United States securities and exchange commission logo
November 1, 2021
Walter W. Bettinger II
President and Chief Executive Officer
The Charles Schwab Corporation
3000 Schwab Way
Westlake, TX 76262
Re: The Charles Schwab
Corporation
Form 10-K for the
Fiscal Year Ended December 31, 2020
Filed February 24,
2021
File No. 001-09700
Dear Mr. Bettinger II:
We have reviewed your October 6, 2021 response to our comment
letter and have the
following comments. In some of our comments, we may ask you to provide
us with information
so we may better understand your disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your response to these comments, we may have
additional
comments. Unless we note otherwise, our references to prior comments are
to comments in our
September 23, 2021 letter.
Form 10-K for fiscal year ended 12/31/2021
Item 1A. Risk Factors, page 13
1. We reissue in part
comment 1. We note your response to this comment. Tell us how you
evaluated material
litigation risks related to climate change to which you are potentially
exposed other than
those related to your present product line-up.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of
Operations, page 27
2. We reissue in part
comment 2. Please explain how you considered providing disclosure
addressing the
difficulties involved in assessing the timing and effect of pending climate-
related laws,
regulations or guidance.
Walter W. Bettinger II
The Charles Schwab Corporation
November 1, 2021
Page 2
3. We note from your response to prior comment 3 that capital
expenditures specifically
related to climate-related projects were not material to your
financial condition, results of
operations, or cash flows as of and for the three years ended December
31, 2020 or to your
estimated planned capital expenditures for your 2021 fiscal year.
Please provide us with
quantitative information supporting this statement.
4. Your response to comment 4 states that indirect consequences of
climate-related
regulation have not been material to your financial condition, results
of operations, or cash
flows. Your response appears to be conclusory and does not adequately
address the
specific items from our prior comment. Tell us about the indirect
consequences of
climate-related regulation or business trends considered in your
response, your process for
identifying such matters, and how you assessed potential materiality.
For example,
provide us with additional information supporting your statement that
you do not believe
that you experienced material climate-related reputational harm
resulting from your
operations or those of your clients or from products that you sell.
5. We reissue in part comment 5 as your response does not appear to
address each of the
items from our prior comment. Please tell us in more detail how you
considered providing
a discussion of the significant physical effects of climate change on
your operations and
results, such as effects on the severity of weather. As part of your
response, address the
potential indirect weather-related impacts that have affected or may
affect your third-party
vendors or third-party service providers. In addition, quantify
weather-related damages to
your property or operations and explain how you concluded that there
was no material
weather-related impact to the cost or availability of insurance.
6. Your response to comment 6 indicates that you have not identified
material transition risks
related to climate change. Please tell us how you assess potential
transition risks and why
you concluded that disclosure was not required. Your response should
specifically
address the different types of transition risks related to climate
change you considered,
including those noted in our prior comment, and explain your basis for
concluding that
they will not have a material impact on your business, financial
condition, results of
operations, or cash flows.
7. Your response to comment 7 states that you have not incurred material
compliance costs
FirstName LastNameWalter W. Bettinger II
related to climate change. Describe the nature of the compliance costs
you have incurred
Comapany NameThe
and provide us Charles Schwab Corporation
with quantitative information supporting your statement
that the related
amounts
November were
1, 2021 not2material.
Page
FirstName LastName
Walter W. Bettinger II
FirstName
The CharlesLastNameWalter W. Bettinger II
Schwab Corporation
Comapany 1,
November NameThe
2021 Charles Schwab Corporation
November
Page 3 1, 2021 Page 3
FirstName LastName
You may contact Todd Schiffman at 202-551-3491 or Erin Purnell at
202-551-3454 if
you have questions regarding these comments.
Sincerely,
Division of Corporation
Finance
Office of Finance