


The following table presentstables present asset management and administration fees, average client assets, and average fee yields:
Three Months Ended March 31,2019 20182020 2019
Average
Client
Assets
 Revenue Average
Fee
 Average
Client
Assets
 Revenue Average
Fee
Average
Client
Assets
 Revenue Average
Fee
 Average
Client
Assets
 Revenue Average
Fee
Schwab money market funds$158,268
 $122
 0.31% $156,362
 $182
 0.47%$203,772
 $152
 0.30% $158,268
 $122
 0.31%
Schwab equity and bond funds, ETFs, and CTFs (1)
244,314
 70
 0.12% 212,519
 74
 0.14%290,808
 76
 0.11% 244,314
 70
 0.12%
Mutual Fund OneSource® and other non-transaction fee funds
187,223
 147
 0.32% 222,669
 178
 0.32%188,583
 147
 0.31% 187,223
 147
 0.32%
Other third-party mutual funds and ETFs (2)(1)
452,461
 75
 0.07% 319,722
 70
 0.09%451,959
 77
 0.07% 452,461
 75
 0.07%
Total mutual funds, ETFs, and CTFs (1,3)
$1,042,266
 414
 0.16% $911,272
 $504
 0.22%
Advice solutions (3)
           
Total mutual funds, ETFs, and CTFs (2)
$1,135,122
 452
 0.16% $1,042,266
 414
 0.16%
Advice solutions (2)
           
Fee-based$230,394
 278
 0.49% $224,760
 282
 0.51%$263,256
 312
 0.48% $230,394
 278
 0.49%
Non-fee-based66,756
 
 
 59,762
 
 
71,229
 
 
 66,756
 
 
Total advice solutions$297,150
 278
 0.38% $284,522
 282
 0.40%$334,485
 312
 0.38% $297,150
 278
 0.38%
Other balance-based fees (1,4)
392,191
 52
 0.05% 410,443
 55
 0.05%
Other balance-based fees (3)
432,847
 54
 0.05% 392,191
 52
 0.05%
Other (5)(4)
  11
     10
    9
     11
  
Total asset management and administration fees  $755
     $851
    $827
     $755
  
(1) Beginning in the firstfourth quarter of 2019, a change was made to move CTFs from other balance-based fees. Prior periods have been recast to reflect this change.
(2) Includes Schwab ETF OneSource™. was discontinued as a result of the elimination of online trading commissions for U.S. and Canadian-listed ETFs.
(3)(2) Average client assets for advice solutions may also include the asset balances contained in the mutual fund and/or ETF categories listed above.
(4)(3) Includes various asset-related fees, such as trust fees, 401(k) recordkeeping fees, and mutual fund clearing fees and other service fees.
(5)(4) Includes miscellaneous service and transaction fees relating to mutual funds and ETFs that are not balance-based.


Asset management and administration fees decreasedincreased by $96$72 million, or 11%10%, in the first quarter of 2020 compared to the same period in 2018.2019. This decreaseincrease was due to lower sweep money market fund revenue as a result of transfers to bank sweep, as well as client asset allocation choices including reduced usage of Mutual Fund OneSource®. Part of the decline was offsetprimarily driven by higher revenue from growing assetincreased balances in purchased money market funds and other third-party mutual funds and ETFs.advice solutions in the first quarter of 2020 relative to the first quarter of 2019, helping offset declines in equity market valuations in the first quarter of 2020.


The following table presents a roll forward of client assets for the Schwab money market funds, Schwab equity and bond funds, ETFs, and CTFs, and Mutual Fund OneSource® and other non-transaction fee (NTF) funds. These funds generated 45% of the asset management and administration fees earned during the first quarterquarters of 2019, compared to 51% for the same period in 2018:2020 and 2019:

 Schwab Money
Market Funds
 
Schwab Equity and
Bond Funds, ETFs, and CTFs
(1)
 
Mutual Fund OneSource® 
and Other NTF funds
Schwab Money
Market Funds
 Schwab Equity and
Bond Funds, ETFs, and CTFs
 
Mutual Fund OneSource® 
and Other NTF funds
Three Months Ended March 31, 2019 2018 2019 2018 2019 20182020 2019 2020 2019 2020 2019
Balance at beginning of period $153,472
 $163,650
 $209,471
 $196,784
 $180,532
 $225,202
$200,826
 $153,472
 $286,275
 $209,471
 $202,068
 $180,532
Net inflows (outflows) 5,152
 (19,122) 7,248
 8,785
 (6,206) (4,929)1,989
 5,152
 6,531
 7,248
 (10,565) (6,206)
Net market gains (losses) and other 1,045
 467
 24,168
 (2,378) 20,790
 1,341
913
 1,045
 (57,183) 24,168
 (29,864) 20,790
Balance at end of period $159,669
 $144,995
 $240,887
 $203,191
 $195,116
 $221,614
$203,728
 $159,669
 $235,623
 $240,887
 $161,639
 $195,116
(1) Beginning in the first quarter of 2019, CTFs are included in these balances. Prior periods have been recast to reflect this change.






THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)




Trading Revenue
The following table presents trading revenue and the related drivers:information:

Three Months Ended March 31, Percent
Change

2019 2018 
Daily average revenue trades (DARTs) (in thousands)418
 462
 (10)%
Clients’ daily average trades (in thousands)777
 812
 (4)%
Number of trading days61.0
 61.0
 
Daily average revenue per revenue trade$7.19
 $7.24
 (1)%
Trading revenue$185
 $201
 (8)%

Three Months Ended March 31, Percent
Change

2020 2019 
Trading revenue (1)
$188
 $217
 (13)%
Clients’ daily average trades (DATs) (in thousands)1,540
 777
 98%
Number of trading days62.0
 61.0
 2%
Revenue per trade (2)
$1.97
 $4.58
 (57)%
Note:Effective October 7, 2019, CS&Co eliminated online trade commissions for U.S. and Canadian-listed stocks and ETFs, as well as the base charge on options.
(1)
In the first quarter of 2020, order flow revenue was reclassified from other revenue to trading revenue. Prior period amounts have been reclassified to reflect this change.
(2)
Revenue per trade is calculated as trading revenue divided by DATs multiplied by the number of trading days.

DART volumesTrading revenue decreased 10%$29 million, or 13%, in the first quarter of 20192020 compared to the same period in 2018, while2019, due primarily to our 2019 pricing actions, which more than offset a significant increase in clients’ daily average trades and higher order flow revenue peramid heightened market volatility. Order flow revenue trade remained relatively consistent. This ledwas $55 million and $32 million during the first quarters of 2020 and 2019, respectively. The increase in order flow revenue during the first quarter of 2020 was due to a decrease in trading revenuehigher volume of $16 million, or 8%.trades.


Other Revenue


Other revenue includes order flow revenue, othercertain service fees, software fees, from our portfolio management solutions, exchange processing fees, and non-recurring gains. Other revenue increased $19decreased $40 million, or 23%57%, in the first quarter of 20192020 compared to the same period in 20182019. This decrease was primarily due todriven by a gain recognized in the first quarter of 2019 from the assignment of leased office space. Order flow revenue was $32 million and $38 million duringspace, as well as an increase in the allowance for credit losses on bank loans in the first quartersquarter of 2019 and 2018, respectively. This decrease was primarily due to lower volume of trades.2020.






THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)




Total Expenses Excluding Interest
The following table shows a comparison of expenses excluding interest:
 Three Months Ended
March 31,
 Percent
Change
Three Months Ended
March 31,
 Percent
Change
 2019 2018 2020 2019 
Compensation and benefits           
Salaries and wages $476
 $411
 16%$502
 $476
 5%
Incentive compensation 216
 212
 2%227
 216
 5%
Employee benefits and other 158
 147
 7%168
 158
 6%
Total compensation and benefits $850
 $770
 10%$897
 $850
 6%
Professional services 170
 156
 9%182
 170
 7%
Occupancy and equipment 131
 122
 7%142
 131
 8%
Advertising and market development 69
 73
 (5)%67
 69
 (3)%
Communications 62
 62
 
75
 62
 21%
Depreciation and amortization 83
 73
 14%96
 83
 16%
Regulatory fees and assessments 32
 51
 (37)%34
 32
 6%
Other 62
 89
 (30)%77
 62
 24%
Total expenses excluding interest $1,459
 $1,396
 5%$1,570
 $1,459
 8%
Expenses as a percentage of total net revenues           
Compensation and benefits 31% 32%  34% 31%  
Advertising and market development 3% 3%  3% 3%  
Full-time equivalent employees (in thousands)           
At quarter end 20.0
 18.2
 10%20.2
 20.0
 1%
Average 19.9
 18.0
 11%20.0
 19.9
 1%
Total compensation and benefits increased in the first quarter of 20192020 compared to the same period in 2018, primarily due to2019, reflecting annual merit increases and an increase in employee headcount to support our expanding client base.

The increase was also due to the Company’s payment of $1,000 to all non-officer employees in March 2020 to help them cover costs incurred due to the COVID-19 pandemic.
Professional services expense increased in the first quarter of 20192020 compared to the same period in 2018,2019, primarily due to expenses relating to pending acquisitions and overall growth in the business and investments in projects to further drive efficiency and scale.business.
Occupancy and equipment expense increased in the first quarter of 20192020 compared to the same period in 2018,2019, primarily due to an increase in software maintenance expenses and additional licensestechnology equipment costs associated with higher customer trade volumes.
Communications expense increased in the first quarter of 2020 compared to supportthe same period in 2019, primarily due to higher customer trade volumes as well as overall growth in the business.our business and client base.
Depreciation and amortization expenses grew in the first quarter of 20192020 compared to the same period in 2018,2019, primarily due to higher depreciation of buildings and equipment related to expansion of our campuses in the U.S. in 2019 and 2020, as well as higher amortization of purchased and internally developed software associated with continued investments in software and technology enhancements.
Regulatory fees and assessments decreasedOther expenses increased in the first quarter of 20192020 compared to the same period in 2018,2019, primarily resulting from increases in processing fees and related expenses due to a decrease in FDIC insurance assessments resulting from the elimination of the FDIC surcharge in the fourth quarter of 2018.higher customer trade volumes and market volatility, as well as expenses relating to pending acquisitions. These increases were partially offset by lower travel and entertainment expense.


Other expenses decreasedCapital expenditures were $250 million and $181 million in the first quarter of 2019 compared to the same period in 2018, primarily due to lower bad debt expense.

Capital expenditures were $181 million2020 and $135 million in the first quarters of 2019, and 2018, respectively. The increase in capital expenditures from the prior year was primarily due to higher capitalized software costs, partially offset by lower building expansion in 2020 relative to the expansionfirst quarter of our campuses in2019. Excluding any potential impact of the U.S. Wepending acquisition of TD Ameritrade, we anticipate capital expenditures for full-year 2019 will reach2020 to be approximately 7-9%5-6% of total net revenues.




THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)




Taxes on Income


Taxes on income were $300$252 million and $219$300 million for the first quarters of 20192020 and 2018,2019, respectively, resulting in effective income tax rates on income before taxes of 23.7%24.1% and 21.9%23.7%, respectively. The increase in the effective tax rate in the first quarter of 2020 compared to the same period in the prior year was primarily due to a decrease in equity compensation benefittax deduction benefits and an increase in the first quarter of 2019 compared to the same period in 2018, as well asnondeductible acquisition costs, partially offset by state-related tax benefits recognized during the first quarter of 2018.2020.


Segment Information


Financial information for our segments is presented in the following table:tables:
 Investor Services Advisor Services TotalInvestor Services Advisor Services Total
Three Months Ended March 31, Percent Change 2019 2018 Percent Change 2019 2018 Percent Change 2019 2018Percent Change 2020 2019 Percent Change 2020 2019 Percent Change 2020 2019
Net Revenues                                   
Net interest revenue 25% $1,195
 $957
 59% $486
 $306
 33% $1,681
 $1,263
(6)% $1,128
 $1,195
 (9)% $444
 $486
 (6)% $1,572
 $1,681
Asset management and administration fees (10)% 533
 593
 (14)% 222
 258
 (11)% 755
 851
13% 600
 533
 2% 227
 222
 10% 827
 755
Trading revenue(1) (13)% 111
 127
 
 74
 74
 (8)% 185
 201
(16)% 119
 141
 (9)% 69
 76
 (13)% 188
 217
Other(1) 13% 72
 64
 58% 30
 19
 23% 102
 83
(52)% 20
 42
 (64)% 10
 28
 (57)% 30
 70
Total net revenues 10% 1,911
 1,741
 24% 812
 657
 14% 2,723
 2,398
(2)% 1,867
 1,911
 (8)% 750
 812
 (4)% 2,617
 2,723
Expenses Excluding Interest 2% 1,062
 1,042
 12% 397
 354
 5% 1,459
 1,396
9% 1,154
 1,062
 5% 416
 397
 8% 1,570
 1,459
Income before taxes on income 21% $849
 $699
 37% $415
 $303
 26% $1,264
 $1,002
(16)% $713
 $849
 (20)% $334
 $415
 (17)% $1,047
 $1,264
                 
Net New Client Assets (in billions)21% $35.3
 $29.2
 68% $37.9
 $22.5
 42% $73.2
 $51.7

(1) In the first quarter of 2020, order flow revenue was reclassified from other revenue to trading revenue. Prior period amounts have been reclassified to reflect this change.

Investor Services


Total net revenues grewdecreased by 10%2% in the first quarter of 20192020 compared to the same period in 2018,2019, primarily due to an increasedecreases in net interest revenue, trading revenue and other revenue, partially offset by loweran increase in asset management and administration fees. Net interest revenue increaseddecreased primarily due to higher net interest margin and higherlower average investment yields, partially offset by growth in interest-earning assets. Trading revenue decreased primarily as a result of the Company’s 2019 pricing actions, partially offset by higher trading volume. The decrease in other revenue was primarily driven by a gain recognized in the first quarter of 2019 from the assignment of leased office space, as well as an increase in the allowance for credit losses on bank loans in the first quarter of 2020. Asset management and administration fees decreasedincreased primarily due to lowerincreased balances in purchased money market fund revenue as a result of transfers to bank sweep, as well as client asset allocation choices including reduced usage of Mutual Fund OneSource®.funds and advice solutions.


Expenses excluding interest increased by 2%9% in the first quarter of 20192020 compared to the same period in 2018,2019, primarily due to higher compensation and benefits, professional services, depreciation and amortization, and other expenses. Compensation and benefits increased in the first quarter or 2020 due to annual merit increases and increased headcount to support our expanding client base. This increasebase, as well as the Company’s payment of $1,000 to all non-officer employees in expense was partially offset by a decrease in FDIC insurance assessmentsMarch 2020 to help them cover costs incurred due to the elimination of the FDIC surchargeCOVID-19 pandemic. Professional services also increased, driven by expenses related to pending acquisitions and overall growth in the fourth quarter of 2018business. Depreciation and lower bad debt expense.
Advisor Services
Total net revenues grew by 24% in the first quarter of 2019 compared to the same period in 2018, primarilyamortization increased due to an increasehigher depreciation of buildings and equipment related to our campus expansion, as well as higher amortization of purchased and internally developed software associated with continued investments in net interest revenue,software and technology enhancements. Other expenses increased due to increased processing fees associated with higher customer trade volumes and expenses related to pending acquisitions, partially offset by lower asset managementtravel and administration fees. Net interest revenue increased primarily due to higher net interest margin and higher interest-earning assets. Asset management and administration fees decreased primarily due to lower money market fund revenue as a result of transfers to bank sweep, as well as client asset allocation choices including reduced usage of Mutual Fund OneSource®.entertainment expenses.

Expenses excluding interest increased by 12% in the first quarter of 2019 compared to the same period in 2018, primarily due to higher compensation and benefits due to increased headcount to support our expanding client base. This increase in expense was partially offset by lower bad debt expense and a decrease in FDIC insurance assessments due to the elimination of the FDIC surcharge in the fourth quarter of 2018.






THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)




Advisor Services

Total net revenues decreased by 8% in the first quarter of 2020 compared to the same period in 2019, primarily due to decreases in net interest revenue, trading revenue, and other revenue, partially offset by an increase in asset management and administration fees. Net interest revenue decreased primarily due to lower average investment yields, partially offset by growth in interest-earning assets. Trading revenue decreased primarily as a result of the Company’s 2019 pricing actions, partially offset by higher trading volume. The decrease in other revenue was primarily driven by a gain recognized in the first quarter of 2019 from the assignment of leased office space. Asset management and administration fees increased primarily due to increased balances in purchased money market funds.

Expenses excluding interest increased by 5% in the first quarter of 2020 compared to the same period in 2019, primarily due to higher compensation and benefits expense as well as higher depreciation and amortization expense. Compensation and benefits increased in the first quarter of 2020 due to annual merit increases and increased headcount to support our expanding client base, as well as the Company’s payment of $1,000 to all non-officer employees in March 2020 to help them cover costs incurred due to the COVID-19 pandemic. Depreciation and amortization expense increased primarily due to higher depreciation of buildings and equipment related to our campus expansion, as well as higher amortization of internally developed software associated with continued investments in software and technology enhancements.


RISK MANAGEMENT


Schwab’s business activities expose us to a variety of risks, including operational, credit, market, liquidity, and compliance risks. The Company has a comprehensive risk management program to identify and manage these risks and their associated potential for financial and reputational impact. For a discussion of our risk management programs, see Item 7 – Risk Management in the 20182019 Form 10-K.


Net Interest Revenue Simulation


Schwab’s investment strategy is structured to produce an increase in net interest revenue when interest rates rise and, conversely, a decrease in net interest revenue when interest rates fall. For our net interest revenue sensitivity analysis, we use net interest revenue simulation modeling techniques to evaluate and manage the effect of changing interest rates. The simulation includessimulations include all interest-sensitiveinterest rate-sensitive assets and liabilities. Key variables inassumptions include the simulation include theprojection of interest rate scenarios with rate floors, prepayment speeds of mortgage-related investments, repricing of financial instruments, prepayment,and reinvestment of matured or paid-down securities and product pricing assumptions. The simulations involve assumptions thatloans.

Net interest revenue is affected by various factors, such as the distribution and composition of interest-earning assets and interest-bearing liabilities, the spread between yields earned on interest-earning assets and rates paid on interest-bearing liabilities, which may reprice at different times or by different amounts, and the spread between short and long-term interest rates. Interest-earning assets primarily include investment securities, margin loans and bank loans. These assets are inherently uncertain and, as a result, cannot precisely estimate the impact ofsensitive to changes in interest rates and changes in prepayment levels that tend to increase in a declining rate environment and decrease in a rising rate environment. Because we establish the rates paid on certain brokerage client cash balances and bank deposits and the rates charged on certain margin and bank loans, and control the composition of our investment securities, we have some ability to manage our net interest revenue. Actual results may differ from simulated results due to balance growth or declinespread, depending on competitive factors and the timing, magnitude, and frequency ofmarket conditions.

Net interest rate changes, as well as changes in market conditions and management strategies, including changes in asset and liability mix.

The simulations in the following table assumerevenue sensitivity analysis assumes that the asset and liability structure of the consolidated balance sheetssheet would not be changed as a result of the simulated changes in interest rates. As we actively manage the consolidated balance sheetssheet and interest rate exposure, in all likelihood we would take steps to manage additional interest rate exposure that could result from changes in the interest rate environment. The following table shows the simulated net interest revenue change over the next 12 months beginning March 31, 20192020 and December 31, 20182019 of a gradual 100 basis point increase or decrease in market interest rates relative to prevailing market rates at the end of each reporting period:

 March 31, 2019 December 31, 2018March 31, 2020 December 31, 2019
Increase of 100 basis points 5.1% 4.4%15.8% 4.8%
Decrease of 100 basis points (5.4)% (4.9)%(7.8)% (7.4)%

The change in net interest revenue sensitivities as of March 31, 2020 reflects a significantly lower interest rate curve from the fourth quarter of 2019 due to the global economic impact from the COVID-19 pandemic. Higher short-term interest rates would

THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)


positively impact net interest revenue as yields on interest earning assets are expected to rise faster than the cost of funding sources. A decline in interest rates could negatively impact the yield on the Company’s investment and loan portfolio to a greater degree than any offsetting reduction in interest expense from funding sources, compressing net interest margin.

In addition to measuring the effect of a gradual 100 basis point parallel increase or decrease in current interest rates, we regularly simulate the effects of larger parallel- and non-parallel shifts in interest rates on net interest revenue.

Economic Value of Equity Simulation

Management also uses economic value of equity (EVE) simulations to measure interest rate risk. EVE sensitivity measures the long-term impact of interest rate changes on the net present value of assets and liabilities. EVE is calculated by subjecting the balance sheet to hypothetical instantaneous shifts in the level of interest rates. This analysis is highly dependent upon asset and liability assumptions based on historical behaviors as well as our expectations of the economic environment. Key assumptions in our EVE calculation include projection of interest rate scenarios with rate floors, prepayment speeds of mortgage-related investments, term structure models of interest rates, non-maturity deposit behavior, and pricing assumptions.

As a result of the low interest rate environment in the first quarter of 2020, the downward assessments of our net interest revenue and EVE simulations as of March 31, 2020 reflected the assumption of non-negative investment yields.

Expected Phase-out of LIBOR

The Company has established a firm-wide team to address the likely discontinuation of LIBOR. As part of our efforts, we have inventoried our LIBOR exposures, the largest of which are certain investment securities and loans. In purchasing new investment securities, we ensure that appropriate fall-back language is in the security’s prospectus in the event that LIBOR is unavailable or deemed unreliable. We are updating loan agreements to ensure new LIBOR-based loans adequately provide for an alternative to LIBOR. Furthermore, we plan to phase-out the use of LIBOR as a reference rate in our new lending products before December 2021. Consistent with our “Through Clients’ Eyes” strategy, our focus throughout the LIBOR transition process is to ensure clients are treated fairly and consistently as this major change is occurring in the financial markets. The market transition process has not yet progressed to a point at which the impact to the Company’s consolidated financial statements of LIBOR’s discontinuation can be estimated.

Liquidity Risk


Funding Sources

Schwab’s primary source of funds is cash generated by client activity which includes bank deposits and cash balances in client brokerage accounts. These funds are used to purchase investment securities and extend loans to clients.


Other sources of funds may include cash flows from operations, maturities and sales of investment securities, repayments on loans, securities lending of assets held in client brokerage accounts, repurchase agreements, and cash provided by external financing.
 
To meet daily funding needs, we maintain liquidity in the form of overnight cash deposits and short-term investments. For unanticipated liquidity needs, we also maintain a buffer of highly liquid investments, including U.S. Treasury notes, is also maintained.securities.





THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)




In addition to internal sources of liquidity, Schwab has access to external funding. The following table describes external debt facilities available at March 31, 2019:2020:
DescriptionBorrower Outstanding AvailableBorrower Outstanding Available
Federal Home Loan Bank secured credit facility (1)
Banking subsidiaries $
 $36,122
Banking subsidiaries $
 $43,602
Federal Reserve discount window (2)
Banking subsidiaries 
 8,169
Uncommitted, unsecured lines of credit with various external banksCSC, CS&Co 
 1,432
CSC, CS&Co 
 1,642
Unsecured commercial paper (2)
CSC 
 750
Unsecured commercial paper (3)
CSC 
 750
Committed, unsecured credit facility with various external banksCSC 
 750
CSC 
 750
Federal Reserve Bank discount window (3)
Banking subsidiaries 
 8,446
(1) Amounts available are dependent on the amount of First Mortgages, HELOCs,first lien residential real estate mortgage loans (First Mortgages), home equity lines of credit (HELOCs), and the fair value of certain investment securities that are pledged as collateral.
(2)Amounts available are dependent on the fair value of certain investment securities that are pledged as collateral.
(3) CSC has authorization from its Board of Directors to issue Commercial Paper Notes to not exceed $1.5 billion. Management has set a current limit not to exceed the amount of the committed, unsecured credit facility.
(3) Amounts available are dependent on the fair value of certain investment securities that are pledged as collateral.


CSC’s ratings for Commercial Paper Notes are P1 by Moody’s Investor Service (Moody’s), A1 by Standard & Poor’s Rating Group (Standard & Poor’s), and F1 by Fitch Ratings, Ltd (Fitch). at March 31, 2020 and December 31, 2019.
The Company wasCSC also has a universal automatic shelf registration statement on file with the SEC, which enables it to issue debt, equity, and other securities.

Liquidity Coverage Ratio

Pursuant to the 2019 interagency regulatory capital and liquidity rules, beginning in the first quarter of 2020, Schwab became subject to anda reduced LCR rule requiring the Company to hold high quality liquid assets (HQLA) in an amount equal to at least 85% of the Company’s projected net cash outflows over a prospective 30-calendar-day period of acute liquidity stress, calculated on each business day. See Part I – Item 1 – Regulation in the 2019 Form 10-K for additional information. The Company was in compliance with the modified liquidity coverage ratio (LCR)reduced LCR rule at March 31, 2019.2020. The table below presents information about our average daily LCR:
Average for the
Three Months Ended
March 31, 2019
Average for the
Three Months Ended
March 31, 2020
Total eligible high quality liquid assets$38,797
$49,234
Net cash outflows (1)
$34,992
$43,212
LCR111%114%
(1) This amount represents modified net cash outflows as defined by the LCR rule, which requires that high quality liquid assets (HQLA) cover 70% of total stressed net cash outflows.

As Schwab’s consolidated balance sheet assets were above $250 billion at December 31, 2018, Schwab became subject to the full LCR rule on April 1, 2019.
Borrowings

The following are details of the Senior Notes:
March 31, 2020Par
Outstanding
 MaturityWeighted Average
Interest Rate
Moody’sStandard
& Poor’s
Fitch
Senior Notes$8,581
 2020 - 20303.46%A2AA

New Debt Issuances

The new debt issuances in 2020 were senior unsecured obligations with interest payable semi-annually. Additional details are as follows:
March 31, 2019Par
Outstanding
 MaturityWeighted Average
Interest Rate
Moody’sStandard
& Poor’s
Fitch
Senior Notes$6,881
 2020 - 20293.42%A2AA
Issuance DateIssuance AmountMaturity DateInterest Rate
3/24/2020$600
3/24/20254.200%
3/24/2020$500
3/22/20304.625%




THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)


Acquisition of USAA-IMCO

We expect to utilize cash generated from operations to fund the $1.8 billion purchase of assets from USAA-IMCO. The transaction is expected to close in mid-2020, subject to satisfaction of closing conditions, including regulatory approvals and the implementation of conversion plans.


CAPITAL MANAGEMENT


Schwab seeks to manage capital to a level and composition sufficient to support execution of our business strategy, including anticipated balance sheet growth, providing financial support to our subsidiaries, and sustained access to the capital markets, while at the same time meeting our regulatory capital requirements and serving as a source of financial strength to our banking subsidiaries. Schwab’s primary sources of capital are funds generated by the operations of subsidiaries and securities issuances by CSC in the capital markets. To ensure that Schwab has sufficient capital to absorb unanticipated losses or declines in asset values, we have adopted a policy to remain well capitalized even in stressed scenarios. In addition, our near-term capital management incorporates preparations for closing the USAA-IMCO transaction, including the allocation of capital to support client cash that will be added to our balance sheet.


As a result of the significant inflow of client cash in the first quarter of 2020, our consolidated Tier 1 Leverage Ratio declined from 7.3% at year-end 2019 to 6.9% at March 31, 2020. While we continue to maintain our long-term operating objective of 6.75%-7.00%, our Tier 1 Leverage Ratio is likely to decline further into the buffer we maintain between our long-term operating objective and our regulatory requirement. Moreover, our Tier 1 Leverage Ratio may remain below the level seen at March 31, 2020 in coming quarters before returning to our operating objective over time. We expect to continue managing our capital position in accordance with our policy and strategy described above and in further detail in the 2019 Form 10-K.

Regulatory Capital Requirements

CSC and CSB are subject to various capital requirements set by regulatory agencies as discussed in further detail in the 2019 Form 10-K and in Item 1 – Note 14. As of March 31, 2020, CSC and CSB are considered well capitalized.




THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)



Regulatory Capital Requirements

CSC and CSB are subject to various capital requirements set by regulatory agencies as discussed in further detail in the 2018 Form 10-K and in Item 1 – Note 15. As of March 31, 2019, CSC and CSB are considered well capitalized.


The following table details CSC’s consolidated and CSB’s capital ratios as of March 31, 20192020 and December 31, 2018:2019:
March 31, 2019 (1)
December 31, 2018
March 31, 2020 (1)
December 31, 2019 (1)
CSC CSB CSC CSBCSC CSB CSC CSB
Total stockholders’ equity$21,625
 $15,744
 $20,670
 $15,615
$26,270
 $18,862
 $21,745
 $14,832
Less:              
Preferred stock2,793
 
 2,793
 
2,793
 
 2,793
 
Common Equity Tier 1 Capital before regulatory adjustments$18,832
 $15,744
 $17,877
 $15,615
$23,477
 $18,862
 $18,952
 $14,832
Less:              
Goodwill, net of associated deferred tax liabilities$1,188
 $13
 $1,188
 $13
$1,184
 $13
 $1,184
 $13
Other intangible assets, net of associated deferred tax liabilities118
 
 125
 
97
 
 104
 
Deferred tax assets, net of valuation allowances and deferred tax liabilities3
 1
 3
 1
4
 
 4
 
AOCI adjustment (1)

 
 (252) (231)
Accumulated other comprehensive income (AOCI) adjustment (1)
3,995
 3,436
 
 
Common Equity Tier 1 Capital$17,523
 $15,730
 $16,813
 $15,832
$18,197
 $15,413
 $17,660
 $14,819
Tier 1 Capital$20,316
 $15,730
 $19,606
 $15,832
$20,990
 $15,413
 $20,453
 $14,819
Total Capital20,338
 15,751
 19,628
 15,853
21,023
 15,445
 20,472
 14,837
Risk-Weighted Assets88,362
 76,114
 95,441
 80,513
99,039
 78,082
 90,512
 71,521
Total Leverage Exposure (1)
287,713
 229,292
 N/A
 N/A
310,299
 228,916
 286,813
 216,582
Common Equity Tier 1 Capital/Risk-Weighted Assets19.8% 20.7% 17.6% 19.7%18.4% 19.7% 19.5% 20.7%
Tier 1 Capital/Risk-Weighted Assets23.0% 20.7% 20.5% 19.7%21.2% 19.7% 22.6% 20.7%
Total Capital/Risk-Weighted Assets23.0% 20.7% 20.6% 19.7%21.2% 19.8% 22.6% 20.7%
Tier 1 Leverage Ratio7.2% 7.0% 7.1% 7.2%6.9% 6.9% 7.3% 7.1%
Supplementary Leverage Ratio (1)
7.1% 6.9% N/A
 N/A
6.8% 6.7% 7.1% 6.8%
(1) BeginningIn the interagency regulatory capital and liquidity rules adopted in October 2019, Category III banking organizations such as CSC were given the ability to opt-out of the inclusion of AOCI in regulatory capital, and CSC made this opt-out election as of January 1, 2020. Therefore, AOCI is excluded from the amounts and ratios presented as of March 31, 2020. In 2019, CSC and CSB are subject to the “advanced approaches” framework under the Basel III capital rule. As a result, we are nowwere required to include all components of accumulated other comprehensive income (AOCI)AOCI in regulatory capital and report our supplementary leverage ratio, which is calculated as Tier 1 capital divided by total leverage exposure. Total leverage exposure includes all on-balance sheet assets and certain off-balance sheet exposures, including unused commitments. Prior to 2019, CSC and CSB elected to opt-out of the requirement to include most components of AOCI in Common Equity Tier 1 Capital;capital; the amounts and ratios for December 31, 20182019 are presented on this basis.
N/A Not applicable.


CSB is also subject to regulatory requirements that restrict and govern the terms of affiliate transactions. In addition, CSB is required to provide notice to, and may be required to obtain approval from, the Office of the Comptroller of the Currency and the Federal Reserve to declare dividends to CSC.


Schwab’s primaryAs a broker-dealer, subsidiary, CS&Co is subject to regulatory requirements of the Uniform Net Capital Rule. At March 31, 2019,2020, CS&Co was in compliance with its net capital requirements.


In addition to the capital requirements above, Schwab’s subsidiaries are subject to other regulatory requirements intended to ensure financial soundness and liquidity. See Item 1 – Note 1514 for additional information on the components of stockholders’ equity and information on the capital requirements of significant subsidiaries.





THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)




Dividends


On January 30, 2019,2020, the Board of Directors of the Company declared a fourone cent, or 31%6%, increase in the quarterly cash dividend to $.17$0.18 per common share.


Cash dividends paid and per share amounts for the first three months of 20192020 and 20182019 are as follows:
 2019 2018 2020 2019
Three Months Ended March 31, Cash Paid Per Share
Amount
 Cash Paid Per Share
Amount
 Cash Paid Per Share
Amount
 Cash Paid Per Share
Amount
Common Stock $228
 $.17
 $136
 $.10
 $233
 $0.18
 $228
 $0.17
Series A Preferred Stock (1)
 14
 35.00
 14
 35.00
 14
 35.00
 14
 35.00
Series C Preferred Stock (2)
 9
 15.00
 9
 15.00
 9
 15.00
 9
 15.00
Series D Preferred Stock (2)
 11
 14.88
 11
 14.88
 11
 14.88
 11
 14.88
Series E Preferred Stock (3)
 14
 2,312.50
 14
 2,312.50
 14
 2,312.50
 14
 2,312.50
Series F Preferred Stock (4)
 
 
 N/A
 N/A
 
 
 
 
(1) Dividends paid semi-annually until February 1, 2022 and quarterly thereafter.
(2) Dividends paid quarterly.
(3) Dividends paid semi-annually until March 1, 2022 and quarterly thereafter.
(4) Dividends paid semi-annually beginning on June 1, 2018 until December 1, 2027, and quarterly thereafter.
N/A Not applicable.


Share Repurchases

On January 30, 2019, CSC publicly announced that its Board of Directors authorized the repurchase of up to $4.0 billion of common stock. The authorization does not have an expiration date. There were no repurchases of CSC’s common stock under this authorization during the first quarter of 2020, leaving $1.8 billion remaining on our existing authorization as of March 31, 2020.

OTHER


Foreign HoldingsExposure
At March 31, 2019,2020, Schwab had exposure to non-sovereign financial and non-financial institutions in foreign countries, as well as agencies of foreign governments. At March 31, 2019,2020, the fair value of these holdings totaled $7.0$8.5 billion, with the top three exposures being to issuers and counterparties domiciled in France at $2.0$5.6 billion, the Netherlands at $834 million, and Sweden at $1.0 billion, and Canada at $0.8 billion.
$675 million. In addition, to the direct holdings in foreign companies and securities issued by foreign government agencies, Schwab has indirect exposure to foreign countries through its investments in CSIM money market funds (collectively, the Funds) resulting from brokerage clearing activities. Certain of the Funds’ positions include certificates of deposit, time deposits, commercial paper, and corporate debt securities issued by counterparties in foreign countries. Schwab had outstanding margin loans to foreign residents of $631$909 million at March 31, 2019.2020.


Off-Balance Sheet Arrangements
Schwab enters into various off-balance sheet arrangements in the ordinary course of business, primarily to meet the needs of our clients. These arrangements include firm commitments to extend credit. Additionally, Schwab enters into guarantees and other similar arrangements in the ordinary course of business. For information on each of these arrangements, see Item 1 – Note 5, Note 6, Note 8, Note 10,9, and Note 11,10, and Item 8 – Note 14 in the 20182019 Form 10-K.




CRITICAL ACCOUNTING ESTIMATES


Certain of our accounting policies that involve a higher degree of judgment and complexity are discussed in Part II – Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Estimates in the 20182019 Form 10-K. There have been no changes to critical accounting estimates during the first three months of 2019.2020.








THE CHARLES SCHWAB CORPORATION






Item 3. Quantitative and Qualitative Disclosures About Market Risk


For discussion of the quantitative and qualitative disclosures about market risk, see Risk Management in Item 2.




Part I - FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements


THE CHARLES SCHWAB CORPORATION
Condensed Consolidated Statements of Income
(In Millions, Except Per Share Amounts)
(Unaudited)


 Three Months Ended March 31,
 2020 2019
Net Revenues   
Interest revenue$1,708
 $1,998
Interest expense(136) (317)
Net interest revenue1,572
 1,681
Asset management and administration fees827
 755
Trading revenue (1)
188
 217
Other (1)
30
 70
Total net revenues2,617
 2,723
Expenses Excluding Interest   
Compensation and benefits897
 850
Professional services182
 170
Occupancy and equipment142
 131
Advertising and market development67
 69
Communications75
 62
Depreciation and amortization96
 83
Regulatory fees and assessments34
 32
Other77
 62
Total expenses excluding interest1,570
 1,459
Income before taxes on income1,047
 1,264
Taxes on income252
 300
Net Income795
 964
Preferred stock dividends and other (2)
38
 39
Net Income Available to Common Stockholders$757
 $925
Weighted-Average Common Shares Outstanding:   
Basic1,287
 1,333
Diluted (3)
1,294
 1,344
Earnings Per Common Shares Outstanding:   
Basic$.59
 $.69
Diluted (3)
$.58
 $.69

  Three Months Ended March 31,
  2019 2018
Net Revenues     
Interest revenue  $1,998
 $1,421
Interest expense  (317) (158)
Net interest revenue  1,681
 1,263
Asset management and administration fees  755
 851
Trading revenue  185
 201
Other  102
 83
Total net revenues  2,723
 2,398
Expenses Excluding Interest     
Compensation and benefits  850
 770
Professional services  170
 156
Occupancy and equipment  131
 122
Advertising and market development  69
 73
Communications  62
 62
Depreciation and amortization  83
 73
Regulatory fees and assessments 32
 51
Other  62
 89
Total expenses excluding interest  1,459
 1,396
Income before taxes on income  1,264
 1,002
Taxes on income  300
 219
Net Income  964
 783
Preferred stock dividends and other (1)
  39
 37
Net Income Available to Common Stockholders  $925
 $746
Weighted-Average Common Shares Outstanding:    
Basic  1,333
 1,347
Diluted (2)
 1,344
 1,362
Earnings Per Common Shares Outstanding:    
Basic  $.69
 $.55
Diluted (2)
  $.69
 $.55
(1) In the first quarter of 2020, order flow revenue was reclassified from other revenue to trading revenue. Prior period amounts have been reclassified to reflect this change.
(2) Includes preferred stock dividends and undistributed earnings and dividends allocated to non-vested restricted stock units.
(2) (3)Antidilutive stock options and restricted stock units excluded from the calculation of diluted EPS totaled 1619 million and 1116 million shares for the first quarters of 2020 and 2019, and 2018, respectively.


See Notes to Condensed Consolidated Financial Statements.






THE CHARLES SCHWAB CORPORATION
Condensed Consolidated Statements of Comprehensive Income
(In Millions)
(Unaudited)




 Three Months Ended March 31,Three Months Ended
March 31,
 2019 20182020 2019
Net income $964
 $783
$795
 $964
Other comprehensive income (loss), before tax:  
  
 
  
Change in net unrealized gain (loss) on available for sale securities:  
  
 
  
Net unrealized gain (loss) 227
 (108)5,151
 227
Other reclassifications included in other revenue (1) 

 (1)
Amortization of amounts previously recorded upon transfer to held to maturity from available for sale 12
 9

 12
Other comprehensive income (loss), before tax 238
 (99)5,151
 238
Income tax effect (57) 24
(1,244) (57)
Other comprehensive income (loss), net of tax 181
 (75)3,907
 181
Comprehensive Income $1,145
 $708
$4,702
 $1,145


See Notes to Condensed Consolidated Financial Statements.






THE CHARLES SCHWAB CORPORATION
Condensed Consolidated Balance Sheets
(In Millions, Except Per Share and Share Amounts)
(Unaudited)




March 31, 2019 December 31, 2018March 31, 2020 December 31, 2019
Assets      
Cash and cash equivalents$32,558
 $27,938
$68,458
 $29,345
Cash and investments segregated and on deposit for regulatory purposes (including resale
agreements of $6,861 at March 31, 2019 and $7,195 at December 31, 2018)
13,924
 13,563
Receivables from brokers, dealers, and clearing organizations616
 553
Cash and investments segregated and on deposit for regulatory purposes (including resale
agreements of $17,044 at March 31, 2020 and $9,028 at December 31, 2019)
34,309
 20,483
Receivables from brokerage clients — net20,529
 21,651
19,001
 21,767
Other securities owned — at fair value521
 539
Available for sale securities60,005
 66,578
Available for sale securities (amortized cost of $215,873 and $61,155 at March 31, 2020
and December 31, 2019, respectively)
221,232
 61,422
Held to maturity securities132,420
 144,009

 134,706
Bank loans — net16,510
 16,609
19,521
 18,212
Equipment, office facilities, and property — net1,813
 1,769
2,291
 2,128
Goodwill1,227
 1,227
1,227
 1,227
Other assets2,692
 2,046
4,740
 4,715
Total assets$282,815
 $296,482
$370,779
 $294,005
Liabilities and Stockholders’ Equity   
   
Bank deposits$219,454
 $231,423
$277,477
 $220,094
Payables to brokers, dealers, and clearing organizations1,602
 1,831
Payables to brokerage clients29,701
 32,726
49,251
 39,220
Accrued expenses and other liabilities3,604
 2,954
9,259
 5,516
Long-term debt6,829
 6,878
8,522
 7,430
Total liabilities261,190
 275,812
344,509
 272,260
Stockholders’ equity:   
   
Preferred stock — $.01 par value per share; aggregate liquidation preference of $2,8502,793
 2,793
2,793
 2,793
Common stock — 3 billion shares authorized; $.01 par value per share; 1,487,543,446
shares issued
15
 15
15
 15
Additional paid-in capital4,548
 4,499
4,714
 4,656
Retained earnings18,017
 17,329
20,487
 19,960
Treasury stock, at cost — 153,141,949 shares at March 31, 2019 and 155,116,695
shares at December 31, 2018
(3,677) (3,714)
Treasury stock, at cost — 200,222,755 shares at March 31, 2020 and 201,818,100
shares at December 31, 2019
(5,734) (5,767)
Accumulated other comprehensive income (loss)(71) (252)3,995
 88
Total stockholders’ equity21,625
 20,670
26,270
 21,745
Total liabilities and stockholders’ equity$282,815
 $296,482
$370,779
 $294,005


See Notes to Condensed Consolidated Financial Statements.






THE CHARLES SCHWAB CORPORATION
Condensed Consolidated Statements of Stockholders Equity
(In Millions)
(Unaudited)




              Accumulated Other Comprehensive Income (Loss)  
  Preferred Stock Common stock Additional Paid-in Capital Retained Earnings Treasury Stock,
at cost
  Total
   Shares Amount     
Balance at December 31, 2017 $2,793
 1,488
 $15
 $4,353
 $14,408
 $(2,892) $(152) $18,525
Adoption of accounting standards 
 
 
 
 200
 
 (33) 167
Net income 
 
 
 
 783
 
 
 783
Other comprehensive income (loss), net of tax 
 
 
 
 
 
 (75) (75)
Dividends declared on preferred stock 
 
 
 
 (34) 
 
 (34)
Dividends declared on common stock — $.10 per
  share
 
 
 
 
 (135) 
 
 (135)
Stock option exercises and other 
 
 
 (12) 
 61
 
 49
Share-based compensation 
 
 
 47
 
 
 
 47
Other 
 
 
 9
 
 (6) 
 3
Balance at March 31, 2018 $2,793
 1,488
 $15
 $4,397
 $15,222
 $(2,837) $(260) $19,330
                 
Balance at December 31, 2018 $2,793
 1,488
 $15
 $4,499
 $17,329
 $(3,714) $(252) $20,670
Net income 
 
 
 
 964
 
 
 964
Other comprehensive income (loss), net of tax 
 
 
 
 
 
 181
 181
Dividends declared on preferred stock 
 
 
 
 (34) 
 
 (34)
Dividends declared on common stock — $.17 per
  share
 
 
 
 
 (228) 
 
 (228)
Stock option exercises and other 
 
 
 (14) 
 40
 
 26
Share-based compensation 
 
 
 53
 
 
 
 53
Other 
 
 
 10
 (14) (3) 
 (7)
Balance at March 31, 2019 $2,793
 1,488
 $15
 $4,548
 $18,017
 $(3,677) $(71) $21,625

             Accumulated Other Comprehensive Income (Loss)  
 Preferred Stock Common stock Additional Paid-in Capital Retained Earnings Treasury Stock,
at cost
  Total
  Shares Amount     
Balance at December 31, 2018$2,793
 1,488
 $15
 $4,499
 $17,329
 $(3,714) $(252) $20,670
Net income
 
 
 
 964
 
 
 964
Other comprehensive income (loss), net of tax
 
 
 
 
 
 181
 181
Dividends declared on preferred stock
 
 
 
 (34) 
 
 (34)
Dividends declared on common stock — $.17 per share
 
 
 
 (228) 
 
 (228)
Stock option exercises and other
 
 
 (14) 
 40
 
 26
Share-based compensation
 
 
 53
 
 
 
 53
Other
 
 
 10
 (14) (3) 
 (7)
Balance at March 31, 2019$2,793
 1,488
 $15
 $4,548
 $18,017
 $(3,677) $(71) $21,625
                
Balance at December 31, 2019$2,793
 1,488
 $15
 $4,656
 $19,960
 $(5,767) $88
 $21,745
Net income
 
 
 
 795
 
 
 795
Other comprehensive income (loss), net of tax
 
 
 
 
 
 3,907
 3,907
Dividends declared on preferred stock
 
 
 
 (34) 
 
 (34)
Dividends declared on common stock — $.18 per share
 
 
 
 (233) 
 
 (233)
Stock option exercises and other
 
 
 (8) 
 31
 
 23
Share-based compensation
 
 
 56
 
 
 
 56
Other
 
 
 10
 (1) 2
 
 11
Balance at March 31, 2020$2,793
 1,488
 $15
 $4,714
 $20,487
 $(5,734) $3,995
 $26,270

See Notes to Condensed Consolidated Financial Statements.





THE CHARLES SCHWAB CORPORATION
Condensed Consolidated Statements of Cash Flows
(in Millions)
(Unaudited)




 Three Months Ended
March 31,
 2020 2019
Cash Flows from Operating Activities 
  
Net income$795
 $964
Adjustments to reconcile net income to net cash provided by (used for) operating activities: 
  
Share-based compensation56
 56
Depreciation and amortization96
 83
Premium amortization, net, on available for sale and held to maturity securities190
 68
Other83
 33
Net change in: 
  
Investments segregated and on deposit for regulatory purposes(3,810) (1,520)
Receivables from brokerage clients2,763
 1,121
Other assets187
 (58)
Payables to brokerage clients10,031
 (3,025)
Accrued expenses and other liabilities(273) (317)
Net cash provided by (used for) operating activities10,118
 (2,595)
Cash Flows from Investing Activities   
Purchases of available for sale securities(27,769) (1,132)
Proceeds from sales of available for sale securities69
 10,652
Principal payments on available for sale securities10,191
 6,039
Purchases of held to maturity securities
 (1,235)
Principal payments on held to maturity securities
 3,996
Net change in bank loans(1,327) 81
Purchases of equipment, office facilities, and property(156) (139)
Purchases of Federal Home Loan Bank stock
 (2)
Purchases of Federal Reserve stock(182) 
Other investing activities(22) 25
Net cash provided by (used for) investing activities(19,196) 18,285
Cash Flows from Financing Activities   
Net change in bank deposits57,383
 (11,969)
Issuance of long-term debt1,089
 
Dividends paid(281) (276)
Proceeds from stock options exercised23
 26
Other financing activities(6) (10)
Net cash provided by (used for) financing activities58,208
 (12,229)
Increase (Decrease) in Cash and Cash Equivalents, including Amounts Restricted49,130
 3,461
Cash and Cash Equivalents, including Amounts Restricted at Beginning of Period45,577
 38,227
Cash and Cash Equivalents, including Amounts Restricted at End of Period$94,707
 $41,688

  Three Months Ended
March 31,
  2019 2018
Cash Flows from Operating Activities  
  
Net income $964
 $783
Adjustments to reconcile net income to net cash provided by (used for) operating activities:  
  
Share-based compensation 56
 50
Depreciation and amortization 83
 73
Premium amortization, net, on available for sale and held to maturity securities 68
 96
Other 33
 36
Net change in:  
  
Investments segregated and on deposit for regulatory purposes (1,520) 853
Receivables from brokers, dealers, and clearing organizations (61) (245)
Receivables from brokerage clients 1,121
 (595)
Other securities owned 18
 39
Other assets (15) (16)
Payables to brokers, dealers, and clearing organizations (229) (325)
Payables to brokerage clients (3,025) (155)
Accrued expenses and other liabilities (88) (346)
Net cash provided by (used for) operating activities (2,595) 248
Cash Flows from Investing Activities    
Purchases of available for sale securities (1,132) (4,631)
Proceeds from sales of available for sale securities 10,652
 
Principal payments on available for sale securities 6,039
 2,695
Purchases of held to maturity securities (1,235) (8,235)
Principal payments on held to maturity securities 3,996
 3,548
Net increase in bank loans 81
 74
Purchases of equipment, office facilities, and property (139) (122)
Purchases of Federal Home Loan Bank stock (2) 
Proceeds from sales of Federal Home Loan Bank stock 
 172
Other investing activities 25
 (40)
Net cash provided by (used for) investing activities 18,285
 (6,539)
Cash Flows from Financing Activities    
Net change in bank deposits (1)
 (11,969) 20,528
Net change in short-term borrowings 
 (15,000)
Repayment of long-term debt 
 (627)
Dividends paid (276) (184)
Proceeds from stock options exercised 26
 49
Other financing activities (10) (10)
Net cash provided by (used for) financing activities (12,229) 4,756
Increase (Decrease) in Cash and Cash Equivalents, including Amounts Restricted 3,461
 (1,535)
Cash and Cash Equivalents, including Amounts Restricted at Beginning of Year 38,227
 19,160
Cash and Cash Equivalents, including Amounts Restricted at End of Period $41,688
 $17,625



Continued on following pagepage.








THE CHARLES SCHWAB CORPORATION
Condensed Consolidated Statements of Cash Flows
(in Millions)
(Unaudited)




Continued from previous pagepage.
 Three Months Ended
March 31,
Three Months Ended
March 31,
 2019 20182020 2019
Supplemental Cash Flow Information       
Non-cash investing activity:       
Securities transferred from held to maturity to available for sale, at fair value$136,099
 $8,771
Securities purchased during the period but settled after period end $
 $160
$2,634
 $
Additions of equipment, office facilities, and property$94
 $42
Non-cash financing activity:       
Extinguishment of finance lease obligation through an assignment agreement $52
 $
$
 $52
Other Supplemental Cash Flow Information       
Cash paid during the period for:       
Interest $336
 $169
$169
 $336
Income taxes $23
 $3
$20
 $23
Amounts included in the measurement of lease liabilities (2)
 $32
 N/A
Leased assets obtained in exchange for new operating lease liabilities (2)
 $28
 N/A
Amounts included in the measurement of lease liabilities$37
 $32
Leased assets obtained in exchange for new operating lease liabilities$64
 $28
       
 March 31, 2019 March 31, 2018March 31, 2020 March 31, 2019
Reconciliation of cash, cash equivalents and amounts reported within the balance sheet (3)
    
Reconciliation of cash, cash equivalents and amounts reported within the balance sheet (1)
   
Cash and cash equivalents $32,558
 $14,145
$68,458
 $32,558
Restricted cash and cash equivalents amounts included in cash and investments segregated
and on deposit for regulatory purposes
 9,130
 3,480
26,249
 9,130
Total cash and cash equivalents, including amounts restricted shown in the
statement of cash flows
 $41,688
 $17,625
$94,707
 $41,688
(1) Includes transfers from other sweep features to bank sweep of $10.2 billion and $24.9 billion for the three months ended March 31, 2019 and 2018, respectively.
(2) These amounts are presented beginning in 2019 as part of the adoption of ASU 2016-02. See Notes 2 and 9 for additional information related to this adoption.
(3) For more information on the nature of restrictions on restricted cash and cash equivalents, see Note 15.14.
N/A Not applicable


See Notes to Condensed Consolidated Financial Statements.




THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)




1.    Introduction and Basis of Presentation
The Charles Schwab Corporation (CSC) is a savings and loan holding company and engages, through its subsidiaries, in wealth management, securities brokerage, banking, asset management, custody, and financial advisory services.


SignificantPrincipal business subsidiaries of CSC include the following:

Charles Schwab & Co., Inc. (CS&Co), a securities broker-dealer;
Charles Schwab Bank (CSB), a federal savings bank; and

Charles Schwab & Co., Inc. (CS&Co), a securities broker-dealer;
Charles Schwab Bank, SSB (CSB), our principal banking entity; and
Charles Schwab Investment Management, Inc. (CSIM), the investment advisor for Schwab’s proprietary mutual funds (Schwab Funds®) and for Schwab’s exchange-traded funds (Schwab ETFs™).


Unless otherwise indicated, the terms “Schwab,” “the Company,” “we,” “us,” or “our” mean CSC together with its consolidated subsidiaries.


These unaudited condensed consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the U.S. (GAAP), which require management to make certain estimates and assumptions that affect the reported amounts in the accompanying financial statements and in the related disclosures. These estimates are based on information available as of the date of the condensed consolidated financial statements. While management makes its best judgment, actual amounts or results could differ from these estimates. In the opinion of management, all normal, recurring adjustments have been included for a fair statement of this interim financial information.
These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto, included in Schwab’s 20182019 Form 10-K.
Reclassifications: Certain prior period amounts have been reclassified to conform to the current period presentation. Beginning in the first quarter of 2020, order flow revenue was reclassified from other revenue to trading revenue in the condensed consolidated statements of income. Prior period amounts have been reclassified to reflect this change.
The significant accounting policies are included in Note 2 in the 20182019 Form 10-K. There have been no significant changes to these accounting policies during the first three months of 2019,2020, except as described in Note 2 below.




2.    Summary of Significant Accounting Policies

Cash and investments segregated and on deposit for regulatory purposes

Pursuant to Rule 15c3-3 of the Securities Exchange Act of 1934 and other applicable regulations, Schwab maintains cash or qualified securities in segregated reserve accounts for the exclusive benefit of clients. Cash and investments segregated and on deposit for regulatory purposes include resale agreements, which are collateralized by U.S. Government and agency securities. Resale agreements are accounted for as collateralized financing transactions that are recorded at their contractual amounts plus accrued interest. The Company obtains collateral with a market value equal to or in excess of the principal amountloaned and accrued interest under resale agreements. Collateral is valued daily by the Company, with additional collateral obtained to ensure full collateralization. Cash and investments segregated also include certificates of deposit and U.S. Government securities. Certificates of deposit and U.S. Government securities are recorded at fair value.

Schwab applies the practical expedient based on collateral maintenance provisions under Accounting Standards Codification (ASC) 326, Financial Instruments – Credit Losses, in estimating an allowance for credit losses for resale agreements. This practical expedient can be applied for financial assets with collateral maintenance provisions requiring the borrower to continually adjust the amount of the collateral securing the financial assets as a result of fair value changes in the collateral. In accordance with the practical expedient, when the Company reasonably expects that borrowers (or counterparties, as applicable) will replenish the collateral as required, there is no expectation of credit losses when the collateral’s fair value is greater than the amortized cost of the financial asset. If the amortized cost exceeds the fair value of collateral, then credit losses are estimated only on the unsecured portion.


THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


2.    Receivables from brokerage clients

Receivables from brokerage clients include margin loans to securities brokerage clients and other trading receivables from clients. Margin loans are collateralized by client securities and are carried at the amount receivable, net of an allowance for credit losses. Collateral is required to be maintained at specified minimum levels at all times. The Company monitors margin levels and requires clients to provide additional collateral, or reduce margin positions, to meet minimum collateral requirements if the fair value of the collateral changes. Schwab applies the practical expedient based on collateral maintenance provisions in estimating an allowance for credit losses for margin loans. An allowance for credit losses on unsecured or partially secured receivables from brokerage clients is estimated based on the aging of those receivables. Unsecured balances due to confirmed fraud are reserved immediately. The Company’s policy is to charge off any delinquent margin loans, including the accrued interest on such loans, no later than at 90 days past due. Accrued interest charged off is recognized as credit loss expense and is included in other expenses in the condensed consolidated statements of income. Clients with margin loans have agreed to allow Schwab to pledge collateralized securities in accordance with federal regulations. The collateral is not reflected in the consolidated financial statements. The allowance for credit losses for receivables from brokerage clients and related activity were immaterial for all periods presented.

AFS investment securities

AFS investment securities are recorded at fair value and unrealized gains and losses, other than losses related to credit factors, are reported, net of taxes, in AOCI included in stockholders’ equity. Realized gains and losses from sales of AFS investment securities are determined on a specific identification basis and are included in other revenue.

An AFS investment security is impaired if the fair value of the security is less than its amortized cost basis. Management evaluates AFS debt investment securities with unrealized losses to determine whether the security impairment has resulted from a credit loss or other factors. This evaluation is performed quarterly on an individual security basis.

The evaluation of whether credit loss exists is inherently judgmental. This evaluation considers multiple factors including: the financial condition of the issuer; the payment structure of the security; external credit ratings; our internal credit ratings; the security’s market implied credit spread; for asset-backed securities, the amount of credit support provided by the structure of the security to absorb credit losses on the underlying collateral; recent events specific to the issuer and the issuer’s industry; and whether all scheduled principal and interest payments have been received.

If management determines that the impairment of an AFS debt investment security (or a portion of the impairment) is related to credit losses, an allowance for credit losses will be recorded for that security through a charge to earnings. The allowance for credit losses is measured as the difference between the amortized cost and the present value of expected cash flows and is limited to the difference between amortized cost and the fair value of the security. The Company estimates credit losses on a discounted cash flow basis using the security’s effective interest rate. Changes in the allowance for credit losses will be recorded through earnings in the period of the change.

If it is determined that the Company intends to sell the impaired security or if it is more likely than not that the Company will be required to sell such security before any anticipated recovery of the amortized cost basis, any allowance for credit losses of that security will be written off and the amortized cost basis of the security will be written down to fair value with any incremental impairment recorded through earnings.

The Company excludes accrued interest from the fair value and the amortized cost basis of the AFS debt investment securities for the purposes of identifying and measuring impairment of the securities. AFS debt investment securities are placed on nonaccrual status on a timely basis and any accrued interest receivable is reversed through interest income.

Securities borrowed and securities loaned

Securities borrowed transactions require Schwab to deliver cash to the lender in exchange for securities; the receivables from these transactions are included in other assets on the condensed consolidated balance sheets. For securities loaned, Schwab receives collateral in the form of cash in an amount equal to or greater than the market value of securities loaned; the payables from these transactions are included in accrued expenses and other liabilities on the condensed consolidated balance sheets. The market value of securities borrowed and loaned are monitored, with additional collateral obtained or refunded to ensure full

THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)

collateralization. Fees received or paid are recorded in interest revenue or interest expense. Schwab applies the practical expedient based on collateral maintenance provisions in estimating an allowance for credit losses for securities borrowed receivables.

Bank loans and related allowance for credit losses

Bank loans are recorded at their contractual principal amounts and include unamortized direct origination costs or net purchase discounts or premiums. Direct origination costs and premiums and discounts are recognized in interest revenue using the effective interest method over the contractual life of the loan and are adjusted for actual prepayments. Additionally, management estimates an allowance for credit losses, which is deducted from the amortized cost basis of loans to arrive at the amount expected to be collected. The bank loan portfolio includes four loan types: First Mortgages, HELOCs, pledged asset lines (PALs), and other loans. We use these segments when developing and documenting our methodology for determining the allowance for credit losses.

Schwab records an allowance for credit losses through a charge to earnings based on our estimate of current expected credit losses for the existing portfolio. We review the allowance for credit losses quarterly, taking into consideration current economic conditions, reasonable and supportable forecasts, the composition of the existing loan portfolio, past loss experience, and any other risks inherent in the portfolio to ensure that the allowance for credit losses is maintained at an appropriate level.

PALs are collateralized by marketable securities with liquid markets. Credit lines are over-collateralized and borrowers are required to maintain collateral at specified levels at all times. The required collateral levels are determined based on the type of security pledged. Additionally, collateral market value is monitored on a daily basis and a borrower’s credit line may be reduced or collateral may be liquidated if the collateral is in danger of falling below specified levels. As such, the credit loss inherent within this portfolio is limited. Schwab applies the practical expedient based on collateral maintenance provisions in estimating an allowance for credit losses for PALs.

The methodology to establish an allowance for credit losses for First Mortgages and HELOCs utilizes statistical models that estimate prepayments, defaults, and expected losses for these loan segments based on predicted behavior of individual loans within the segments. The methodology also evaluates concentrations in the loan types, including loan products within those types, year of origination, and geographical distribution of collateral.

Expected credit losses are forecast using a loan-level simulation of the delinquency status of the loans over the term of the loans. The simulation starts with the current relevant risk indicators, including the current delinquent status of each loan, the estimated current LTV ratio (Estimated Current LTV) of each loan, the term and structure of each loan, current key interest rates including U.S. Treasury and LIBOR rates, and borrower FICO scores. The more significant variables in the simulation include delinquency roll rates, loss severity, housing prices, interest rates, and unemployment rate. Delinquency roll rates (i.e., the rates at which loans transition through delinquency stages and ultimately result in a loss) are estimated from our historical loss experience adjusted for current trends and market information, which includes current and forecast conditions. Loss severity (i.e., loss given default) estimates are based on our historical loss experience and market trends, both current and forecast. The loss severity estimate used in the allowance for credit loss methodology for HELOC loans is higher than that used in the methodology for First Mortgages. Housing price trends are derived from historical home price indices and econometric forecasts of future home values. Factors affecting the home price index include housing inventory, unemployment, interest rates, and inflation expectations. Interest rate projections are based on the current term structure of interest rates and historical volatilities to project various possible future interest rate paths. The unemployment rate forecast is typically based on the recent consensus of regularly published economic surveys. Linear interpolation is applied to revert to long-term trends after the reasonable and supportable forecast period.

The methodology described above results in loss factors that are applied to the amortized cost basis of loans, exclusive of accrued interest receivable, to determine the allowance for credit losses for First Mortgages and HELOCs.

Management also estimates a liability for expected credit losses on the Company’s commitments to extend credit related to unused HELOCs and commitments to purchase first mortgages. See Note 9 for additional information on these commitments. The liability is calculated by applying the loss factors described above to the commitments expected to be funded and is included in accrued expenses and other liabilities on the condensed consolidated balance sheets. The liability for expected credit losses on these commitments and related activity were immaterial for all periods presented.


THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)

Schwab considers loan modifications in which it makes an economic concession to a borrower experiencing financial difficulty to be troubled debt restructurings (TDRs).

Nonaccrual and Nonperforming loans

First Mortgages, HELOCs, PALs, and other loans are considered past due when a payment is due and unpaid for 30 days. Loans are placed on nonaccrual status upon becoming 90 days past due as to interest or principal (unless the loans are well-secured and in the process of collection), or when the full timely collection of interest or principal becomes uncertain, including loans to borrowers who have filed for bankruptcy. HELOC loans secured by a second lien are placed on non-accrual status if the associated first lien is 90 days or more delinquent, regardless of the payment status of the HELOC. When a loan is placed on nonaccrual status, the accrued interest receivable is written off by reversing interest income and the loan is accounted for on the cash or cost recovery method until qualifying for return to accrual status. Generally, a nonaccrual loan may be returned to accrual status when all delinquent interest and principal is repaid and the borrower demonstrates a sustained period of performance, or when the loan is both well-secured and in the process of collection and collectability is no longer doubtful. Loans on nonaccrual status and other real estate owned are considered nonperforming assets.

Loan Charge-Offs

The Company charges off a loan in the period that it is deemed uncollectible and records a reduction in the allowance for credit losses and the loan balance. Our charge-off policy for First Mortgage and HELOC loans is to assess the value of the property when the loan has been delinquent for 180 days or has been discharged in bankruptcy proceedings, regardless of whether the property is in foreclosure, and charge-off the amount of the loan balance in excess of the estimated current value of the underlying property less estimated costs to sell. The Company’s policy for PALs is to charge off any delinquent loans no later than at 90 days past due.

THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)

New Accounting Standards


Adoption of New Accounting Standards
StandardDescriptionDate of AdoptionEffects on the Financial Statements or Other Significant Matters
Accounting Standards Update (ASU) 2016-02, “Leases (Topic 842)”
Amends the accounting for leases by lessees and lessors. The primary change from the new guidance is the recognition of right-of-use (ROU) assets and lease liabilities by lessees for those leases classified as operating leases. Additional changes include accounting for lease origination and executory costs, required lessee reassessments during the lease term due to changes in circumstances, and expanded lease disclosures.
Adoption provides for modified retrospective transition as of the beginning of the earliest comparative period presented in the financial statements in which the entity first applies the new standard or, optionally, through another transition method by which a cumulative-effect adjustment is recorded to retained earnings as of the beginning of the period of adoption. Certain transition relief is permitted if elected by the entity.
January 1, 2019The Company adopted the new lease accounting guidance as of January 1, 2019 under the optional transition method provided electing not to recast its comparative periods. In addition, the Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed the Company to carry forward the historical lease classification. The adoption resulted in a gross up of the consolidated balance sheet due to recognition of ROU assets and lease liabilities primarily related to the CS&Co leases of office space and branches. The amounts were based on the present value of our remaining operating lease payments. The Company’s ROU assets and related lease liabilities upon adoption were $596 million and $662 million, respectively. Further details on the impact of adoption are included below in this Note as well as in Note 9.
ASU 2017-08, “Receivables – Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities”
Shortens the amortization period for the premium on certain callable debt securities to the earliest call date. The amendments are applicable to any purchased individual debt security with an explicit and noncontingent call feature with a fixed price on a preset date. ASU 2017-08 does not impact the accounting for callable debt securities held at a discount.

Adoption requires modified retrospective transition as of the beginning of the period of adoption through a cumulative-effect adjustment to retained earnings.
January 1, 2019The Company adopted this guidance as of January 1, 2019 using the modified retrospective method. Adoption resulted in an immaterial cumulative-effect adjustment to retained earnings as of the date of adoption.
ASU 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities” (ASU 2017-12)This ASU amends hedge accounting guidance to better align hedge accounting with risk management activities, while reducing the complexity of applying and reporting on hedge accounting. In addition, for a closed pool of prepayable financial assets, entities will be able to hedge an amount that is not expected to be affected by prepayments, defaults and other events under the “last-of-layer” method. The guidance also permits a one-time reclassification of debt securities eligible to be hedged under the “last-of-layer” method from held to maturity (HTM) to available for sale (AFS) upon adoption.January 1, 2019The Company adopted this ASU on January 1, 2019. As part of its adoption, the Company made a one-time election to reclassify a portion of its HTM securities eligible to be hedged under the “last-of-layer” method to AFS. As of January 1, 2019, the securities reclassified had a fair value of $8.8 billion and resulted in a net of tax increase to AOCI of $19 million. The adoption of this standard had no other impact on the Company’s financial statements.

CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)

New Accounting Standards Not Yet Adopted
StandardDescriptionRequired Date of AdoptionEffects on the Financial Statements or Other Significant Matters
ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”
Provides guidance for recognizing impairment of most debt instruments measured at amortized cost, including loans and HTM debt securities. Requires estimating current expected credit losses (CECL) over the remaining life of an instrument or a portfolio of instruments with similar risk characteristics based on relevant information about past events, current conditions, and reasonable forecasts. The initial estimate of, and the subsequent changes in, CECL will be recognized as credit loss expense through current earnings and will be reflected as an allowance for credit losses offsetting the carrying value of the financial instrument(s) on the balance sheet. Amends the OTTIother-than-temporary impairment (OTTI) model for AFS debt securities by requiring the use of an allowance, rather than directly reducing the carrying value of the security, and eliminating consideration of the length of time such security has been in an unrealized loss position as a factor in concluding whether a credit loss exists.


Adoption requires modified retrospective transition through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the entity applies the new guidance except that a prospective transition is required for AFS debt securities for which an OTTI has been recognized prior to the effective date.
January 1, 2020 (early adoption permitted)
The Company continues to evaluateadopted CECL as of January 1, 2020 using the impactmodified retrospective method. The adoption of this guidance on its financial statements. The Company expects that itsCECL resulted in an immaterial increase in the Company’s allowance for credit losses willand an increase when CECL is adopted,in the liability for expected credit losses on commitments to extend credit, both primarily duerelated to First Mortgages and HELOCs. The adoption impact was recorded as an incremental allowance that will be recorded on its HTM corporate debt securities. The incremental allowance at adoption is expectedadjustment to be immaterial, but the extentretained earnings as of the impact of adoption will depend on, among other things, the economic environment and the size and type of loan and securities portfolios held by the Company on the date of adoption.
A large portion of the securities in the Company’s portfolio will have zero expectation of credit losses based on industry views and regulatory guidance for U.S. Treasury and certain government agency-backed securities. Further, we expect to apply the practical expedient based on continuous collateral replenishment to the Company’s pledged asset lines (PALs) and margin loans.
The Company has substantially developed its credit loss estimation methods for the securities in its portfolio that do not have zero expectation of credit losses, including corporate debt securities and structured products. Our focus during the remainder of 2019 is on continuing the development of policies and processes that will be required to implement CECL, testing and validation of credit loss estimation methods, and performance of CECL parallel runs.


CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)

StandardDescriptionRequired Date of AdoptionEffects on the Financial Statements or Other Significant Matters
ASU 2018-15, “Intangibles–Goodwill and Other–Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (a consensus of the FASB Emerging Issues Task Force)”

Aligns the criteria for capitalizing implementation costs for cloud computing arrangements (CCA) that are service contracts with internal-use software that is developed or purchased and CCAs that include an internal-use software license. This guidance requires that the capitalized implementation costs be recognized over the period of the CCA service contract, subject to impairment evaluation on an ongoing basis.


The guidance prescribes the balance sheet, income statement, and statement of cash flow classification of the capitalized implementation costs and related amortization expense, and requires additional quantitative and qualitative disclosures.


Adoption provides for retrospective or prospective application to all implementation costs incurred after the date of adoption.


January 1, 2020 (earlyThe Company adopted this guidance prospectively on January 1, 2020. As such, adoption permitted)
had no impact on the Company’s financial statements. Historically, Schwab has expensed implementation costs as they are incurred for CCAs that are service contracts. Therefore, adopting this guidance will change the Company’s accounting treatment for these types of implementation costs. The Company plans to adopt this guidance on a prospective basis and continues to evaluate the impacts of this guidance on its financial statements, including EPS.

costs going forward.


The cumulative effect of the changes made to our consolidated January 1, 2019 balance sheet for the adoption of ASU 2016-02, Leases (Topic 842) were as follows:
  Balance at
December 31, 2018
 Adjustments Due to ASU 2016-02 Balance at
January 1, 2019
Assets      
Other assets (1)
 $2,046
 $588
 $2,634
Liabilities      
Accrued expenses and other liabilities (2)
 $2,954
 $588
 $3,542
(1) The adoption adjustment is comprised of two parts: 1) an increase of $596 million for the recognition of the January 1, 2019 ROU asset and 2) an $8 million decrease related to prepaid rent and initial direct costs, which were reclassified to the ROU asset upon adoption of ASU 2016-02.
(2) The adoption adjustment is comprised of two parts: 1) an increase of $662 million for the recognition of the January 1, 2019 lease liability and 2) a $74 million decrease related to deferred rent and lease incentives, which were reclassified to the ROU asset upon adoption of ASU 2016-02.



THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


New Accounting Standards Not Yet Adopted
StandardDescriptionRequired Date of AdoptionEffects on the Financial Statements or Other Significant Matters
ASU 2020-4, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting”



Provides optional expedients and exceptions for applying existing accounting guidance to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met, including simplifying accounting analyses for contract modifications.

This guidance only applies to the items listed above if they reference LIBOR or another reference rate expected to be discontinued because of reference rate reform and only for a limited period of time. When elected, the optional expedients for contract modifications must be applied consistently for all eligible contracts or eligible transactions subject to the same accounting guidance that would have otherwise been applied.

Once elected, the amendments must be applied prospectively.
N/A. Effective March 12, 2020 through December 31, 2022The Company is evaluating the expedients and exceptions provided by this guidance. The elected amendments will be applied prospectively and the Company is currently evaluating the potential impacts on its consolidated financial statements.




THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)

3.    Revenue Recognition
Disaggregated Revenue
Disaggregation of Schwab’s revenue by major source is as follows:
 Three Months Ended
March 31,
 20202019
Net interest revenue   
Interest revenue$1,708
 $1,998
Interest expense(136) (317)
Net interest revenue1,572
 1,681
Asset management and administration fees   
Mutual funds, ETFs, and CTFs452
 414
Advice solutions312
 278
Other63
 63
Asset management and administration fees827
 755
Trading revenue   
Commissions113
 163
Principal transactions20
 22
Order flow revenue (1)
55
 32
Trading revenue (1)
188
 217
Other (1)
30
 70
Total net revenues$2,617
 $2,723

 Three Months Ended
March 31,
 2019 2018
Net interest revenue   
Interest revenue$1,998
 $1,421
Interest expense(317) (158)
Net interest revenue1,681
 1,263
Asset management and administration fees 
  
Mutual funds, ETFs, and collective trust funds (CTFs) (1)
414
 504
Advice solutions278
 282
Other (1)
63
 65
Asset management and administration fees755
 851
Trading revenue   
Commissions163
 189
Principal transactions22
 12
Trading revenue185
 201
Other102
 83
Total net revenues$2,723
 $2,398
(1) Beginning in In the first quarter of 2019, a change2020, order flow revenue was made to move CTFsreclassified from other asset management and administration fees.revenue to trading revenue. Prior periodsperiod amounts have been recastreclassified to reflect this change.


For a summary of revenue provided by our reportable segments, see Note 16.15. The recognition of revenue is not impacted by the operating segment in which revenue is generated.
Contract balances
Receivables from contracts with customers within the scope of Accounting Standards Codification (ASC)ASC 606, Revenue From Contracts With Customers (ASC 606) were $315$588 million at March 31, 20192020 and $307$356 million at December 31, 20182019 and were recorded in other assets on the condensed consolidated balance sheets. Schwab doesdid not have any other significant contract assets or contract liability balances as of March 31, 2020 or December 31, 2019.


Unsatisfied performance obligations
We do not have any unsatisfied performance obligations other than those that are subject to an elective practical expedient under ASC 606. The practical expedient applies to and is elected for contracts where we recognize revenue at the amount to which we have the right to invoice for services performed.


THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


4.    Investment Securities


The amortized cost, gross unrealized gains and losses, and fair value of AFS and HTMthe Company’s investment securities are as follows:
March 31, 2019 Amortized
Cost
 Gross
Unrealized
Gains
 Gross
Unrealized
Losses
 Fair
Value
March 31, 2020 Amortized
Cost
 Gross
Unrealized
Gains
 Gross
Unrealized
Losses
 Fair
Value
Available for sale securities                
U.S. agency mortgage-backed securities $31,010
 $154
 $72
 $31,092
U.S. Treasury securities 10,343
 1
 69
 10,275
Asset-backed securities (1)
 8,423
 22
 6
 8,439
Corporate debt securities (2)
 6,499
 37
 4
 6,532
Certificates of deposit 3,138
 8
 
 3,146
U.S. agency notes 250
 
 1
 249
Commercial paper (2,3)
 209
 
 
 209
Foreign government agency securities 50
 
 
 50
Non-agency commercial mortgage-backed securities 13
 
 
 13
Total available for sale securities $59,935
 $222
 $152
 $60,005
Held to maturity securities        
U.S. agency mortgage-backed securities $106,532
 $536
 $1,146
 $105,922
 $173,812
 $6,007
 $224
 $179,595
Asset-backed securities (1)
 18,465
 67
 27
 18,505
 23,077
 49
 645
 22,481
Corporate debt securities (2)
 4,479
 12
 14
 4,477
 11,192
 136
 106
 11,222
U.S. Treasury securities 3,616
 48
 
 3,664
U.S. state and municipal securities 1,313
 69
 
 1,382
 1,493
 96
 11
 1,578
Non-agency commercial mortgage-backed securities 1,145
 10
 5
 1,150
 1,215
 16
 5
 1,226
U.S. Treasury securities 223
 
 2
 221
Certificates of deposit 200
 1
 
 201
 1,000
 3
 5
 998
Commercial paper (2,3)
 397
 
 1
 396
Foreign government agency securities 50
 
 1
 49
 50
 1
 
 51
Other 13
 
 
 13
 21
 
 
 21
Total held to maturity securities $132,420
 $695
 $1,195
 $131,920
Total available for sale securities $215,873
 $6,356
 $997
 $221,232
December 31, 2018        
December 31, 2019        
Available for sale securities                
U.S. agency mortgage-backed securities $25,594
 $44
 $82
 $25,556
 $45,964
 $312
 $121
 $46,155
Corporate debt securities (2)
 5,427
 57
 
 5,484
Asset-backed securities (1)
 4,970
 30
 13
 4,987
U.S. Treasury securities 18,410
 
 108
 18,302
 3,387
 3
 6
 3,384
Asset-backed securities (1)
 10,086
 14
 15
 10,085
Corporate debt securities (2)
 7,477
 10
 20
 7,467
Certificates of deposit 3,682
 4
 1
 3,685
 1,000
 4
 
 1,004
U.S. agency notes 900
 
 2
 898
Commercial paper (2,3)
 522
 
 
 522
 394
 1
 
 395
Foreign government agency securities 50
 
 1
 49
Non-agency commercial mortgage-backed securities 14
 
 
 14
 13
 
 
 13
Total available for sale securities $66,735
 $72
 $229
 $66,578
 $61,155
 $407
 $140
 $61,422
Held to maturity securities                
U.S. agency mortgage-backed securities $118,064
 $217
 $2,188
 $116,093
 $109,325
 $1,521
 $280
 $110,566
Asset-backed securities (1)
 18,502
 83
 39
 18,546
 17,806
 50
 85
 17,771
Corporate debt securities (2)
 4,477
 2
 47
 4,432
 4,661
 57
 
 4,718
U.S. state and municipal securities 1,327
 24
 3
 1,348
 1,301
 103
 
 1,404
Non-agency commercial mortgage-backed securities 1,156
 3
 17
 1,142
 1,119
 22
 
 1,141
U.S. Treasury securities 223
 
 6
 217
 223
 5
 
 228
Certificates of deposit 200
 1
 
 201
 200
 
 
 200
Foreign government agency securities 50
 
 1
 49
 50
 
 
 50
Other 10
 
 
 10
 21
 
 
 21
Total held to maturity securities $144,009
 $330
 $2,301
 $142,038
 $134,706
 $1,758
 $365
 $136,099

(1) Approximately 39%42% and 36%43% of asset-backed securities held as of March 31, 20192020 and December 31, 2018,2019, respectively, were Federal Family Education Loan Program Asset-Backed Securities. Asset-backed securities collateralized by credit card receivables represented approximately 41%43% and 42% of the asset-backed securities held as of March 31, 20192020 and December 31, 2018,2019, respectively.
(2) As of March 31, 20192020 approximately 32% of the total AFS, and as of December 31, 2018, 2019approximately 25% and 26%32%, respectively, of the total AFS and HTM investments in corporate debt securities and commercial paper were issued by institutions in the financial services industry. Approximately 14% and 18% of the holdings of these securities were issued by institutions in the information technology industry as of March 31, 2019 and December 31, 2018, respectively.
(3) Included in cash and cash equivalents on the condensed consolidated balance sheets, but excluded from this table is $4.3$4.1 billion and $4.9$2.5 billion of AFS commercial paper as of March 31, 20192020 and December 31, 2018,2019, respectively. These holdings have maturities of three months or less and an aggregate market value equal to amortized cost.

In October 2019, the Federal Reserve issued a final enhanced prudential standards rule, and the Federal Reserve, the Office of the Comptroller of the Currency, and the FDIC jointly issued a final regulatory capital and liquidity rule. With total consolidated assets of $294.0 billion at December 31, 2019, CSC is designated as a Category III firm pursuant to the framework established by the final rules. Accordingly, the Company opted to exclude AOCI from its regulatory capital as permitted by the regulatory capital and liquidity rule beginning January 1, 2020. In accordance with ASC 320 and as of January 1, 2020, the Company transferred all of its investment securities designated as HTM to the AFS category without tainting our intent to hold other debt securities to maturity. At the date of transfer, these securities had a total amortized cost of $134.7 billion and a total net unrealized gain of $1.4 billion.

At March 31, 2020, our banking subsidiaries had pledged securities with a fair value of $35.7 billion as collateral to secure borrowing capacity on secured credit facilities with the Federal Home Loan Bank (FHLB) (see Note 8). Our banking


THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


On January 1, 2019 the Company transferred certain U.S. agency mortgage-backed securities with a fair value of $8.8 billion from the HTM category to the AFS category as permitted by ASU 2017-12. For additional information on the transfer, see Notes 2 and 14.

At March 31, 2019, our banking subsidiaries had pledged securities with a fair value of $27.9 billion as collateral to secure borrowing capacity on secured credit facilities with the FHLB (see Note 8). Certain banking subsidiaries also pledge investment securities as collateral to secure borrowing capacity at the Federal Reserve Bank discount window, and had pledged securities with a fair value of $8.4$8.2 billion as collateral for this facility at March 31, 2019. CSB2020. The Company also pledges securities issued by federal agencies to secure certain trust deposits. The fair value of these pledged securities was $916 million$1.1 billion at March 31, 2019.2020.


CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


Securities with unrealized losses, aggregated by category and period of continuous unrealized loss, are as follows:
Less than 12 months    Less than 12 months 12 months or longer Total
12 months or longer Total 
March 31, 2019Fair
Value
 Unrealized
Losses
 Fair
Value
 Unrealized
Losses
 Fair
Value
 Unrealized
Losses
March 31, 2020Fair
Value
 Unrealized
Losses
 Fair
Value
 Unrealized
Losses
 Fair
Value
 Unrealized
Losses
Available for sale securities                      
Asset-backed securities$15,852
 $515
 $2,638
 $130
 $18,490
 $645
U.S. agency mortgage-backed securities$9,897
 $40
 $5,204
 $32
 $15,101
 $72
11,077
 100
 11,661
 124
 22,738
 224
U.S. Treasury securities1,139
 1
 8,509
 68
 9,648
 69
Asset-backed securities1,586
 1
 761
 5
 2,347
 6
Corporate debt securities802
 2
 544
 2
 1,346
 4
4,835
 106
 
 
 4,835
 106
U.S. agency notes
 
 249
 1
 249
 1
Certificates of deposit795
 5
 
 
 795
 5
Non-agency commercial mortgage-backed securities397
 5
 12
 
 409
 5
Commercial paper396
 1
 
 
 396
 1
U.S. state and municipal securities182
 11
 
 
 182
 11
Total$13,424
 $44
 $15,267
 $108
 $28,691
 $152
$33,534
 $743
 $14,311
 $254
 $47,845
 $997
Held to maturity securities 
  
  
  
  
  
U.S. agency mortgage-backed securities$6,515
 $28
 $64,563
 $1,118
 $71,078
 $1,146
Asset-backed securities7,285
 25
 376
 2
 7,661
 27
Corporate debt securities743
 4
 2,383
 10
 3,126
 14
Non-agency commercial mortgage-backed securities
 
 697
 5
 697
 5
U.S. Treasury securities
 
 221
 2
 221
 2
Foreign government agency securities
 
 50
 1
 50
 1
Total$14,543
 $57
 $68,290
 $1,138
 $82,833
 $1,195
Total securities with unrealized losses (1)
$27,967
 $101
 $83,557
 $1,246
 $111,524
 $1,347
December 31, 2018           
December 31, 2019           
Available for sale securities                        
U.S. agency mortgage-backed securities$9,529
 $32
 $4,257
 $50
 $13,786
 $82
$16,023
 $94
 $6,592
 $27
 $22,615
 $121
Asset-backed securities960
 6
 298
 7
 1,258
 13
U.S. Treasury securities4,951
 6
 7,037
 102
 11,988
 108
510
 
 1,243
 6
 1,753
 6
Asset-backed securities4,050
 9
 837
 6
 4,887
 15
Corporate debt securities3,561
 19
 254
 1
 3,815
 20
Certificates of deposit1,217
 1
 150
 
 1,367
 1
U.S. agency notes195
 
 304
 2
 499
 2
Foreign government agency securities
 
 49
 1
 49
 1
Total$23,503
 $67
 $12,888
 $162
 $36,391
 $229
$17,493
 $100
 $8,133
 $40
 $25,626
 $140
Held to maturity securities 
  
  
  
  
  
 
  
  
  
  
  
U.S. agency mortgage-backed securities$29,263
 $222
 $56,435
 $1,966
 $85,698
 $2,188
$16,183
 $100
 $18,910
 $180
 $35,093
 $280
Asset-backed securities6,795
 35
 376
 4
 7,171
 39
7,507
 63
 2,898
 22
 10,405
 85
Corporate debt securities2,909
 29
 1,066
 18
 3,975
 47
U.S. state and municipal securities77
 2
 18
 1
 95
 3
Non-agency commercial mortgage-backed securities283
 2
 632
 15
 915
 17
U.S. Treasury securities
 
 218
 6
 218
 6
Foreign government agency securities
 
 49
 1
 49
 1
Total$39,327
 $290
 $58,794
 $2,011
 $98,121
 $2,301
$23,690
 $163
 $21,808
 $202
 $45,498
 $365
Total securities with unrealized losses (2)
$62,830
 $357
 $71,682
 $2,173
 $134,512
 $2,530
Total securities with unrealized losses$41,183
 $263
 $29,941
 $242
 $71,124
 $505
(1) The number of investment positions with unrealized losses totaled 412 for AFS securities and 1,302 for HTM securities.
(2) The number of investment positions with unrealized losses totaled 441 for AFS securities and 1,524 for HTM securities.


At March 31, 2019,2020, substantially all rated securities in the investment portfolios were investment grade. U.S. agency mortgage-backed securities do not have explicit credit ratings; however, management considers these to be of the highest credit quality and rating given the guarantee of principal and interest by the U.S. government or U.S. government-sponsored enterprises.


The Company had $489 million of accrued interest receivable as of March 31, 2020 for AFS securities, and $471 million of accrued interest receivable for AFS and HTM securities as of December 31, 2019. These amounts are excluded from the amortized cost basis of AFS and HTM securities and included in other assets on the condensed consolidated balance sheets. There were 0 write-offs of accrued interest receivable on AFS securities during the three months ended March 31, 2020, or write-offs of accrued interest receivable on AFS securities or HTM securities during the year ended December 31, 2019.

THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


Management evaluates whether investment securities are other-than-temporarily impaired (OTTI) on a quarterly basis as described inPlease refer to Note 2 for a description of management’s quarterly evaluation of AFS securities in unrealized loss positions. NaN amounts were recognized as credit loss expense and 0 securities were written down to fair value through earnings for the 2018 Form 10-K. Nothree months ended March 31, 2020. NaN of the Company’s AFS securities held as of March 31, 2020 had an allowance for credit losses. NaN amounts were recognized as OTTI in earnings or other comprehensive income during the three months ended March 31, 2019 or the year ended December 31, 2018. As of March 31, 2019, and as of December 31, 2018,2019, Schwab did not hold any securities on which OTTI was previously recognized.


In the table below, mortgage-backed securities and other asset-backed securities have been allocated to maturity groupings based on final contractual maturities. As borrowers may have the right to call or prepay certain obligations underlying our investment securities, actual maturities may differ from the scheduled contractual maturities presented below.


The maturities of AFS and HTM securities are as follows:
March 31, 2020Within
1 year
 After 1 year
through
5 years
 After 5 years
through
10 years
 After
10 years
 Total
Available for sale securities         
U.S. agency mortgage-backed securities$1,158
 $18,885
 $51,687
 $107,865
 $179,595
Asset-backed securities43
 7,818
 6,091
 8,529
 22,481
Corporate debt securities2,410
 7,612
 1,200
 
 11,222
U.S. Treasury securities2,834
 830
 
 
 3,664
U.S. state and municipal securities
 98
 603
 877
 1,578
Non-agency commercial mortgage-backed securities
 
 
 1,226
 1,226
Certificates of deposit702
 296
 
 
 998
Commercial paper396
 
 
 
 396
Foreign government agency securities
 51
 
 
 51
Other
 
 
 21
 21
Total fair value$7,543
 $35,590
 $59,581
 $118,518
 $221,232
Total amortized cost$7,531
 $35,024
 $57,258
 $116,060
 $215,873

March 31, 2019 Within
1 year
 After 1 year
through
5 years
 After 5 years
through
10 years
 After
10 years
 Total
Available for sale securities          
U.S. agency mortgage-backed securities $96
 $2,434
 $12,315
 $16,247
 $31,092
U.S. Treasury securities 6,289
 3,986
 
 
 10,275
Asset-backed securities 5
 7,284
 841
 309
 8,439
Corporate debt securities 1,471
 5,061
 
 
 6,532
Certificates of deposit 1,439
 1,707
 
 
 3,146
U.S. agency notes 249
 
 
 
 249
Commercial paper 209
 
 
 
 209
Foreign government agency securities 
 50
 
 
 50
Non-agency commercial mortgage-backed securities 
 
 
 13
 13
Total fair value $9,758
 $20,522
 $13,156
 $16,569
 $60,005
Total amortized cost $9,773
 $20,516
 $13,179
 $16,467
 $59,935
Held to maturity securities          
U.S. agency mortgage-backed securities $205
 $15,176
 $32,437
 $58,104
 $105,922
Asset-backed securities 
 2,362
 8,896
 7,247
 18,505
Corporate debt securities 705
 3,180
 592
 
 4,477
U.S. state and municipal securities 
 92
 345
 945
 1,382
Non-agency commercial mortgage-backed securities 
 362
 
 788
 1,150
U.S. Treasury securities 
 
 221
 
 221
Certificates of deposit 201
 
 
 
 201
Foreign government agency securities 
 49
 
 
 49
Other 
 
 
 13
 13
Total fair value $1,111
 $21,221
 $42,491
 $67,097
 $131,920
Total amortized cost $1,114
 $21,212
 $42,433
 $67,661
 $132,420


Proceeds and gross realized gains and losses from sales of AFS securities are as follows:
 Three Months Ended
March 31,
 
 2020 2019
Proceeds$69
 $10,652
Gross realized gains
 3
Gross realized losses
 2

  Three Months Ended
March 31,
  
  2019 2018
Proceeds $10,652
 $
Gross realized gains 3
 
Gross realized losses 2
 






THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


5.    Bank Loans and Related Allowance for LoanCredit Losses
The composition of bank loans and delinquency analysis by loan type is as follows:
March 31, 2020Current30-59 days
past due
60-89 days
past due
>90 days past
due and other
nonaccrual loans
(3)
Total past due
and other
nonaccrual loans
Total
loans
Allowance
for credit
losses
Total
bank
loans – net
First Mortgages (1,2)
$12,751
$32
$3
$12
$47
$12,798
$21
$12,777
HELOCs (1,2)
1,055
2
1
9
12
1,067
4
1,063
Pledged asset lines5,458
6
3

9
5,467

5,467
Other216


2
2
218
4
214
Total bank loans$19,480
$40
$7
$23
$70
$19,550
$29
$19,521
         
December 31, 2019        
First Mortgages (1,2)
$11,665
$24
$4
$11
$39
$11,704
$11
$11,693
HELOCs (1,2)
1,105
2
1
9
12
1,117
4
1,113
Pledged asset lines5,202
4


4
5,206

5,206
Other201


2
2
203
3
200
Total bank loans$18,173
$30
$5
$22
$57
$18,230
$18
$18,212

March 31, 2019Current30-59 days
past due
60-89 days
past due
>90 days past
due and other
nonaccrual loans
(3)
Total past due
and other
nonaccrual loans
Total
loans
Allowance
for loan
losses
Total
bank
loans – net
First Mortgages (1,2)
$10,354
$22
$
$14
$36
$10,390
$14
$10,376
HELOCs (1,2)
1,380
4
2
8
14
1,394
5
1,389
Pledged asset lines4,571
4
1

5
4,576

4,576
Other171




171
2
169
Total bank loans$16,476
$30
$3
$22
$55
$16,531
$21
$16,510
         
December 31, 2018        
First Mortgages (1,2)
$10,349
$21
$2
$12
$35
$10,384
$14
$10,370
HELOCs (1,2)
1,493
3
1
8
12
1,505
5
1,500
Pledged asset lines4,558
3


3
4,561

4,561
Other180




180
2
178
Total bank loans$16,580
$27
$3
$20
$50
$16,630
$21
$16,609
(1) First Mortgages and HELOCs include unamortized premiums and discounts and direct origination costs of $72$77 million and $73$74 million at March 31, 20192020 and December 31, 2018,2019, respectively.
(2) At March 31, 20192020 and December 31, 2018, 47%2019, 45% of the First Mortgage and HELOC portfolios were concentrated in California. These loans have performed in a manner consistent with the portfolio as a whole.
(3) There were no0 loans accruing interest that were contractually 90 days or more past due at March 31, 20192020 or December 31, 2018.2019.


At March 31, 2019,2020, CSB had pledged $10.9$11.9 billion of First Mortgages and HELOCs as collateral to secure borrowing capacity on a secured credit facility with the FHLB (see Note 8).


Changes in the allowance for credit losses on bank loans were as follows:
 March 31, 2020 March 31, 2019
Three Months EndedFirst Mortgages HELOCs Other 
Total (1)
 First Mortgages HELOCs Other 
Total (1)
Balance at beginning of period$11
 $4
 $3
 $18
 $14
 $5
 $2
 $21
Adoption of ASU 2016-131
 
 ��
 1
 
 
 
 
Charge-offs
 
 
 
 
 
 
 
Recoveries
 
 
 
 
 1
 
 1
Provision for credit losses9
 
 1
 10
 
 (1) 
 (1)
Balance at end of period$21
 $4
 $4
 $29
 $14
 $5
 $2
 $21
Note:    Substantially all of the bank loans were collectively evaluated for impairment at both March 31, 2019 and December 31, 2018.2019.

Changes in the allowance for loan losses were as follows:
  March 31, 2019 March 31, 2018
Three Months Ended First Mortgages HELOCs Other 
Total (1)
 First Mortgages HELOCs Other 
Total (1)
Balance at beginning of period $14
 $5
 $2
 $21
 $16
 $8
 $2
 $26
Charge-offs 
 
 
 
 
 
 
 
Recoveries 
 1
 
 1
 
 
 
 
Provision for loan losses 
 (1) 
 (1) 1
 (1) 1
 1
Balance at end of period $14
 $5
 $2
 $21
 $17
 $7
 $3
 $27
(1) All pledged asset lines (PALs)PALs were fully collateralized by securities with fair values in excess of borrowings as of each period presented.

While credit quality metrics and overall performance of the bank loans portfolio remain strong, a higher estimate of expected losses on First Mortgages in the first quarter of 2020 reflects management’s recognition of rapidly deteriorating economic conditions related to the impact of the COVID-19 pandemic and measures introduced by the federal, state, and local authorities to combat it. Management’s reasonable and supportable forecast period is 2020-2021 and includes a sharp increase in the unemployment rate in the second quarter of 2020 and a moderate decline in home prices through the remainder of 2020, with reversion to long-term trends after 2021.



THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


A summary of impaired bank loan-related nonperforming assets and troubled debt restructurings is as follows:
 March 31, 2019 December 31, 2018March 31, 2020 December 31, 2019
Nonaccrual loans (1)
 $22
 $21
$23
 $22
Other real estate owned (2)
 4
 3
1
 1
Total nonperforming assets 26
 24
24
 23
Troubled debt restructurings 3
 4
2
 2
Total impaired assets $29
 $28
Total nonperforming assets and troubled debt restructurings$26
 $25
(1) Nonaccrual loans include nonaccrual troubled debt restructurings.
(2) Included in other assets on the condensed consolidated balance sheets.


Credit Quality
In addition to monitoring delinquency, Schwab monitors the credit quality of First Mortgages and HELOCs by stratifying the portfolios by the following:
Year of origination;
Borrower FICO scores at origination (Origination FICO);
Updated borrower FICO scores (Updated FICO);
Loan-to-value (LTV) ratios at origination (Origination LTV); and
Estimated current LTV ratios (Estimated Current LTV).
Borrowers’ FICO scores are provided by an independent third-party credit reporting service and updated quarterly. The Origination LTV and Estimated Current LTV for a HELOC include any first lien mortgage outstanding on the same property at the time of the HELOC’s origination. The Estimated Current LTV for each loan is updated on a monthly basis by reference to a home price appreciation index.




THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


The credit quality indicators of the Company’s bank loan portfolio are detailed below:
March 31, 2019 Balance Weighted Average
Updated FICO
 Percent of
Loans that are on
Nonaccrual Status
First Mortgages      
Estimated Current LTV      
<70%
 $9,322
 777
 0.07%
>70% – <90%
 1,065
 771
 0.33%
>90% – <100%
 2
 691
 
>100% 1
 756
 
Total $10,390
 776
 0.09%
HELOCs      
Estimated Current LTV (1)
      
<70%
 $1,302
 770
 0.18%
>70% – <90%
 83
 752
 0.94%
>90% – <100%
 6
 739
 0.49%
>100% 3
 695
 5.98%
Total $1,394
 769
 0.23%
Pledged asset lines      
Weighted-Average LTV (1)
      
=70% $4,576
 765
 
December 31, 2018 Balance Weighted Average
Updated FICO
 Percent of
Loans that are on
Nonaccrual Status
First Mortgages      
Estimated Current LTV      
<70%
 $9,396
 776
 0.04%
>70% – <90%
 985
 769
 0.41%
>90% – <100%
 2
 717
 
>100% 1
 753
 
Total $10,384
 775
 0.07%
HELOCs      
Estimated Current LTV (1)
      
<70%
 $1,416
 770
 0.13%
>70% – <90%
 80
 752
 0.60%
>90% – <100%
 6
 729
 3.36%
>100% 3
 702
 
Total $1,505
 769
 0.17%
Pledged asset lines      
Weighted-Average LTV (1)
      
=70% $4,561
 766
 
 First Mortgages Amortized Cost Basis by Origination Year    
March 31, 202020202019201820172016pre-2016Total First MortgagesRevolving HELOCs amortized cost basisHELOCs converted to term loansTotal HELOCs
Origination FICO          
<620$
$
$
$
$
$3
$3
$
$
$
620 – 67911
14
6
14
19
20
84
2
4
6
680 – 739222
480
193
278
271
369
1,813
108
100
208
≥7401,719
3,498
886
1,447
1,689
1,659
10,898
482
371
853
Total$1,952
$3,992
$1,085
$1,739
$1,979
$2,051
$12,798
$592
$475
$1,067
Origination LTV          
≤70%$1,578
$3,120
$771
$1,290
$1,669
$1,453
$9,881
$432
$331
$763
>70% – ≤90%374
872
314
449
310
594
2,913
160
139
299
>90% – ≤100%




4
4

5
5
Total$1,952
$3,992
$1,085
$1,739
$1,979
$2,051
$12,798
$592
$475
$1,067
Weighted Average
Updated FICO
          
<620$4
$5
$3
$5
$4
$24
$45
$5
$14
$19
620 – 67914
49
23
23
21
54
184
14
21
35
680 – 739192
385
135
184
177
264
1,337
84
75
159
≥7401,742
3,553
924
1,527
1,777
1,709
11,232
489
365
854
Total$1,952
$3,992
$1,085
$1,739
$1,979
$2,051
$12,798
$592
$475
$1,067
Estimated Current LTV (1)
          
≤70%$1,578
$3,168
$884
$1,646
$1,956
$2,026
$11,258
$558
$450
$1,008
>70% – ≤90%374
824
199
93
23
22
1,535
34
20
54
>90% – ≤100%

2


2
4

3
3
>100%




1
1

2
2
Total$1,952
$3,992
$1,085
$1,739
$1,979
$2,051
$12,798
$592
$475
$1,067
Percent of Loans on
Nonaccrual Status
0.03%0.03%0.03%0.05%0.08%0.34%0.09%0.14%1.69%0.84%
(1) Represents the LTV for the full line of credit (drawn and undrawn) for revolving HELOCs.
March 31, 2020 Balance Weighted Average Updated FICO Percent of Loans on Nonaccrual Status
Pledged Asset Lines      
Weighted-Average LTV (1)
      
=70% $5,467
 769
 
(1) Represents the LTV for the full line of credit (drawn and undrawn).




THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


March 31, 2019 First Mortgages HELOCs
Year of origination    
Pre-2015 $2,202
 $1,036
2015 1,007
 98
2016 2,539
 90
2017 2,319
 96
2018 1,941
 68
2019 382
 6
Total $10,390
 $1,394
Origination FICO  
  
<620 $4
 $
620 – 679 80
 7
680 – 739 1,629
 267
>740
 8,677
 1,120
Total $10,390
 $1,394
Origination LTV    
<70%
 $7,817
 $987
>70% – <90%
 2,568
 401
>90% – <100%
 5
 6
Total $10,390
 $1,394
 First Mortgages Amortized Cost Basis by Origination Year    
December 31, 20192019201820172016pre-2016Total First MortgagesRevolving HELOCs amortized cost basisHELOCs converted to term loansTotal HELOCs
Origination FICO         
<620$
$
$
$
$3
$3
$
$
$
620 – 67912
6
14
20
25
77
1
4
5
680 – 739478
220
304
290
421
1,713
114
105
219
≥7403,512
1,058
1,593
1,839
1,909
9,911
496
397
893
Total$4,002
$1,284
$1,911
$2,149
$2,358
$11,704
$611
$506
$1,117
Origination LTV         
≤70%$3,104
$906
$1,427
$1,812
$1,679
$8,928
$444
$354
$798
>70% – ≤90%898
378
484
337
676
2,773
167
147
314
>90% – ≤100%



3
3

5
5
Total$4,002
$1,284
$1,911
$2,149
$2,358
$11,704
$611
$506
$1,117
Weighted Average
Updated FICO
         
<620$5
$4
$5
$3
$25
$42
$6
$15
$21
620 – 67945
36
32
26
68
207
18
22
40
680 – 739474
153
213
199
307
1,346
92
80
172
≥7403,478
1,091
1,661
1,921
1,958
10,109
495
389
884
Total$4,002
$1,284
$1,911
$2,149
$2,358
$11,704
$611
$506
$1,117
Estimated Current LTV (1)
         
≤70%$3,125
$1,018
$1,790
$2,119
$2,330
$10,382
$578
$478
$1,056
>70% – ≤90%877
265
121
30
27
1,320
33
23
56
>90% – ≤100%
1


1
2

3
3
>100%






2
2
Total$4,002
$1,284
$1,911
$2,149
$2,358
$11,704
$611
$506
$1,117
Percent of Loans on
Nonaccrual Status
0.04%0.04%0.04%0.08%0.25%0.09%0.19%1.57%0.83%

(1) Represents the LTV for the full line of credit (drawn and undrawn) for revolving HELOCs.
December 31, 2019 Balance Weighted Average Updated FICO Percent of Loans on Nonaccrual Status
Pledged Asset Lines      
Weighted-Average LTV (1)
      
=70% $5,206
 766
 

December 31, 2018 First Mortgages HELOCs
Year of origination    
Pre-2015 $2,387
 $1,140
2015 1,050
 106
2016 2,606
 95
2017 2,366
 99
2018 1,975
 65
Total $10,384
 $1,505
Origination FICO  
  
<620 $5
 $
620 – 679 83
 8
680 – 739 1,626
 282
>740
 8,670
 1,215
Total $10,384
 $1,505
Origination LTV  
  
<70%
 $7,815
 $1,064
>70% – <90%
 2,564
 434
>90% – <100%
 5
 7
Total $10,384
 $1,505
(1) Represents the LTV for the full line of credit (drawn and undrawn).

At March 31, 2019,2020, First Mortgage loans of $9.4$11.4 billion had adjustable interest rates. Substantially all of these mortgages have initial fixed interest rates for three to ten years and interest rates that adjust annually thereafter. Approximately 30%25% of the balance of these mortgages consisted of loans with interest-only payment terms. The interest rates on approximately 65%72% of the balance of these interest-only loans are not scheduled to reset for three or more years. Schwab’s mortgage loans do not include interest terms described as temporary introductory rates below current market rates.

At March 31, 2020 and December 31, 2019, Schwab had $46 million of accrued interest on bank loans, which is excluded from the amortized cost basis of bank loans and included in other assets on the condensed consolidated balance sheets.


THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


The HELOC product has a 30-year loan term with an initial draw period of ten years from the date of origination. After the initial draw period, the balance outstanding at such time is converted to a 20-year amortizing loan. The interest rate during the initial draw period and the 20-year amortizing period is a floating rate based on the prime rate plus a margin.
The following table presents HELOCs converted to amortizing loans during each period presented:
Three Months Ended March 31, 2020 March 31, 2019
HELOCs converted to amortizing loans $11
 $25

The following table presents when current outstanding HELOCs will convert to amortizing loans:
March 31, 2020 Balance
Converted to an amortizing loan by period end $475
Within 1 year 43
> 1 year – 3 years 83
> 3 years – 5 years 138
> 5 years 328
Total $1,067

March 31, 2019 Balance
Converted to an amortizing loan by period end $640
Within 1 year 66
> 1 year – 3 years 98
> 3 years – 5 years 173
> 5 years 417
Total $1,394

At March 31, 2019, $1.1 billion2020, $867 million of the HELOC portfolio was secured by second liens on the associated properties. Second lien mortgage loans typically possess a higher degree of credit risk given the subordination to the first lien holder in the event of default. In addition to the credit monitoring activities described previously, Schwab also monitors credit risk by reviewing the delinquency status of the first lien loan on the associated property. At March 31, 2019,2020, the borrowers on approximately 51%53% of HELOC loan balances outstanding only paid the minimum amount due.




6.    Variable Interest Entities
As of March 31, 20192020 and December 31, 2018,2019, all of Schwab’s involvement with variable interest entities (VIEs) is through CSB’s Community Reinvestment Act-relatedAct (CRA)-related investments and most of those are related to Low-Income Housing Tax Credit (LIHTC) investments. As part of CSB’s community reinvestment initiatives, CSB invests in funds that make equity investments in multifamily affordable housing properties. CSBproperties and receives tax credits and other tax benefits for these investments.
Aggregate assets, liabilities and maximum exposure to loss
The aggregate assets, liabilities, and maximum exposure to loss from those VIEs in which Schwab holds a variable interest, but is not the primary beneficiary, are summarized in the table below:
 March 31, 2019 December 31, 2018 March 31, 2020 December 31, 2019
 Aggregate
assets
 Aggregate
liabilities
 Maximum
exposure
to loss
 Aggregate
assets
 Aggregate
liabilities
 Maximum
exposure
to loss
 Aggregate
assets
 Aggregate
liabilities
 Maximum
exposure
to loss
 Aggregate
assets
 Aggregate
liabilities
 Maximum
exposure
to loss
LIHTC investments (1)
 $406
 $200
 $406
 $338
 $188
 $338
 $513
 $261
 $513
 $516
 $275
 $516
Other CRA investments (2)
 77
 
 124
 70
 
 124
 117
 
 152
 120
 
 154
Total $483
 $200
 $530
 $408
 $188
 $462
 $630
 $261
 $665
 $636
 $275
 $670
(1) Aggregate assets and aggregate liabilities are included in other assets and accrued expenses and other liabilities, respectively, on the condensed consolidated balance sheets.
(2) Other CRA investments are recorded using either the adjusted cost method, equity method, held for investment loans at amortized cost, or as HTMAFS securities. Aggregate assets are included in HTMAFS securities, bank loans – net, or other assets on the condensed consolidated balance sheets.


Schwab’s maximum exposure to loss would result from the loss of the investments, including any committed amounts. During the three months ended March 31, 2019 and year ended December 31, 2018, Schwab did not provide or intend to provide financial or other support to the VIEs that it was not contractually required to provide. CSB’s funding of these remaining commitments is dependent upon the occurrence of certain conditions, and CSB expects to pay substantially all of these commitments between 20192020 and 2022.2023. During the three months ended March 31, 2020 and year ended



THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


December 31, 2019, Schwab did not provide or intend to provide financial or other support to the VIEs that it was not contractually required to provide.


7.    Bank Deposits


Bank deposits consist of interest-bearing and non-interest-bearing deposits as follows:

 March 31, 2020 December 31, 2019
Interest-bearing deposits:    
Deposits swept from brokerage accounts $257,370
 $201,531
Checking 13,657
 12,650
Savings and other 5,750
 5,168
Total interest-bearing deposits 276,777
 219,349
Non-interest-bearing deposits 700
 745
Total bank deposits $277,477
 $220,094


 March 31, 2019 December 31, 2018
Interest-bearing deposits:    
Deposits swept from brokerage accounts $200,337
 $212,311
Checking 12,661
 12,523
Savings and other 5,577
 5,827
Total interest-bearing deposits 218,575
 230,661
Non-interest-bearing deposits 879
 762
Total bank deposits $219,454
 $231,423





THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)

8.    Borrowings


CSC’s Senior Notes are unsecured obligations and rank equally with the other unsecured senior debt.obligations. CSC may redeem some or all of the Senior Notes of each series prior to their maturity, subject to certain restrictions, and the payment of an applicable make-whole premium in certain instances. Interest is payable semi-annually for the fixed-rate Senior Notes and quarterly for the floating-rate Senior Notes. The following table lists long-term debt by instrument outstanding as of March 31, 20192020 and December 31, 2018:2019.
 Date ofPrincipal Amount Outstanding
 IssuanceMarch 31, 2020December 31, 2019
Fixed-rate Senior Notes:   
4.450% due July 22, 202007/22/10$700
$700
3.250% due May 21, 202105/22/18600
600
3.225% due September 1, 202208/29/12256
256
2.650% due January 25, 202312/07/17800
800
3.550% due February 1, 202410/31/18500
500
3.000% due March 10, 202503/10/15375
375
4.200% due March 24, 202503/24/20600

3.850% due May 21, 202505/22/18750
750
3.450% due February 13, 202611/13/15350
350
3.200% due March 2, 202703/02/17650
650
3.200% due January 25, 202812/07/17700
700
4.000% due February 1, 202910/31/18600
600
3.250% due May 22, 202905/22/19600
600
4.625% due March 22, 203003/24/20500

Floating-rate Senior Notes:   
Three-month LIBOR + 0.32% due May 21, 202105/22/18600
600
Total Senior Notes 8,581
7,481
Unamortized discount — net (14)(14)
Debt issuance costs (45)(37)
Total long-term debt $8,522
$7,430

 Date ofPrincipal Amount Outstanding
 IssuanceMarch 31, 2019December 31, 2018
Fixed-rate Senior Notes:   
4.450% due July 22, 202007/22/10$700
$700
3.250% due May 21, 202105/22/18600
600
3.225% due September 1, 202208/29/12256
256
2.650% due January 25, 202312/07/17800
800
3.550% due February 1, 202410/31/18500
500
3.000% due March 10, 202503/10/15375
375
3.850% due May 21, 202505/22/18750
750
3.450% due February 13, 202611/13/15350
350
3.200% due March 2, 202703/02/17650
650
3.200% due January 25, 202812/07/17700
700
4.000% due February 1, 202910/31/18600
600
Floating-rate Senior Notes:   
Three-month LIBOR + 0.32% due May 21, 202105/22/18600
600
Total Senior Notes 6,881
6,881
5.450% Finance lease obligation (1)
06/04/04
52
Unamortized discount — net (14)(15)
Debt issuance costs (38)(40)
Total long-term debt $6,829
$6,878

(1) The finance lease obligation was extinguished through an assignment agreement during the first quarter of 2019.


CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)

Annual maturities on long-term debt outstanding at March 31, 20192020 are as follows:
 Maturities
2020$700
20211,200
2022256
2023800
2024500
Thereafter5,125
Total maturities8,581
Unamortized discount — net(14)
Debt issuance costs(45)
Total long-term debt$8,522

 Maturities
2019$
2020700
20211,200
2022256
2023800
Thereafter3,925
Total maturities6,881
Unamortized discount — net(14)
Debt issuance costs(38)
Total long-term debt$6,829

Short-term borrowings: Our banking subsidiaries maintain secured credit facilities with the FHLB. Amounts available under these facilities are dependent on the amount of our First Mortgages, HELOCs, and the fair value of certain of their investment

THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)

securities that are pledged as collateral. As of March 31, 20192020 and December 31, 2018,2019, the collateral pledged provided a total borrowing capacity of $36.1$43.6 billion and $35.5$34.2 billion, respectively, of which no0 amounts were outstanding at the end of either period.

As a condition of the FHLB borrowings, we are required to hold FHLB stock, which was recorded in other assets on the condensed consolidated balance sheets. The investment in FHLB was $34$35 million at March 31, 2020 and December 31, 2019.

Additionally, our banking subsidiaries have access to funding through the Federal Reserve discount window. Amounts available are dependent upon the fair value of certain investment securities that are pledged as collateral. As of March 31, 2020 and December 31, 2019, the collateral pledged provided total borrowing capacity of $8.2 billion and $32$8.5 billion, respectively, of which 0 amounts were outstanding at the end of either period.

During the first quarter of 2020, CSB and CSPB became members of the Federal Reserve. As a condition of our Federal Reserve membership, we are required to hold Federal Reserve stock, which totaled $182 million at DecemberMarch 31, 2018.2020.




9.    Leases

The Company has operating leases for corporate offices, branch locations, and server equipment and determines if an arrangement is a lease at inception. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term. The lease liability may include payments that depend on a rate or index (such as the Consumer Price Index), measured using the rate or index at the commencement date. Payments that vary because of changes in facts or circumstances occurring after the commencement date are considered variable. These payments are not recognized as part of the lease liability and are expensed in the period incurred. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants.
We have lease agreements with lease and non-lease components. For the majority of our leases (real estate leases), the Company has elected the practical expedient to account for the lease and non-lease components as a single lease component. We have not elected the practical expedient for equipment leases and account for lease and non-lease components separately for those classes of leases.
As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. Our lease terms may include periods covered by options to extend when it is reasonably certain that we will exercise those options. The lease terms may also include periods covered by options to terminate when it is reasonably certain that we will not exercise that option.
Lease expense for operating lease payments is recognized on a straight-line basis over the lease term. The Company does not have any finance leases and had an immaterial amount of sublease income for all periods presented.


CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)

The following table details the amounts and locations of lease assets and liabilities on the condensed consolidated balance sheet:
LeasesBalance Sheet ClassificationMarch 31, 2019
Assets  
Operating lease assetsOther assets$597
Liabilities 

Operating lease liabilitiesAccrued expenses and other liabilities$663
The components of lease expense are as follows:
 Three Months Ended
Lease CostMarch 31, 2019
Operating lease cost (1)
$33
Variable lease cost (2)
$11
(1) Includes short-term leases, which are immaterial.
(2) Includes payments that are entirely variable and amounts that represent the difference between payments based on an index or rate that would be reflected in the lease liability and what is actually incurred.

The following tables present supplemental lease information as of March 31, 2019:
Lease Term and Discount Rate
Weighted-average remaining lease term (years)7.33
Weighted-average discount rate3.51%

Maturity of Lease Liabilities
Operating Leases (1)
2019$92
2020127
2021104
202283
202376
After 2023280
Total lease payments762
Less: Interest99
Present value of lease liabilities$663
(1) Operating lease payments exclude $45 million of legally binding minimum lease payments for leases signed but not yet commenced. These leases will commence between 2019 and 2020 with lease terms of five years to 16 years.


CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)

In accordance with the disclosure requirements for our adoption of ASU 2016-02, the Company is presenting the operating leases commitment table as of December 31, 2018. The following table is unchanged from the disclosure in Note 14 in the 2018 Form 10-K:
 Operating
Leases
SubleasesNet
2019$131
$4
$127
2020125
4
121
2021101
4
97
202279
2
77
202372
1
71
Thereafter282

282
Total$790
$15
$775


10.    Commitments and Contingencies


Loan Portfolio: CSB provides a co-branded loan origination program for CSB clients (the Program) with Quicken Loans, Inc. (Quicken Loans®). Pursuant to the Program, Quicken Loans originates and services First Mortgages and HELOCs for CSB clients. Under the Program, CSB purchases certain First Mortgages and HELOCs that are originated by Quicken Loans. CSB purchased First Mortgages of $411 million$2.2 billion and $513$411 million during the first quarters of 20192020 and 2018,2019, respectively. CSB purchased HELOCs with commitments of $62$107 million and $107$62 million during the first quarters of 2020 and 2019, and 2018, respectively.

The Company’s commitments to extend credit on bank lines of credit and to purchase First Mortgages are as follows:
 March 31, 2020 December 31, 2019
Commitments to extend credit related to unused HELOCs, PALs, and other lines of credit$9,708
 $10,753
Commitments to purchase First Mortgage loans3,095
 1,521
Total$12,803
 $12,274

 March 31, 2019 December 31, 2018
Commitments to extend credit related to unused HELOCs, PALs, and other lines of credit$11,424
 $11,046
Commitments to purchase First Mortgage loans390
 268
Total$11,814
 $11,314

Guarantees and indemnifications: Schwab has clients that sell (i.e., write) listed option contracts that are cleared by the Options Clearing Corporation – a clearing house that establishes margin requirements on these transactions. We partially satisfy the margin requirements by arranging unsecured standby letter of credit agreements (LOCs), in favor of the Options Clearing Corporation, which are issued by several banks. At March 31, 2019,2020, the aggregate face amount of these LOCs totaled $225$20 million. There were no0 funds drawn under any of these LOCs at March 31, 2019.2020. In connection with its securities lending activities, Schwab is required to provide collateral to certain brokerage clients. The Company satisfies the collateral requirements by providing cash as collateral.

Schwab also provides guarantees to securities clearing houses and exchanges under standard membership agreements, which require members to guarantee the performance of other members. Under the agreements, if another member becomes unable to satisfy its obligations to the clearing houses and exchanges, other members would be required to meet shortfalls. Schwab’s liability under these arrangements is not quantifiable and may exceed the cash and securities it has posted as collateral. At March 31, 2020, amounts posted as collateral with such clearing houses and exchanges included $212 million of U.S. Treasury securities, which are included in other assets on the condensed consolidated balance sheet. The potential requirement for the Company to make payments under these arrangements is remote. Accordingly, no0 liability has been recognized for these guarantees.

Acquisition of TD Ameritrade: On November 25, 2019, CSC announced a definitive agreement to acquire TD Ameritrade in an all-stock transaction. At the time of announcement, TD Ameritrade had approximately 12000000 brokerage accounts and $1.3 trillion in total client assets. Under the agreement, TD Ameritrade stockholders will receive 1.0837 CSC shares for each TD Ameritrade share. Based on the closing price of CSC common stock on November 20, 2019, the merger consideration represented approximately $26 billion. The transaction is expected to close in the second half of 2020, subject to satisfaction of closing conditions. Under certain circumstances, CSC or TD Ameritrade could be required to pay the other party a termination fee of $950 million or reimburse the other party’s fees up to $50 million.

THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)

Acquisition of USAA-IMCO: On July 25, 2019, the Company announced a definitive agreement to acquire assets of USAA-IMCO, including over 1000000 brokerage and managed portfolio accounts with approximately $90 billion in client assets at the time of announcement, for $1.8 billion in cash. The companies have also agreed to enter into a long-term referral agreement, effective at closing of the acquisition, that would make Schwab the exclusive wealth management and brokerage provider for USAA members. The transaction is expected to close in mid-2020, subject to satisfaction of closing conditions, including regulatory approvals and the implementation of conversion plans.

Legal contingencies: Schwab is subject to claims and lawsuits in the ordinary course of business, including arbitrations, class actions and other litigation, some of which include claims for substantial or unspecified damages. The Company is also the subject of inquiries, investigations, and proceedings by regulatory and other governmental agencies.


Predicting the outcome of a litigation or regulatory matter is inherently difficult, requiring significant judgment and evaluation of various factors, including the procedural status of the matter and any recent developments; prior experience and the experience of others in similar cases; available defenses, including potential opportunities to dispose of a case on the merits or procedural grounds before trial (e.g., motions to dismiss or for summary judgment); the progress of fact discovery; the opinions of counsel and experts regarding potential damages; and potential opportunities for settlement and the status of any settlement

CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)

discussions. It may not be reasonably possible to estimate a range of potential liability until the matter is closer to resolution – pending, for example, further proceedings, the outcome of key motions or appeals, or discussions among the parties. Numerous issues may have to be developed, such as discovery of important factual matters and determination of threshold legal issues, which may include novel or unsettled questions of law. Reserves are established or adjusted or further disclosure and estimates of potential loss are provided as the matter progresses and more information becomes available.


Schwab believes it has strong defenses in all significant matters currently pending and is contesting liability and any damages claimed. Nevertheless, some of these matters may result in adverse judgments or awards, including penalties, injunctions or other relief, and the Company may also determine to settle a matter because of the uncertainty and risks of litigation. Described below is a certain matterare matters in which there is a reasonable possibility thatof a material loss, could be incurred or where the matter may otherwise be of significant interest to stockholders. Unless otherwise noted, the Company is unable to provide a reasonable estimate of any potential liability given the stage of proceedings in the matter. With respect to all other pending matters, based on current information and consultation with counsel, it does not appear reasonably possible that the outcome of any such matter would be material to the financial condition, operating results, or cash flows of the Company.


Crago Order Routing Litigation: On July 13, 2016, a securities class action lawsuit was filed in the U.S. District Court for the Northern District of California on behalf of a putative class of customers executing equity orders through CS&Co. The lawsuit names CS&Co and CSC as defendants and alleges that an agreement under which CS&Co routed orders to UBS Securities LLC between July 13, 2011 and December 31, 2014 violated CS&Co’s duty to seek best execution. Plaintiffs seek unspecified damages, interest, injunctive and equitable relief, and attorneys’ fees and costs. After a first amended complaint was dismissed with leave to amend, plaintiffs filed a second amended complaint on August 14, 2017. Defendants again moved to dismiss, and in a decision issued December 5, 2017, the court denied the motion. Defendants have answered the complaint to deny all allegations, and intendare vigorously contesting the lawsuit.

TD Ameritrade Acquisition Litigation: Since March 10, 2020, six lawsuits have been filed by purported TD Ameritrade stockholders challenging the sufficiency of disclosures in the Form S-4 Registration Statement filed on that date with the SEC in connection with Schwab’s proposed acquisition of TD Ameritrade. All six lawsuits name the members of the TD Ameritrade board of directors as defendants. Two of the lawsuits also name Schwab as a defendant. In addition to vigorouslycosts and fees, the lawsuits seek to enjoin the vote of TD Ameritrade stockholders and the closing of the acquisition; and in the event the transaction is consummated, to set aside the transaction and obtain rescissionary damages. The Company considers the complaints to be without merit and would expect to contest the lawsuit.claims in due course.



Complaints filed are as follows: Kent v. TD Ameritrade Holding Corporation et al., a putative class action filed March 18, 2020 in U.S. District Court for the District of Delaware (Schwab entities named); Stein v. TD Ameritrade Holding Corporation et al., filed March 23, 2020 in U.S. District Court for the District of Delaware; Roth v. TD Ameritrade Holding Corporation et al., filed March 30, 2020 in United States District Court for the District of New Jersey; Litwin v. TD Ameritrade Holding Corporation et al., filed April 2, 2020 in U.S. District Court for the District of New Jersey; Bernstein v. TD Ameritrade Holding Corporation et al., a putative class action filed April 6, 2020 in U.S. District Court for the District of New Jersey (CSC named); and Garrison v. TD Ameritrade Holding Corporation et al., filed April 6, 2020 in U.S District Court for the Southern District of New York. 
11.

THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)

10.     Financial Instruments Subject to Off-Balance Sheet Credit Risk


Resale agreements: Schwab enters into collateralized resale agreements principally with other broker-dealers, which could result in losses in the event the counterparty fails to purchase the securities held as collateral for the cash advanced and the fair value of the securities declines. To mitigate this risk, Schwab requires that the counterparty deliver securities to a custodian, to be held as collateral, with a fair value at or in excess of the resale price. Schwab also sets standards for the credit quality of the counterparty, monitors the fair value of the underlying securities as compared to the related receivable, including accrued interest, and requires additional collateral where deemed appropriate. The collateral provided under these resale agreements is utilized to meet obligations under broker-dealer client protection rules, which place limitations on our ability to access such segregated securities. For Schwab to repledge or sell this collateral, itwe would be required to deposit cash and/or securities of an equal amount into itsour segregated reserve bank accounts in order to meet itsour segregated cash and investment requirement. Schwab’s resale agreements are not subject to master netting arrangements.


Securities lending: Schwab loans brokerage client securities temporarily to other brokers and clearing houses in connection with its securities lending activities and receives cash as collateral for the securities loaned. Increases in security prices may cause the fair value of the securities loaned to exceed the amount of cash received as collateral. In the event the counterparty to these transactions does not return the loaned securities or provide additional cash collateral, we may be exposed to the risk of acquiring the securities at prevailing market prices in order to satisfy our client obligations. Schwab mitigates this risk by requiring credit approvals for counterparties, monitoring the fair value of securities loaned, and requiring additional cash as collateral when necessary. We also borrow securities from other broker-dealers to fulfill short sales by brokerage clients and deliver cash to the lender in exchange for the securities. The fair value of these borrowed securities was $281$73 million and $99$719 million at March 31, 20192020 and December 31, 2018,2019, respectively. AllMost of our securities lending transactions are through a program with a clearing organization, which guarantees the return of cash to us and isus. Our securities lending transactions are subject to enforceable master netting arrangements with other broker-dealers; however, we do not net securities lending transactions. Therefore, the securities loaned and securities borrowed are presented gross in the condensed consolidated balance sheets.


THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


The following table presents information about our resale agreements and securities lending activity depicting the potential effect of rights of setoff between these recognized assets and recognized liabilities at March 31, 2019 and December 31, 2018:liabilities.

       Gross Amounts Not Offset in the
Condensed Consolidated
Balance Sheets
   Gross
Assets/
Liabilities
 Gross Amounts
Offset in the
Condensed
Consolidated
Balance Sheets
 Net Amounts
Presented in the
Condensed
Consolidated
Balance Sheets
 Gross Amounts Not Offset in the
Condensed Consolidated
Balance Sheets
 Net
Amount
 Gross
Assets/
Liabilities
 Gross Amounts
Offset in the
Condensed
Consolidated
Balance Sheets
 Net Amounts
Presented in the
Condensed
Consolidated
Balance Sheets
 Counterparty
Offsetting
 Collateral Net
Amount
 Counterparty
Offsetting
 Collateral 
March 31, 2019            
March 31, 2020            
Assets                        
Resale agreements (1)
 $6,861
 $
 $6,861
 $
 $(6,861)
(2) 
 $
 $17,044
 $
 $17,044
 $
 $(17,044)
(2) 
 $
Securities borrowed (3)
 287
 
 287
 (287) 
 
 78
 
 78
 (71) (6) 1
Total $7,148
 $
 $7,148
 $(287) $(6,861) $
 $17,122
 $
 $17,122
 $(71) $(17,050) $1
Liabilities                        
Securities loaned (4,5)
 $1,443
 $
 $1,443
 $(287) $(1,058) $98
 $1,335
 $
 $1,335
 $(71) $(1,106) $158
Total $1,443
 $
 $1,443
 $(287) $(1,058) $98
 $1,335
 $
 $1,335
 $(71) $(1,106) $158
                        
December 31, 2018            
December 31, 2019            
Assets                        
Resale agreements (1)
 $7,195
 $
 $7,195
 $
 $(7,195)
(2) 
 $
 $9,028
 $
 $9,028
 $
 $(9,028)
(2) 
 $
Securities borrowed (3)
 101
 
 101
 (98) (3) 
 735
 
 735
 (730) (5) 
Total $7,296
 $
 $7,296
 $(98) $(7,198) $
 $9,763
 $
 $9,763
 $(730) $(9,033) $
Liabilities                        
Securities loaned (4,5)
 $1,184
 $
 $1,184
 $(98) $(975) $111
 $1,251
 $
 $1,251
 $(730) $(445) $76
Total $1,184
 $
 $1,184
 $(98) $(975) $111
 $1,251
 $
 $1,251
 $(730) $(445) $76
(1) Included in cash and investments segregated and on deposit for regulatory purposes in the condensed consolidated balance sheets.
(2) Actual collateral was greater than or equal to 102%the value of the related assets. At March 31, 20192020 and December 31, 2018,2019, the fair value of collateral received in connection with resale agreements that are available to be repledged or sold was $7.0$17.2 billion and $7.4$9.2 billion, respectively.
(3) Included in receivables from brokers, dealers, and clearing organizationsother assets in the condensed consolidated balance sheets.
(4) Included in payables to brokers, dealers,accrued expenses and clearing organizationsother liabilities in the condensed consolidated balance sheets. The cash collateral received from counterparties under securities lending transactions was equal to or greater than the market value of the securities loaned at March 31, 20192020 and December 31, 2018.2019.
(5) Securities loaned are predominantly comprised of equity securities held in client brokerage accounts with overnight and continuous remaining contractual maturities.


Margin lending: Clients with margin loans have agreed to allow Schwab to pledge collateralized securities in their brokerage accounts in accordance with federal regulations. The following table summarizes the fair value of client securities that were available, under such regulations, that could have been used as collateral, andas well as the amountsfair value of securities that we had pledged:pledged under such regulations and from securities borrowed transactions:
 March 31, 2019 December 31, 2018 March 31, 2020 December 31, 2019
Fair value of client securities available to be pledgedFair value of client securities available to be pledged $25,744
 $26,628
Fair value of client securities available to be pledged $22,896
 $26,685
Fair value of client securities pledged for:    
Fair value of securities pledged for:Fair value of securities pledged for:    
Fulfillment of requirements with the Options Clearing Corporation (1)
Fulfillment of requirements with the Options Clearing Corporation (1)
 1,618
 2,315
Fulfillment of requirements with the Options Clearing Corporation (1)
 $4,622
 $2,171
Fulfillment of client short salesFulfillment of client short sales 1,861
 1,292
Fulfillment of client short sales 2,102
 2,293
Securities lending to other broker-dealersSecurities lending to other broker-dealers 1,178
 974
Securities lending to other broker-dealers 1,277
 1,017
Total collateral pledgedTotal collateral pledged $4,657
 $4,581
Total collateral pledged $8,001
 $5,481
Note: Excludes amounts available and pledged for securities lending from fully-paid client securities. The fair value of fully-paid client securities available and pledged was $161$104 million as of March 31, 20192020 and $97$142 million as of December 31, 2018.2019.
(1)  
Client securitiesSecurities pledged to fulfill client margin requirements for open option contracts established with the Options Clearing Corporation.






THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


12.11.    Fair Values of Assets and Liabilities


Assets and liabilities measured at fair value on a recurring basis


Schwab’s assets and liabilities measured at fair value on a recurring basis include: certain cash equivalents, certain investments segregated and on deposit for regulatory purposes, AFS securities, and certain other securities owned, and AFS securities.assets. The Company uses the market approach to determine the fair value of assets and liabilities. When available, the Company uses quoted prices in active markets to measure the fair value of assets and liabilities. Quoted prices for investments in exchange-traded securities represent end-of-day close prices published by exchanges. Quoted prices for money market funds and other mutual funds represent reported net asset values. When utilizing market data and bid-ask spread, the Company uses the price within the bid-ask spread that best represents fair value. When quoted prices in active markets do not exist, the Company uses prices obtained from independent third-party pricing services to measure the fair value of investment assets. We generally obtain prices from three independent third-party pricing sources for assets recorded at fair value.


Our primary independent pricing service provides prices for our fixed income investments such as commercial paper; certificates of deposit; U.S. government and agency securities; state and municipal securities; corporate debt securities; asset-backed securities; foreign government agency securities; and non-agency commercial mortgage-backed securities. Such prices are based on observable trades, broker/dealer quotes, and discounted cash flows that incorporate observable information such as yields for similar types of securities (a benchmark interest rate plus observable spreads) and weighted-average maturity for the same or similar “to-be-issued” securities. We compare the prices obtained from the primary independent pricing service to the prices obtained from the additional independent pricing services to determine if the price obtained from the primary independent pricing service is reasonable. Schwab does not adjust the prices received from independent third-party pricing services unless such prices are inconsistent with the definition of fair value and result in material differences in the amounts recorded.


For a description of the fair value hierarchy and Schwab’s fair value methodologies, see Note 2 in the 20182019 Form 10-K. We did not transfer any assets or liabilities between Level 1, Level 2, or Level 3 during the three months ended March 31, 2019, or the year ended December 31, 2018. In addition, theThe Company did not adjust prices received from the primary independent third-party pricing service at March 31, 20192020 or December 31, 2018.2019.








THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


Assets and Liabilities Measured at Fair Value on a Recurring Basis


The following tables present the fair value hierarchy for assets measured at fair value on a recurring basis. Liabilities recorded at fair value were not material, and therefore are not included in the following tables:
March 31, 2019Level 1 Level 2 Level 3 Balance at
Fair Value
March 31, 2020Level 1 Level 2 Level 3 Balance at
Fair Value
Cash equivalents:              
Money market funds$650
 $
 $
 $650
$5,152
 $
 $
 $5,152
Commercial paper
 4,265
 
 4,265

 4,057
 
 4,057
Total cash equivalents650
 4,265
 
 4,915
5,152
 4,057
 
 9,209
Investments segregated and on deposit for regulatory purposes:              
Certificates of deposit
 1,147
 
 1,147

 1,949
 
 1,949
U.S. Government securities
 3,342
 
 3,342

 12,649
 
 12,649
Total investments segregated and on deposit for regulatory purposes
 4,489
 
 4,489

 14,598
 
 14,598
Other securities owned:       
Equity and bond mutual funds422
 
 
 422
State and municipal debt obligations
 39
 
 39
Equity, U.S. Government and corporate debt, and other securities3
 44
 
 47
Schwab Funds® money market funds
13
 
 
 13
Total other securities owned438
 83
 
 521
Available for sale securities:              
U.S. agency mortgage-backed securities
 31,092
 
 31,092

 179,595
 
 179,595
U.S. Treasury securities
 10,275
 
 10,275
Asset-backed securities
 8,439
 
 8,439

 22,481
 
 22,481
Corporate debt securities
 6,532
 
 6,532

 11,222
 
 11,222
U.S. Treasury securities
 3,664
 
 3,664
U.S. state and municipal securities
 1,578
 
 1,578
Non-agency commercial mortgage-backed securities
 1,226
 
 1,226
Certificates of deposit
 3,146
 
 3,146

 998
 
 998
U.S. agency notes
 249
 
 249
Commercial paper
 209
 
 209

 396
 
 396
Foreign government agency securities
 50
 
 50

 51
 
 51
Non-agency commercial mortgage-backed securities
 13
 
 13
Other
 21
 
 21
Total available for sale securities
 60,005
 
 60,005

 221,232
 
 221,232
Other assets:       
Equity and bond mutual funds379
 
 
 379
U.S. Government securities
 251
 
 251
State and municipal debt obligations
 41
 
 41
Equity, corporate debt, and other securities3
 21
 
 24
Total other assets382
 313
 
 695
Total$1,088
 $68,842
 $
 $69,930
$5,534
 $240,200
 $
 $245,734


THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


December 31, 2018Level 1 Level 2 Level 3 Balance at
Fair Value
December 31, 2019Level 1 Level 2 Level 3 Balance at
Fair Value
Cash equivalents:              
Money market funds$3,429
 $
 $
 $3,429
$5,179
 $
 $
 $5,179
Commercial paper
 4,863
 
 4,863

 2,498
 
 2,498
Total cash equivalents3,429
 4,863
 
 8,292
5,179
 2,498
 
 7,677
Investments segregated and on deposit for regulatory purposes:              
Certificates of deposit
 1,396
 
 1,396

 1,351
 
 1,351
U.S. Government securities
 3,275
 
 3,275

 7,276
 
 7,276
Total investments segregated and on deposit for regulatory purposes
 4,671
 
 4,671

 8,627
 
 8,627
Other securities owned:       
Equity and bond mutual funds441
 
 
 441
State and municipal debt obligations
 39
 
 39
Equity, U.S. Government and corporate debt, and other securities3
 30
 
 33
Schwab Funds® money market funds
26
 
 
 26
Total other securities owned470
 69
 
 539
Available for sale securities:              
U.S. agency mortgage-backed securities
 25,556
 
 25,556

 46,155
 
 46,155
Corporate debt securities
 5,484
 
 5,484
Asset-backed securities
 4,987
 
 4,987
U.S. Treasury securities
 18,302
 
 18,302

 3,384
 
 3,384
Asset-backed securities
 10,085
 
 10,085
Corporate debt securities
 7,467
 
 7,467
Certificates of deposit
 3,685
 
 3,685

 1,004
 
 1,004
U.S. agency notes
 898
 
 898
Commercial paper
 522
 
 522

 395
 
 395
Foreign government agency securities
 49
 
 49
Non-agency commercial mortgage-backed securities
 14
 
 14

 13
 
 13
Total available for sale securities
 66,578
 
 66,578

 61,422
 
 61,422
Other assets:       
Equity and bond mutual funds442
 
 
 442
U.S. Government securities
 202
 
 202
State and municipal debt obligations
 47
 
 47
Equity, corporate debt, and other securities5
 22
 
 27
Total other assets447
 271
 
 718
Total$3,899
 $76,181
 $
 $80,080
$5,626
 $72,818
 $
 $78,444


THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


Fair Value of Other Financial Instruments
The following tables present the fair value hierarchy for other financial instruments:
March 31, 2019Carrying
Amount
 Level 1 Level 2 Level 3 Balance at
Fair Value
March 31, 2020Carrying
Amount
 Level 1 Level 2 Level 3 Balance at
Fair Value
Assets                  
Cash and cash equivalents$27,643
 $
 $27,643
 $
 $27,643
$59,249
 $59,249
 $
 $
 $59,249
Cash and investments segregated and on deposit for
regulatory purposes
9,421
 
 9,421
 
 9,421
19,668
 2,637
 17,031
 
 19,668
Receivables from brokers, dealers, and clearing
organizations
616
 
 616
 
 616
Receivables from brokerage clients — net20,519
 
 20,519
 
 20,519
18,998
 
 18,998
 
 18,998
Held to maturity securities:         
U.S. agency mortgage-backed securities106,532
 
 105,922
 
 105,922
Asset-backed securities18,465
 
 18,505
 
 18,505
Corporate debt securities4,479
 
 4,477
 
 4,477
U.S. state and municipal securities1,313
 
 1,382
 
 1,382
Non-agency commercial mortgage-backed securities1,145
 
 1,150
 
 1,150
U.S. Treasury securities223
 
 221
 
 221
Certificates of deposit200
 
 201
 
 201
Foreign government agency securities50
 
 49
 
 49
Other13
 
 13
 
 13
Total held to maturity securities132,420
 
 131,920
 
 131,920
Bank loans — net:                  
First Mortgages10,376
 
 10,283
 
 10,283
12,777
 
 12,969
 
 12,969
HELOCs1,389
 
 1,471
 
 1,471
1,063
 
 1,054
 
 1,054
Pledged asset lines4,576
 
 4,576
 
 4,576
5,467
 
 5,467
 
 5,467
Other169
 
 169
 
 169
214
 
 214
 
 214
Total bank loans — net16,510
 
 16,499
 
 16,499
19,521
 
 19,704
 
 19,704
Other assets535
 
 535
 
 535
812
 
 812
 
 812
Total$207,664
 $
 $207,153
 $
 $207,153
Liabilities                  
Bank deposits$219,454
 $
 $219,454
 $
 $219,454
$277,477
 $
 $277,477
 $
 $277,477
Payables to brokers, dealers, and clearing organizations1,602
 
 1,602
 
 1,602
Payables to brokerage clients29,701
 
 29,701
 
 29,701
49,251
 
 49,251
 
 49,251
Accrued expenses and other liabilities1,330
 
 1,330
 
 1,330
4,648
 
 4,648
 
 4,648
Long-term debt6,829
 
 6,959
 
 6,959
8,522
 
 8,736
 
 8,736
Total$258,916
 $
 $259,046
 $
 $259,046




THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


December 31, 2019Carrying
Amount
 Level 1 Level 2 Level 3 Balance at
Fair Value
Assets         
Cash and cash equivalents$21,668
 $21,668
 $
 $
 $21,668
Cash and investments segregated and on deposit for
regulatory purposes
11,807
 2,792
 9,015
 
 11,807
Receivables from brokerage clients — net21,763
 
 21,763
 
 21,763
Held to maturity securities:         
U.S. agency mortgage-backed securities109,325
 
 110,566
 
 110,566
Asset-backed securities17,806
 
 17,771
 
 17,771
Corporate debt securities4,661
 
 4,718
 
 4,718
U.S. state and municipal securities1,301
 
 1,404
 
 1,404
Non-agency commercial mortgage-backed securities1,119
 
 1,141
 
 1,141
U.S. Treasury securities223
 
 228
 
 228
Certificates of deposit200
 
 200
 
 200
Foreign government agency securities50
 
 50
 
 50
Other21
 
 21
 
 21
Total held to maturity securities134,706
 
 136,099
 
 136,099
Bank loans — net:         
First Mortgages11,693
 
 11,639
 
 11,639
HELOCs1,113
 
 1,153
 
 1,153
Pledged asset lines5,206
 
 5,206
 
 5,206
Other200
 
 200
 
 200
Total bank loans — net18,212
 
 18,198
 
 18,198
Other assets1,014
 
 1,014
 
 1,014
Liabilities         
Bank deposits$220,094
 $
 $220,094
 $
 $220,094
Payables to brokerage clients39,220
 
 39,220
 
 39,220
Accrued expenses and other liabilities1,882
 
 1,882
 
 1,882
Long-term debt7,430
 
 7,775
 
 7,775

December 31, 2018Carrying
Amount
 Level 1 Level 2 Level 3 Balance at
Fair Value
Assets         
Cash and cash equivalents$19,646
 $
 $19,646
 $
 $19,646
Cash and investments segregated and on deposit for
regulatory purposes
8,886
 
 8,886
 
 8,886
Receivables from brokers, dealers, and clearing
organizations
553
 
 553
 
 553
Receivables from brokerage clients — net21,641
 
 21,641
 
 21,641
Held to maturity securities:         
U.S. agency mortgage-backed securities118,064
 
 116,093
 
 116,093
Asset-backed securities18,502
 
 18,546
 
 18,546
Corporate debt securities4,477
 
 4,432
 
 4,432
U.S. state and municipal securities1,327
 
 1,348
 
 1,348
Non-agency commercial mortgage-backed securities1,156
 
 1,142
 
 1,142
U.S. Treasury securities223
 
 217
 
 217
Certificates of deposit200
 
 201
 
 201
Foreign government agency securities50
 
 49
 
 49
Other10
 
 10
 
 10
Total held to maturity securities144,009
 
 142,038
 
 142,038
Bank loans — net:         
First Mortgages10,370
 
 10,193
 
 10,193
HELOCs1,500
 
 1,583
 
 1,583
Pledged asset lines4,561
 
 4,561
 
 4,561
Other178
 
 178
 
 178
Total bank loans — net16,609
 
 16,515
 
 16,515
Other assets460
 
 460
 
 460
Total$211,804
 $
 $209,739
 $
 $209,739
Liabilities         
Bank deposits$231,423
 $
 $231,423
 $
 $231,423
Payables to brokers, dealers, and clearing organizations1,831
 
 1,831
 
 1,831
Payables to brokerage clients32,726
 
 32,726
 
 32,726
Accrued expenses and other liabilities1,370
 
 1,370
 
 1,370
Long-term debt6,878
 
 6,827
 
 6,827
Total$274,228
 $
 $274,177
 $
 $274,177






THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


13.12.    Stockholders’ Equity
On January 30, 2019, CSC publicly announced that its Board of Directors authorized a new Share Repurchase Programshare repurchase program to repurchase up to $4.0 billion of common stock. The share repurchase authorization does not have an expiration date. There were no0 repurchases of CSC’s common stock under this authorization during the three months ended March 31, 2020 and 2019.


The Company’s preferred stock issued and outstanding is as follows:

 Liquidation Preference Per Share  Dividend Rate in Effect at March 31, 2019Earliest Redemption DateDate at Which Dividend Rate Becomes FloatingFloating Annual Rate of Three-Month LIBOR plus: Liquidation Preference Per Share  Dividend Rate in Effect at March 31, 2020Earliest Redemption DateDate at Which Dividend Rate Becomes FloatingFloating Annual Rate of Three-Month LIBOR plus:
Shares Issued and Outstanding (In thousands) atCarrying Value at Shares Issued and Outstanding (in thousands) atCarrying Value at 
March 31, 2019 (1)
December 31, 2018 (1)
March 31, 2019December 31, 2018Issue Date
March 31,
2020
(1)
December 31, 2019 (1)
March 31, 2020December 31, 2019Issue Date
Fixed-rate:            
Series C600
600
$1,000
$585
$585
08/03/156.000%12/01/20N/AN/A
600
600
$1,000
$585
$585
08/03/156.000%12/01/20N/AN/A
Series D750
750
1,000
728
728
03/07/165.950%06/01/21N/AN/A
750
750
1,000
728
728
03/07/165.950%06/01/21N/AN/A
Fixed-to-floating-rate:            
Series A400
400
1,000
397
397
01/26/127.000%02/01/224.820%400
400
1,000
397
397
01/26/127.000%02/01/2202/01/224.820%
Series E6
6
100,000
591
591
10/31/164.625%03/01/223.315%6
6
100,000
591
591
10/31/164.625%03/01/2203/01/223.315%
Series F5
5
100,000
492
492
10/31/175.000%12/01/2712/01/272.575%5
5
100,000
492
492
10/31/175.000%12/01/2712/01/272.575%
Total preferred stock1,761
1,761


$2,793
$2,793
     1,761
1,761


$2,793
$2,793
    
(1) Represented by depositary shares, except for Series A.
N/A Not applicable.



Dividends declared on the Company’s preferred stock are as follows:
  Three Months Ended March 31,
  2020 2019
  Total
Declared
 Per Share
Amount
 Total
Declared
 Per Share
Amount
Series A $
 $
 $
 $
Series C 9.0
 15.00
 9.0
 15.00
Series D 11.2
 14.88
 11.2
 14.88
Series E 13.9
 2,312.50
 13.9
 2,312.50
Series F 
 
 
 
Total $34.1
   $34.1
  



THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


14.13.    Accumulated Other Comprehensive Income
The components of other comprehensive income (loss) are as follows:
2019 20182020 2019
Three Months Ended March 31,Before
Tax
 Tax
Effect
 Net of
Tax
 Before
Tax
 Tax
Effect
 Net of
Tax
Before
Tax
 Tax
Effect
 Net of
Tax
 Before
Tax
 Tax
Effect
 Net of
Tax
Change in net unrealized gain (loss) on available for sale securities:       
  
             
Net unrealized gain (loss)$227
 $(54) $173
 $(108) $26
 $(82)$5,151
 $(1,244) $3,907
 $227
 $(54) $173
Other reclassifications included in other revenue(1) 
 (1) 
 
 

 
 
 (1) 
 (1)
Amortization of amounts previously recorded upon transfer to held to maturity from
available for sale
12
 (3) 9
 9
 (2) 7

 
 
 12
 (3) 9
Other comprehensive income (loss)$238
 $(57) $181
 $(99) $24
 $(75)$5,151
 $(1,244) $3,907
 $238
 $(57) $181
AOCI balances are as follows:
Total AOCI
Balance at December 31, 2017$(152)
Adoption of accounting standards(33)
Available for sale securities: 
Net unrealized gain (loss)(82)
Held to maturity securities: 
Amortization of amounts previously recorded upon transfer to held to maturity from available for sale7
Balance at March 31, 2018(260)
 Total AOCI
Balance at December 31, 2018(252)$(252)
Available for sale securities:  
Net unrealized gain (loss), excluding transfers to available for sale from held to maturity154
154
Net unrealized gain on securities transferred to available for sale from held to maturity (1)
19
19
Other reclassifications included in other revenue(1)(1)
Held to maturity securities:  
Amortization of amounts previously recorded upon transfer to held to maturity from available for sale9
9
Balance at March 31, 2019$(71)$(71)
 
Balance at December 31, 2019$88
Available for sale securities: 
Net unrealized gain (loss), excluding transfers to available for sale from held to maturity2,850
Net unrealized gain on securities transferred to available for sale from held to maturity (2)
1,057
Balance at March 31, 2020$3,995
(1) As part of the adoption of ASU 2017-12, in In the first quarter of 2019, the Company made a one-timean election to transfer a portion of its HTM securities to AFS.AFS as part of its adoption of ASU 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities”. The transfer resulted in a net of tax increase to AOCI of $19 million.
(2) On January 1, 2020, the Company transferred all of its investment securities designated as HTM to the AFS category. The transfer resulted in a net of tax increase to AOCI of $1.1 billion. See Notes 2 andNote 4 for additional discussion on the 2020 transfer of HTM securities to AFS.









THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


15.14.    Regulatory Requirements


At March 31, 2019,2020, CSC and CSB met all of their respective capital requirements. The regulatory capital and ratios for CSC (consolidated) and CSB are as follows:

 
Actual (1)
 Minimum to be
Well Capitalized
 Minimum Capital Requirement 
Actual (1)
 Minimum to be
Well Capitalized
 Minimum Capital Requirement
March 31, 2019 Amount Ratio Amount Ratio Amount 
Ratio (2)
March 31, 2020 Amount Ratio Amount Ratio Amount 
Ratio (2)
CSC                        
Common Equity Tier 1 Risk-Based Capital $17,523
 19.8% N/A
   $3,976
 4.5% $18,197
 18.4% N/A
   $4,457
 4.5%
Tier 1 Risk-Based Capital 20,316
 23.0% N/A
   5,302
 6.0% 20,990
 21.2% N/A
   5,942
 6.0%
Total Risk-Based Capital 20,338
 23.0% N/A
   7,069
 8.0% 21,023
 21.2% N/A
   7,923
 8.0%
Tier 1 Leverage 20,316
 7.2% N/A
   11,263
 4.0% 20,990
 6.9% N/A
   12,137
 4.0%
Supplementary Leverage Ratio (1)
 20,316
 7.1% N/A
   8,631
 3.0%
Supplementary Leverage Ratio 20,990
 6.8% N/A
   9,309
 3.0%
CSB                        
Common Equity Tier 1 Risk-Based Capital $15,730
 20.7% $4,947
 6.5% $3,425
 4.5% $15,413
 19.7% $5,075
 6.5% $3,514
 4.5%
Tier 1 Risk-Based Capital 15,730
 20.7% 6,089
 8.0% 4,567
 6.0% 15,413
 19.7% 6,247
 8.0% 4,685
 6.0%
Total Risk-Based Capital 15,751
 20.7% 7,611
 10.0% 6,089
 8.0% 15,445
 19.8% 7,808
 10.0% 6,247
 8.0%
Tier 1 Leverage 15,730
 7.0% 11,168
 5.0% 8,934
 4.0% 15,413
 6.9% 11,114
 5.0% 8,891
 4.0%
Supplementary Leverage Ratio (1)
 15,730
 6.9% N/A
 N/A
 6,879
 3.0%
Supplementary Leverage Ratio 15,413
 6.7% N/A
 N/A
 6,867
 3.0%
                        
December 31, 2018            
December 31, 2019            
CSC                        
Common Equity Tier 1 Risk-Based Capital $16,813
 17.6% N/A
   $4,295
 4.5% $17,660
 19.5% N/A
   $4,073
 4.5%
Tier 1 Risk-Based Capital 19,606
 20.5% N/A
   5,726
 6.0% 20,453
 22.6% N/A
   5,431
 6.0%
Total Risk-Based Capital 19,628
 20.6% N/A
   7,635
 8.0% 20,472
 22.6% N/A
   7,241
 8.0%
Tier 1 Leverage 19,606
 7.1% N/A
   11,058
 4.0% 20,453
 7.3% N/A
   11,189
 4.0%
Supplementary Leverage Ratio 20,453
 7.1% N/A
   8,604
 3.0%
CSB                        
Common Equity Tier 1 Risk-Based Capital $15,832
 19.7% $5,233
 6.5% $3,623
 4.5% $14,819
 20.7% $4,649
 6.5% $3,218
 4.5%
Tier 1 Risk-Based Capital 15,832
 19.7% 6,441
 8.0% 4,831
 6.0% 14,819
 20.7% 5,722
 8.0% 4,291
 6.0%
Total Risk-Based Capital 15,853
 19.7% 8,051
 10.0% 6,441
 8.0% 14,837
 20.7% 7,152
 10.0% 5,722
 8.0%
Tier 1 Leverage 15,832
 7.2% 11,044
 5.0% 8,836
 4.0% 14,819
 7.1% 10,486
 5.0% 8,389
 4.0%
Supplementary Leverage Ratio 14,819
 6.8% N/A
 N/A
 6,497
 3.0%
(1) BeginningIn the interagency regulatory capital and liquidity rules adopted in October 2019, Category III banking organizations such as CSC were given the ability to opt-out of the inclusion of AOCI in regulatory capital, and CSC made this opt-out election as of January 1, 2020. Therefore, AOCI is excluded from the amounts and ratios presented as of March 31, 2020. In 2019, CSC and CSB are subject to the “advanced approaches” framework under the Basel III capital rule. As a result, we are nowwere required to include all components of AOCI in regulatory capital and report our supplementary leverage ratio, which is calculated as Tier 1 capital divided by total leverage exposure. Total leverage exposure includes all on-balance sheet assets and certain off-balance sheet exposures, including unused commitments. Prior to 2019, CSC and CSB elected to opt-out of the requirement to include most components of AOCI in Common Equity Tier 1 Capital;capital; the amounts and ratios for December 31, 20182019 are presented on this basis.
(2) Under the Basel III capital rule, CSC and CSB are also required to maintain a capital conservation buffer and beginning in 2019, a countercyclical capital buffer above the regulatory minimum risk-based capital ratios. The capital conservation buffer became 2.5% on January 1, 2019 (1.875% at December 31, 2018). At March 31, 2019, theand countercyclical capital buffer waswere 2.5% and zero percent.percent, respectively, for both periods presented. If either buffer falls below the minimum requirement, the Company would be subject to limits on capital distributions and discretionary bonus payments to executive officers. At March 31, 20192020, the minimum capital requirement plus capital conservation buffer and countercyclical capital buffer for Common Equity Tier 1 Risk-Based Capital, Tier 1 Risk-Based Capital, and Total Risk-Based Capital ratios were 7.0%, 8.5%, and 10.5%, respectively.
N/A Not applicable.


Based on its regulatory capital ratios at March 31, 2019,2020, CSB is considered well capitalized (the highest category) under its respective regulatory capital rules. There are no conditions or events since March 31, 20192020 that management believes have changed CSB’s capital category.


In late 2017, Schwab acquired a federal savings bank charter which is now called Charles Schwab Premier Bank. At March 31, 2019,2020, the balance sheetsheets of CSPB and Charles Schwab PremierTrust Bank (Trust Bank) consisted primarily of investment securities, and the entities held total assets of $14.4 billion. Charles Schwab Premier$22.4 billion and $10.7 billion, respectively. Based on their regulatory capital ratios, at March 31, 2020, CSPB and Trust Bank is subject to similarare considered well capitalized under their respective regulatory guidelines and requirements, and seeks to maintain a Tier 1 Leverage Ratio similar to CSB.capital rules.


THE CHARLES SCHWAB CORPORATION
Notes to Condensed Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Ratios, or as Noted)
(Unaudited)


Net capital and net capital requirements for CS&Co are as follows:
  March 31, 2020 December 31, 2019
Net Capital $3,472
 $3,700
Minimum net capital required 0.250
 0.250
2% of aggregate debit balances 419
 446
Net Capital in excess of required net capital $3,053
 $3,254

  March 31, 2019 December 31, 2018
Net Capital $2,370
 $2,304
Minimum net capital required 0.250
 0.250
2% of aggregate debit balances 411
 436
Net Capital in excess of required net capital $1,959
 $1,868
In accordance withPursuant to Rule 15c3-3 of the SEC Customer Protection Rule, CS&CoSecurities Exchange Act of 1934 and other applicable regulations, Schwab had portions of its cash and investments segregated for the exclusive benefit of clients at March 31, 2019.2020. The SEC Customer Protection Rule requires broker-dealers to segregate client fully-paid securities and cash balances not collateralizing margin positions and not swept to money market funds or bank deposit accounts. Amounts included in cash and investments segregated and on deposit for regulatory purposes represent actual balances on deposit. Cash and cash equivalents included in cash and investments segregated and on deposit for regulatory purposes are presented as part of Schwab’s cash balances in the condensed consolidated statements of cash flows.




16.15.    Segment Information
Schwab’s two2 reportable segments are Investor Services and Advisor Services. Schwab structures the operating segments according to its clients and the services provided to those clients. The Investor Services segment provides retail brokerage and banking services to individual investors, and retirement plan services, as well as other corporate brokerage services, to businesses and their employees. The Advisor Services segment provides custodial, trading, banking, and support services, as well as retirement business services, to independent RIAs, independent retirement advisors, and recordkeepers. Revenues and expenses are allocatedattributed to the two2 segments based on which segment services the client.
Management evaluates the performance of the segments on a pre-tax basis. Segment assets and liabilities are not used for evaluating segment performance or in deciding how to allocate resources to segments. There are no revenues from transactions between the segments.
Financial information for the segments is presented in the following table:
 Investor Services Advisor Services TotalInvestor Services Advisor Services Total
Three Months Ended March 31, 2019 2018 2019 2018 2019 20182020 2019 2020 2019 2020 2019
Net Revenues                       
Net interest revenue $1,195
 $957
 $486
 $306
 $1,681
 $1,263
$1,128
 $1,195
 $444
 $486
 $1,572
 $1,681
Asset management and administration fees 533
 593
 222
 258
 755
 851
600
 533
 227
 222
 827
 755
Trading revenue(1) 111
 127
 74
 74
 185
 201
119
 141
 69
 76
 188
 217
Other(1) 72
 64
 30
 19
 102
 83
20
 42
 10
 28
 30
 70
Total net revenues 1,911
 1,741
 812
 657
 2,723
 2,398
1,867
 1,911
 750
 812
 2,617
 2,723
Expenses Excluding Interest 1,062
 1,042
 397
 354
 1,459
 1,396
1,154
 1,062
 416
 397
 1,570
 1,459
Income before taxes on income $849
 $699
 $415
 $303
 $1,264
 $1,002
$713
 $849
 $334
 $415
 $1,047
 $1,264

(1) In the first quarter of 2020, order flow revenue was reclassified from other revenue to trading revenue. Prior period amounts have been reclassified to reflect this change.


16.    Subsequent Event
On April 30, 2020, the Company issued and sold 2,500,000 depositary shares, each representing a 1/100th ownership interest in a share of 5.375% fixed-rate reset non-cumulative perpetual preferred stock, Series G, $0.01 par value per share, with a liquidation preference of $100,000 per share (equivalent of $1,000 per depositary share). The net proceeds of the offering were approximately $2.47 billion, after deducting the underwriting discount and estimated offering expenses.




THE CHARLES SCHWAB CORPORATION






Item 4.     Controls and Procedures
Evaluation of disclosure controls and procedures: The management of the Company, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934) as of March 31, 2019.2020. Based on this evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures were effective as of March 31, 2019.2020.
Changes in internal control over financial reporting: No change in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934) was identified during the quarter ended March 31, 2019,2020, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.






THE CHARLES SCHWAB CORPORATION



PART  II  -  OTHER  INFORMATION




Item 1.     Legal Proceedings
For a discussion of legal proceedings, see Item 1 – Note 10.9.



Item 1A.     Risk Factors


During the first three months of 2019,2020, there have been no material changes to the risk factors in Part I – Item 1A – Risk Factors in the 20182019 Form 10-K except as described below. The risk factor described below updates, and should be read together with, the risk factors disclosed in Part I – Item 1A – Risk Factors, in our 2019 Annual Report on Form 10-K.


The challenging economic environment triggered by the COVID-19 pandemic has impacted and will continue to impact our business, results of operations and financial condition.
The COVID‑19 pandemic has adversely impacted the economic environment, leading to lower interest rates across the curve, lower equity market valuations and heightened volatility in the financial markets. These developments have had, and may continue to have, a negative impact on our net interest revenue and asset management and administration fees. Additionally, in March 2020, we experienced a significant increase in client cash balances held at our bank and broker-dealer subsidiaries, which caused our Tier 1 Leverage Ratio to decline and is likely to cause the ratio to further decline into the buffer we maintain between our long-term operating objective and our regulatory requirement. Furthermore, many of our employees and those of our outsourced service providers are subject to “shelter-in-place” restrictions. Certain of our client service response and processing times have increased as a result of very high levels of client engagement, our employees working remotely, and the temporary loss of services from some of our outsourced service providers. Credit markets have been adversely impacted due to both uncertainty regarding the pandemic’s economic impact and the anticipation that high levels of unemployment will have a significant impact on retail credit and commercial real estate forbearances and delinquencies. We may experience higher levels of delinquencies on our portfolios of first mortgages and home equity lines of credit. We may also experience higher credit spreads in certain sectors within our portfolio of investment securities, especially those asset-backed securities and commercial mortgage-backed securities with exposure to retail loans and commercial real estate. These and other impacts of the COVID‑19 pandemic could have the effects of heightening many of the other risks described in the “Risk Factors” section of our Annual Report on Form 10-K for the year ended December 31, 2019 incorporated by reference herein. The extent to which the COVID‑19 pandemic impacts our business, results of operations and financial condition will depend on future developments, which are highly uncertain, including the scope and duration of the pandemic, actions taken by governmental authorities to contain the financial and economic impact of the pandemic and the spread of COVID‑19, further changes in credit quality and spreads, and reactions in the financial markets.


Item 2.     Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities
On January 30, 2019, CSC publicly announced that its Board of Directors authorized the repurchase of up to $4.0 billion of common stock. The authorization does not have an expiration date. There were no share repurchases under this authorization during the first quarter of 2019.2020.





THE CHARLES SCHWAB CORPORATION







The following table summarizes purchases made by or on behalf of CSC of its common stock for each calendar month in the first quarter of 20192020 (in millions, except number of shares, which are in thousands, and per share amounts):
Month Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Program Approximate Dollar Value of Shares That May Yet Be Purchased Under the Publicly Announced Program Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Program Approximate Dollar Value of Shares That May Yet Be Purchased Under the Publicly Announced Program
January:                
Share repurchase program 
 $
 $
 $4,000
 
 $
 
 $1,780
Employee transactions (1)
 3
 $41.59
 N/A
 N/A
 7
 $47.96
 N/A
 N/A
February:                
Share repurchase program 
 $
 $
 $4,000
 
 $
 
 $1,780
Employee transactions (1)
 3
 $47.12
 N/A
 N/A
 3
 $46.33
 N/A
 N/A
March:                
Share repurchase program 
 $
 $
 $4,000
 
 $
 
 $1,780
Employee transactions (1)
 209
 $46.76
 N/A
 N/A
 134
 $40.65
 N/A
 N/A
Total:                
Share repurchase program 
 $
 $
 $4,000
 
 $
 
 $1,780
Employee Transactions (1)
 215
 $46.70
 N/A
 N/A
Employee transactions (1)
 144
 $41.12
 N/A
 N/A
(1) Includes restricted shares withheld (under the terms of grants under employee stock incentive plans) to offset tax withholding obligations that occur upon vesting and release of restricted shares. The CompanyCSC may receive shares delivered or attested to pay the exercise price and/or to satisfy tax withholding obligations by employees who exercise stock options granted under employee stock incentive plans, which are commonly referred to as stock swap exercises.
N/A Not applicable.






THE CHARLES SCHWAB CORPORATION



Item 3.     Defaults Upon Senior Securities


None.



Item 4.     Mine Safety Disclosures


Not applicable.



Item 5.     Other Information
None.




THE CHARLES SCHWAB CORPORATION






Item 6.     Exhibits
The following exhibits are filed as part of this Quarterly Report on Form 10-Q:
Exhibit
Number
Exhibit
Number
Exhibit Exhibit 
  
3.21 
    
31.131.1  
    
31.231.2  
    
32.132.1(1)(1)
    
32.232.2(1)(1)
    
101.INS101.INSXBRL Instance Document(2)Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.(2)
    
101.SCH101.SCHXBRL Taxonomy Extension Schema(2)Inline XBRL Taxonomy Extension Schema(2)
    
101.CAL101.CALXBRL Taxonomy Extension Calculation(2)Inline XBRL Taxonomy Extension Calculation(2)
    
101.DEF101.DEFXBRL Extension Definition(2)Inline XBRL Extension Definition(2)
    
101.LAB101.LABXBRL Taxonomy Extension Label(2)Inline XBRL Taxonomy Extension Label(2)
    
101.PRE101.PREXBRL Taxonomy Extension Presentation(2)Inline XBRL Taxonomy Extension Presentation(2)
    
(1)Furnished as an exhibit to this Quarterly Report on Form 10-Q. 
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) 
    
(2)
Attached as Exhibit 101 to this Quarterly Report on Form 10-Q for the quarterly period ended
March 31, 2019 are the following materials formatted in XBRL (Extensible Business Reporting Language) (i) the Condensed Consolidated Statements of Income, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Stockholders’ Equity, (v) the Condensed Consolidated Statements of Cash Flows, and (vi) Notes to Condensed Consolidated Financial Statements.
 
(1)Furnished as an exhibit to this Quarterly Report on Form 10-Q. 
  
(2)Attached as Exhibit 101 to this Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2020 are the following materials formatted in Inline XBRL (Extensible Business Reporting Language) (i) the Condensed Consolidated Statements of Income, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Stockholders’ Equity, (v) the Condensed Consolidated Statements of Cash Flows, and (vi) Notes to Condensed Consolidated Financial Statements. 








THE CHARLES SCHWAB CORPORATION








SIGNATURE




Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.




   THE CHARLES SCHWAB CORPORATION
   (Registrant)
    
    
    
Date:May 8, 20192020 /s/ Peter Crawford
   Peter Crawford
   Executive Vice President and Chief Financial Officer




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