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. CSC
engages, through its subsidiaries (collectively referred to as Schwab or the
Company), in wealth management, securities brokerage, banking, asset management,
custody, and financial advisory services.

Principal business subsidiaries of CSC include the following:



•Charles Schwab & Co., Inc. (CS&Co), incorporated in 1971, a securities
broker-dealer;
•TD Ameritrade, Inc., an introducing securities broker-dealer;
•TD Ameritrade Clearing, Inc. (TDAC), a securities broker-dealer that provides
trade execution and clearing services to TD Ameritrade, Inc.;
•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, investment advisory, and banking and
trust 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 trust, 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 $60 trillion, which means the Company's $6.64 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, 2021 (2021
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 or Commission): annual reports on Form 10-K, quarterly reports
on Form 10-Q, current reports on Form 8-K, and any amendments to those reports
filed or furnished pursuant to Section 13(a)
                                     - 1 -
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                         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)

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 average liquidity coverage 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 them.


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," "continue," "seek," 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);
•Investments to support growth in our client base (see Overview);
•Tier 1 Leverage Ratio operating objective (see Overview and Capital
Management);
•Expected timing for the TD Ameritrade client conversions; cost estimates and
timing related to the TD Ameritrade integration, including acquisition and
integration-related costs and capital expenditures, cost synergies, and exit and
other related costs (see Overview and Exit and Other Related Liabilities in Part
I - Item 1 - Financial Information - Notes to Condensed Consolidated Financial
Statements (Item 1) - Note 10);
•The expected impact of proposed and final rules (see Current Regulatory
Environment and other Developments);
•   Rates paid on client-related liabilities; net interest revenue (see Results
of Operations);
•Capital expenditures (see Results of Operations);
•The phase-out of the use of LIBOR (see Risk Management);
•Sources and uses of liquidity and capital (see Liquidity Risk and Capital
Management);
•Capital management; the migration of Insured Deposit Account (IDA) agreement
balances to our balance sheet (see Capital Management and Commitments and
Contingencies in Item 1 - Note 9);
•The expected impact of new accounting standards not yet adopted (see New
Accounting Standards in Item 1 - Note 2);
•The likelihood of indemnification and guarantee payment obligations and clients
failing to fulfill contractual obligations (see Commitments and Contingencies in
Item 1 - Note 9); and
•The impact of legal proceedings and regulatory matters (see Commitments and
Contingencies in Item 1 - Note 9 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 equity valuations and the level of
interest rates;
•The level and mix of client trading activity;
•Our ability to attract and retain clients, develop trusted relationships, and
grow client assets;
•Client use of our advisory and lending solutions and other products and
services;
•The level of client assets, including cash balances;
•Competitive pressure on pricing, including deposit rates;
•Client sensitivity to rates;
•Regulatory guidance and adverse impacts from new legislation or rulemaking;
•Capital and liquidity needs and management;
•Our ability to manage expenses;
•Our ability to attract and retain talent;
                                     - 2 -
--------------------------------------------------------------------------------
                         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)

•Our ability to develop and launch new and enhanced products, services, and
capabilities, as well as enhance our infrastructure, in a timely and successful
manner;
•Our ability to monetize client assets;
•Our ability to support client activity levels;
•The risk that expected cost synergies and other benefits from the TD Ameritrade
acquisition may not be fully realized or may take longer to realize than
expected and that integration-related expenses may be higher than expected;
•Increased compensation and other costs due to inflationary pressures;
•The timing and scope of integration-related and other technology projects;
•Real estate and workforce decisions;
•Client cash allocations;
•Migrations of bank deposit account balances (BDA balances);
•Balance sheet positioning relative to changes in interest rates;
•Interest earning asset mix and growth;
•Prepayment levels for mortgage-backed securities;
•LIBOR trends;
•Adverse developments in litigation or regulatory matters and 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 2021
Form 10-K.



                                     - 3 -

--------------------------------------------------------------------------------
                         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 third quarter and first nine months of 2022 and 2021 are as follows:



                                               Three Months Ended                                         Nine Months Ended
                                                  September 30,                   Percent                   September 30,                   Percent
                                             2022               2021              Change               2022               2021              Change
Client Metrics
Net new client assets (in billions) (1)  $   114.6          $   139.0                 (18) %       $   278.5          $   381.6                 (27) %

Core net new client assets (in billions) $ 114.6 $ 139.0

           (18) %       $   299.3          $   396.0                 (24) %

Client assets (in billions, at quarter $ 6,644.2 $ 7,614.0

           (13) %
end)
Average client assets (in billions)      $ 7,125.9          $ 7,699.7                  (7) %       $ 7,385.0          $ 7,336.9                   1  %
New brokerage accounts (in thousands)          897              1,178                 (24) %           3,113              5,988                 (48) %
Active brokerage accounts (in thousands,    33,875             32,675                   4  %
at quarter end)
Assets receiving ongoing advisory
services (in billions,                   $ 3,417.5          $ 3,783.3

(10) %


 at quarter end)
Client cash as a percentage of client         12.9  %            10.8  %
assets (at quarter end)
Company Financial Information and
Metrics
Total net revenues                       $   5,500          $   4,570                  20  %       $  15,265          $  13,812                  11  %
Total expenses excluding interest            2,823              2,559                  10  %           8,475              8,122                   4  %
Income before taxes on income                2,677              2,011                  33  %           6,790              5,690                  19  %
Taxes on income                                657                485                  35  %           1,575              1,415                  11  %
Net income                                   2,020              1,526                  32  %           5,215              4,275                  22  %
Preferred stock dividends and other            136                120                  13  %             401                364                  10  %
Net income available to common           $   1,884          $   1,406                  34  %       $   4,814          $   3,911                  23  %

stockholders

Earnings per common share - diluted $ .99 $ .74

            34  %       $    2.53          $    2.06                  23  %
Net revenue growth from prior year              20  %              87  %                                  11  %              84  %
Pre-tax profit margin                         48.7  %            44.0  %                                44.5  %            41.2  %
Return on average common stockholders'          25  %              12  %                                  18  %              11  %
equity (annualized)
Expenses excluding interest as a
percentage of average client                  0.16  %            0.13  %                                0.15  %            0.15  %
 assets (annualized)
Consolidated Tier 1 Leverage Ratio (at         6.8  %             6.3  %
quarter end)
Non-GAAP Financial Measures (2)
Adjusted total expenses (3)              $   2,570          $   2,302                              $   7,724          $   7,294
Adjusted diluted EPS                     $    1.10          $     .84                              $    2.83          $    2.39
Return on tangible common equity                74  %              23  %                                  42  %              21  %


(1) The first nine months of 2022 include an outflow of $20.8 billion from a
mutual fund clearing services client. The first nine months of 2021 includes an
outflow of $14.4 billion from a mutual fund clearing services client.
(2) See Non-GAAP Financial Measures for further details and a reconciliation of
such measures to GAAP reported results.
(3) Adjusted total expenses is a non-GAAP financial measure adjusting total
expenses excluding interest. See Non-GAAP Financial Measures.

During the first nine months of 2022, our clients faced a challenging
macroeconomic environment that included rising inflation, the Federal Reserve's
corresponding aggressive monetary tightening policy, Russia's continued war in
Ukraine, and increasing challenges across other global economies. Equity markets
declined substantially throughout the first nine months of 2022, with the S&P
500 extending year-to-date losses to 25% through September 30.

Against this backdrop, clients' daily average trades (DATs) in the third quarter
remained consistent with the prior year quarter at 5.5 million, while declining
8% to 6.1 million on a year-to-date basis as investor sentiment softened,
particularly compared with the extraordinary client trading levels seen in early
2021. New brokerage accounts were also down from the prior year, as clients
opened 897 thousand and 3.1 million new brokerage accounts in the third quarter
and first nine months of 2022, respectively. Active brokerage accounts were 33.9
million at September 30, 2022, increasing 4% year-over-year. Core net new assets
were $114.6 billion in the third quarter and brought the year-to-date 2022 total
to $299.3 billion. We ended the third quarter of 2022 with total client assets
of $6.64 trillion, down 13% from September 30, 2021, and down 18% from year-end
2021, as declines in market valuations of approximately $1.4 trillion over the
past 12 months outweighed our continued asset gathering.

                                     - 4 -
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                         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)

Schwab's financial results in the third quarter and first nine months of 2022
reflected the strength of our business and significant benefits from higher
market interest rates. Net income totaled $2.0 billion and $5.2 billion in the
third quarter and first nine months of 2022, respectively, increasing 32% and
22% from the comparable periods in 2021. Diluted earnings per common share (EPS)
was $.99 and $2.53 in the third quarter and first nine months of 2022,
respectively, rising 34% and 23% from the same periods in the prior year.
Adjusted diluted EPS (1), which excludes acquisition and integration-related
costs, amortization of acquired intangible assets, and related income tax
effects, was $1.10 and $2.83 in the third quarter and first nine months of 2022,
respectively, up 31% and 18% from the comparable periods in 2021.

Total net revenues were $5.5 billion and $15.3 billion in the third quarter and
first nine months of 2022, respectively, rising 20% and 11% from the comparable
periods in 2021. Net interest revenue increased to $2.9 billion and $7.7 billion
for the third quarter and first nine months of 2022, representing growth of 44%
and 30% over the prior year periods primarily as a result of significantly
higher market rates. Asset management and administration fees of $1.0 billion
and $3.2 billion in the third quarter and first nine months of 2022,
respectively, were down 5% from the third quarter of 2021 and largely flat with
the first nine months of 2021, as significant declines in equity market
valuations offset the benefit of lower money market fund fee waivers.

Trading revenue totaled $930 million and $2.8 billion in the third quarter and
first nine months of 2022, respectively, down 4% and 11% from the same periods
in 2021, due primarily to changes in the mix of client trading activity, and,
for the year-to-date period, lower DATs in 2022 relative to the extraordinary
client trading volume seen early in 2021. Bank deposit account fee revenue was
$413 million and $1.1 billion in the third quarter and first nine months of
2022, respectively, increasing 28% and 5% from the same periods in 2021, as
higher average net yields more than offset lower average BDA balances. BDA
balances totaled $139.6 billion at September 30, 2022, down 9% from September
30, 2021 and down 12% from year-end 2021.

Total expenses excluding interest amounted to $2.8 billion and $8.5 billion in
the third quarter and first nine months of 2022, respectively, increasing 10%
and 4% from the same periods in 2021. Adjusted total expenses (1) were $2.6
billion and
$7.7 billion for the third quarter and first nine months of 2022, respectively,
increasing 12% and 6% from the same periods in 2021. The increases in total
expenses excluding interest and total adjusted expenses reflected higher
compensation and benefits expense and higher occupancy and equipment expense, as
we continued to invest in our people and technology to support ongoing growth in
our client base. The year-to-date increases were partially offset by lower other
expense, which included a charge of approximately $200 million in the second
quarter of 2021 (see Item 1 - Note 9).

Return on average common stockholders' equity increased to 25% and 18% for the
third quarter and first nine months of 2022, respectively, compared with 12% and
11% in the comparable periods in 2021. Return on tangible common equity (1)
(ROTCE) was 74% and 42% in the third quarter and first nine months of 2022,
respectively, compared with 23% and 21% in the same periods in the prior year.
The increases in both return on average common stockholders' equity and ROTCE
were due primarily to lower stockholders' equity and higher net income.
Stockholders' equity declined in the first nine months of 2022 due to a
significant decrease in accumulated other comprehensive income (AOCI), as higher
market interest rates resulted in larger unrealized losses on our available for
sale (AFS) portfolio.

The Company continued its diligent approach to balance sheet management amid a
rapidly evolving macroeconomic environment in the first nine months of 2022,
maintaining appropriate capital and liquidity to support client activity and
returning excess capital to stockholders. Total balance sheet assets of $577.6
billion at September 30, 2022 were down 9% in the third quarter and down 13%
from year-end 2021, primarily due to decreases in bank deposits and payables to
brokerage clients as a result of client cash allocation decisions and unrealized
losses on AFS securities, both primarily resulting from higher market interest
rates.

During the third quarter, the Board of Directors approved a 10% increase in our
common dividend and a $15 billion share repurchase authorization; repurchases
under this new authorization totaled $1.5 billion in the third quarter. As
announced in September, the Company redeemed its $400 million Series A Preferred
Stock effective November 1, 2022, and we announced in October the redemption of
our $600 million Series E Preferred Stock, effective December 1, 2022. In
addition, during the third quarter, we lowered our operating objective for the
Company's consolidated Tier 1 Leverage Ratio by 25 basis points to 6.50%-6.75%.
The Company's Tier 1 Leverage Ratio was 6.8% at September 30, 2022, slightly
above our new operating objective.

(1) Adjusted diluted EPS, adjusted total expenses, and return on tangible common equity are non-GAAP financial measures. See Non-GAAP Financial Measures for further details and a reconciliation of such measures to GAAP reported results.


                                     - 5 -
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                         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)

Integration of TD Ameritrade



Effective October 6, 2020, the Company completed its acquisition of TD
Ameritrade Holding Corporation (TDA Holding) and its consolidated subsidiaries
(collectively referred to as "TD Ameritrade" or "TDA"). Integration work
continued during the first nine months of 2022. Based on our current integration
plans and expanded scope of technology work, the Company now expects to complete
most client conversions across multiple groups over the course of 2023, with
certain client groups to be completed in early 2024. We now expect to incur
total acquisition and integration-related costs and capital expenditures of
between $2.4 billion and $2.5 billion, which reflects increased costs resulting
from incremental complexity in conversion work, due in part to the replacement
of certain vendor resources following Russia's invasion of Ukraine, as well as
overall inflationary pressures.

The Company's estimates of the nature, amounts, and timing of recognition of
acquisition and integration-related costs remain subject to change based on a
number of factors, including the expected duration and complexity of the
integration process and the continued uncertainty of the economic environment.
More specifically, factors that could cause variability in our expected
acquisition and integration-related costs include the level of employee
attrition and availability of third-party labor, workforce redeployment from
eliminated positions into open roles, changes in the levels of client activity,
as well as changes in the scope and cost of technology and real estate-related
exit cost variability due to effects of changes in remote working trends.

Acquisition and integration-related costs, which are inclusive of related exit
costs, totaled $101 million and $291 million for the third quarter and first
nine months of 2022, respectively, and $104 million and $367 million for the
third quarter and first nine months of 2021, respectively. Over the course of
the integration, we continue to expect to realize annualized cost synergies of
between $1.8 billion and $2.0 billion, and, through September 30, 2022, we have
achieved over half of this amount on an annualized run-rate basis. The Company
expects to realize the vast majority of the remaining estimated cost synergies
by the end of 2024. Estimated timing and amounts of synergy realization are
subject to change as we progress in the integration. Refer to Part II - Item 7 -
Overview in our 2021 Form 10-K and Item 1 - Note 10 for additional information
regarding our integration of TD Ameritrade.

Current Regulatory Environment and Other Developments

Results of the Federal Reserve's 2022 Comprehensive Capital Analysis and Review



In June 2022, the Company received the results of the Federal Reserve's 2022
Comprehensive Capital Analysis and Review (CCAR). These results included the
Federal Reserve's estimate of CSC's minimum capital ratios under the supervisory
severely adverse scenario for the nine-quarter horizon beginning December 31,
2021 and ending March 31, 2024. Based on these results, CSC's calculated stress
capital buffer was below the 2.5% minimum, resulting in a stress capital buffer
at the 2.5% floor. This 2.5% stress capital buffer became applicable on October
1, 2022. See Item 1 - Note 16 for additional information regarding our capital
requirements.

Inflation Reduction Act of 2022: Excise Tax on Share Repurchases



In August 2022, the Inflation Reduction Act of 2022 (Inflation Reduction Act)
was enacted into law. Among many other items, the Inflation Reduction Act
imposes a nondeductible 1% excise tax on a publicly traded corporation on the
fair market value of certain stock that it repurchases, net of issuances,
effective for repurchases after December 31, 2022. The Company believes share
repurchases made under its current repurchase authorization beginning in 2023
will become subject to this tax. We expect to recognize the tax as a direct and
incremental cost associated with these transactions. For repurchases of common
stock, we expect the tax will be recorded as part of the cost basis of the
treasury stock repurchased, resulting in no income statement impact.

Federal Deposit Insurance Corporation (FDIC) Assessment Rate Increase



In October 2022, the FDIC adopted a final rule to increase the initial base
deposit insurance assessment rates by 2 basis points, beginning with the first
quarterly assessment period of 2023. The FDIC has stated that this change is
intended to raise the FDIC's Deposit Insurance Fund (DIF) reserve ratio to the
minimum threshold within the FDIC's established DIF restoration plan, and will
remain in effect until the DIF reserve ratio meets the FDIC's long-term goal of
2%. A 2 basis point increase in the initial base deposit insurance assessment
rate will result in a corresponding increase in regulatory fees and assessments,
as well as a corresponding decrease in bank deposit account fee revenue based on
IDA balances.

                                     - 6 -
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                         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:



                                                                                  2022                                    2021
                                                                                           % of                                    % of
                                                  Percent                               Total Net                               Total Net
Three Months Ended September 30,                   Change             Amount             Revenues             Amount             Revenues
Net interest revenue
Interest revenue                                        56  %       $ 3,357                     61  %       $ 2,153                     47  %
Interest expense                                          N/M          (431)                    (8) %          (123)                    (3) %
Net interest revenue                                    44  %         2,926                     53  %         2,030                     44  %
Asset management and administration fees
Mutual funds, exchange-traded funds (ETFs),
and collective trust                                     3  %           520                      9  %           503                     11  %
 funds (CTFs)
Advice solutions                                       (12) %           452                      8  %           511                     11  %
Other                                                  (14) %            75                      2  %            87                      2  %
Asset management and administration fees                (5) %         1,047                     19  %         1,101                     24  %
Trading revenue
Commissions                                             (7) %           435                      8  %           466                     10  %
Order flow revenue                                     (10) %           432                      8  %           482                     11  %
Principal transactions                                    N/M            63                      1  %            16                      -
Trading revenue                                         (4) %           930                     17  %           964                     21  %
Bank deposit account fees                               28  %           413                      8  %           323                      7  %
Other                                                   21  %           184                      3  %           152                      4  %

Total net revenues                                      20  %       $ 5,500                    100  %       $ 4,570                    100  %


                                                                                   2022                                     2021
                                                                                            % of                                     % of
                                                  Percent                                Total Net                                Total Net
Nine Months Ended September 30,                    Change             Amount              Revenues             Amount              Revenues
Net interest revenue
Interest revenue                                        34  %       $  8,386                     55  %       $  6,236                     45  %
Interest expense                                       111  %           (733)                    (5) %           (348)                    (2) %
Net interest revenue                                    30  %          7,653                     50  %          5,888                     43  %
Asset management and administration fees
Mutual funds, ETFs, and CTFs                             5  %          1,524                     10  %          1,454                     11  %
Advice solutions                                        (4) %          1,409                      9  %          1,469                     11  %
Other                                                   (3) %            234                      2  %            241                      1  %
Asset management and administration fees                 -             3,167                     21  %          3,164                     23  %
Trading revenue
Commissions                                            (13) %          1,362                      9  %          1,559                     11  %
Order flow revenue                                     (13) %          1,332                      9  %          1,538                     11  %
Principal transactions                                 121  %             84                      -                38                      1  %
Trading revenue                                        (11) %          2,778                     18  %          3,135                     23  %
Bank deposit account fees                                5  %          1,059                      7  %          1,011                      7  %
Other                                                   (1) %            608                      4  %            614                      4  %

Total net revenues                                      11  %       $ 15,265                    100  %       $ 13,812                    100  %

N/M Not meaningful. Percent changes greater than 200% are presented as not meaningful.


                                     - 7 -
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                         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)

Net Interest Revenue



Revenue on interest-earning assets is affected by various factors, such as the
composition of assets, prevailing interest rates and spreads 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. Schwab establishes the rates paid on
client-related liabilities, and management expects that it will generally adjust
the rates paid on these liabilities at some fraction of any movement in
short-term rates. Interest expense on long-term debt, short-term borrowings, and
other funding sources is impacted by market interest rates at the time of
borrowing and changes in interest rates on floating-rate debt.

Interest rates increased significantly from year-end 2021 through September 30,
2022. Short-term rates were near zero until the Federal Reserve began its
aggressive tightening cycle in response to rising inflation beginning in March
2022, ultimately increasing the federal funds target overnight rate five times
between March and September for a total increase of 300 basis points, while
long-term interest rates increased throughout the first nine months of the year.

Schwab continued to see strength in net new client assets during the first nine
months of 2022, which, along with transfers of BDA balances to the Company's
balance sheet (see Bank Deposit Account Fees), drove growth in Schwab's average
interest-earning assets in the third quarter and first nine months of 2022
relative to the same periods in 2021. Partially offsetting this growth, we
experienced significant seasonal tax outflows in the second quarter, and, due to
the rapid increases to the federal funds overnight rate, changes in client cash
allocations increased in the third quarter which resulted in a total decrease in
bank deposits and payables to brokerage clients of 9% during the third quarter
and 11% since year-end 2021. In recent quarters, the Company increased its cash
holdings and reduced the duration of incremental investment securities
purchases, which has provided flexibility to support such changes in client cash
allocations associated with higher short-term interest rates. These steps also
help keep Schwab positioned to benefit from interest rate increases.

The following table presents net interest revenue information corresponding to
interest-earning assets and funding sources on the condensed consolidated
balance sheets:

                                                                     2022                                                            2021
                                                                 Interest                                                        Interest
                                              Average            Revenue/               Average               Average            Revenue/               Average
Three Months Ended September 30,              Balance             Expense             Yield/Rate              Balance             Expense             Yield/Rate
Interest-earning assets
Cash and cash equivalents                  $   53,127          $      294                    2.16  %       $   38,732          $       11                    0.12  %
Cash and investments segregated                49,554                 214                    1.69  %           42,617                   5               

0.04 %



Receivables from brokerage clients             72,751                 912                    4.91  %           80,873                 628                    3.04  %
Available for sale securities (1,2)           273,968               1,161                    1.69  %          362,204               1,187                    1.30  %
Held to maturity securities (1,2)              97,568                 345                    1.41  %                -                   -                       -
Bank loans                                     39,984                 300                    2.99  %           30,235                 161                    2.12  %
Total interest-earning assets                 586,952               3,226                    2.17  %          554,661               1,992                    1.42  %
Securities lending revenue                                            124                                                             159
Other interest revenue                                                  7                                                               2
Total interest-earning assets              $  586,952          $    3,357                    2.26  %       $  554,661          $    2,153                    1.54  %
Funding sources
Bank deposits                              $  420,132          $      241                    0.23  %       $  384,561          $       14                    0.01  %
Payables to brokerage clients                  96,802                  41                    0.17  %           92,498                   3                    0.01  %
Short-term borrowings                             708                   4                    1.95  %            3,485                   3                    0.34  %
Long-term debt                                 21,024                 131                    2.49  %           19,030                  99                    2.10  %
Total interest-bearing liabilities            538,666                 417                    0.31  %          499,574                 119                    0.09  %
Non-interest-bearing funding sources           48,286                                                          55,087
Securities lending expense                                             13                                                               4
Other interest expense                                                  1                                                               -
Total funding sources                      $  586,952          $      431                    0.29  %       $  554,661          $      123                    0.09  %
Net interest revenue                                           $    2,926                    1.97  %                           $    2,030                    1.45  %



                                     - 8 -

--------------------------------------------------------------------------------
                         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)

                                                                     2022                                                            2021
                                                                 Interest                                                        Interest
                                              Average            Revenue/               Average               Average            Revenue/               Average
Nine Months Ended September 30,               Balance             Expense             Yield/Rate              Balance             Expense             Yield/Rate
Interest-earning assets
Cash and cash equivalents                  $   63,598          $      461                    0.95  %       $   39,848          $       27                    0.09  %
Cash and investments segregated                50,891                 308                    0.80  %           43,914                  19               

0.06 %



Receivables from brokerage clients             78,630               2,244                    3.76  %           74,831               1,800                    3.17  %
Available for sale securities (1,2)           281,897               3,196                    1.51  %          348,477               3,381                    1.29  %
Held to maturity securities (1,2)             100,890               1,062                    1.40  %                -                   -                       -
Bank loans                                     38,238                 717                    2.50  %           27,336                 448                    2.18  %
Total interest-earning assets                 614,144               7,988                    1.73  %          534,406               5,675                    1.41  %
Securities lending revenue                                            383                                                             557
Other interest revenue                                                 15                                                               4
Total interest-earning assets              $  614,144          $    8,386                    1.81  %       $  534,406          $    6,236                    1.55  %
Funding sources
Bank deposits                              $  440,801          $      285                    0.09  %       $  371,974          $       40                    0.01  %
Payables to brokerage clients                 101,472                  47                    0.06  %           89,087                   7                    0.01  %
Short-term borrowings                           2,656                  12                    0.60  %            2,617                   6                    0.32  %
Long-term debt                                 20,673                 363                    2.34  %           17,225                 281                    2.18  %
Total interest-bearing liabilities            565,602                 707                    0.17  %          480,903                 334                    0.09  %
Non-interest-bearing funding sources           48,542                                                          53,503
Securities lending expense                                             28                                                              16
Other interest expense                                                 (2)                                                             (2)
Total funding sources                      $  614,144          $      733                    0.16  %       $  534,406          $      348                    0.09  %
Net interest revenue                                           $    7,653                    1.65  %                           $    5,888                    1.46  %


(1) Amounts have been calculated based on amortized cost. Interest revenue on
investment securities is presented net of related premium amortization.
(2) In January 2022, the Company transferred a portion of its investment
securities designated as available for sale to the held to maturity category, as
described in Item 1 - Note 4.

Net interest revenue increased $896 million, or 44%, and $1.8 billion, or 30%,
in the third quarter and first nine months of 2022, respectively, compared to
the same periods in 2021. These increases were due primarily to higher average
yields on substantially all interest-earning assets as a result of higher market
interest rates. Net premium amortization of investment securities decreased to
$295 million and $1.2 billion in the third quarter and first nine months of
2022, respectively, from $560 million and $1.8 billion in the third quarter and
first nine months of 2021, respectively. These benefits were partially offset by
higher rates paid on bank deposits, payables to brokerage clients, and long-term
debt, as well as lower balances of margin loans and lower securities lending
revenue due to decreased market demand.

Average interest-earning assets for the third quarter and first nine months of
2022 were higher by 6% and 15%, respectively, compared to the same periods in
2021. These increases were primarily due to growth in bank deposits and payables
to brokerage clients, which resulted from net new client asset inflows as well
as transfers of BDA balances to our balance sheet in the third quarter of 2021
and the first nine months of 2022. These year-over-year increases were partially
offset by client cash allocation decisions in response to higher short-term
market interest rates in the second and third quarters of 2022, as clients moved
certain cash balances out of bank deposits and payables to brokerage clients.

Net interest margin increased to 1.97% and 1.65% during the third quarter and
first nine months of 2022, respectively, from 1.45% and 1.46% during the same
periods in 2021. These increases were primarily driven by improved yields on
substantially all interest-earning assets as a result of higher market interest
rates partially offset by higher rates paid on our funding sources driven
primarily by bank deposits, payables to brokerage clients, and recent debt
issuances and floating-rate long-term debt balances.


                                     - 9 -
--------------------------------------------------------------------------------
                         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 presents asset management and administration fees, average client assets, and average fee yields:



                                                                 2022                                                      2021
                                             Average                                                   Average
                                              Client                               Average              Client                               Average
Three Months Ended September 30,              Assets            Revenue              Fee                Assets            Revenue              Fee

Schwab money market funds before fee $ 184,834 $ 132

          0.28  %       $   149,508          $   112                0.30  %
waivers
Fee waivers                                                          -                                                       (83)
Schwab money market funds                 $   184,834              132                0.28  %       $   149,508               29                0.08  %
Schwab equity and bond funds, ETFs, and       422,711               89                0.08  %           441,344               99                0.09  %

CTFs


Mutual Fund OneSource® and other              183,019              139                0.30  %           234,582              188                0.32  %
non-transaction fee funds
Other third-party mutual funds and ETFs       747,676              160                0.08  %           918,363              187                0.08  %
Total mutual funds, ETFs, and CTFs (1)    $ 1,538,240              520                0.13  %       $ 1,743,797              503                0.11  %
Advice solutions (1)
Fee-based                                 $   431,276              452                0.42  %       $   463,827              511                0.44  %
Non-fee-based                                  85,567                -                   -               90,649                -                   -

Total advice solutions                    $   516,843              452                0.35  %       $   554,476              511                0.37  %
Other balance-based fees (2)                  537,809               58                0.04  %           632,806               68                0.04  %
Other (3)                                                           17                                                        19
Total asset management and administration                      $ 1,047                                                   $ 1,101
fees


                                                                 2022                                                      2021
                                             Average                                                   Average
                                              Client                               Average              Client                               Average
Nine Months Ended September 30,               Assets            Revenue              Fee                Assets            Revenue              Fee

Schwab money market funds before fee $ 158,525 $ 340

          0.29  %       $   158,749          $   348                0.29  %
waivers
Fee waivers                                                        (57)                                                     (246)
Schwab money market funds                 $   158,525              283                0.24  %       $   158,749              102                0.09  %
Schwab equity and bond funds, ETFs, and       436,928              278                0.09  %           411,312              279                0.09  %

CTFs


Mutual Fund OneSource® and other              196,032              453                0.31  %           228,643              540                0.32  %
non-transaction fee funds
Other third-party mutual funds and ETFs       805,204              510                0.08  %           888,003              533                0.08  %
Total mutual funds, ETFs, and CTFs (1)    $ 1,596,689            1,524                0.13  %       $ 1,686,707            1,454                0.12  %
Advice solutions (1)
Fee-based                                 $   446,979            1,409                0.42  %       $   445,521            1,469                0.44  %
Non-fee-based                                  87,528                -                   -               87,758                -                   -

Total advice solutions                    $   534,507            1,409                0.35  %       $   533,279            1,469                0.37  %
Other balance-based fees (2)                  573,733              186                0.04  %           604,995              195                0.04  %
Other (3)                                                           48                                                        46
Total asset management and administration                      $ 3,167                                                   $ 3,164

fees

(1) Average client assets for advice solutions may also include the asset balances contained in the mutual fund and/or ETF categories listed above. (2) Includes various asset-related fees, such as trust fees, 401(k) recordkeeping fees, and mutual fund clearing fees and other service fees. (3) Includes miscellaneous service and transaction fees relating to mutual funds and ETFs that are not balance-based.



Asset management and administration fees declined by $54 million, or 5%, in the
third quarter of 2022 and were essentially flat in the first nine months of
2022, compared to the same periods in 2021. The decrease in the third quarter of
2022 was a result of lower balances in Mutual Fund OneSource® and other
third-party mutual funds, as well as advice solutions, relative to the same
period in 2021. Balances declined primarily due to equity market weakness during
the first nine months of 2022, which negatively impacted client asset
valuations. These decreases were partially offset during the third quarter, and
fully offset in the year-to-date period, by lower money market fund fee waivers,
which were eliminated during the second quarter of 2022 as a result of the
Federal Reserve's increases to the federal funds target overnight rate.





                                     - 10 -

--------------------------------------------------------------------------------
                         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 table presents a roll forward of client assets for the Schwab
money market funds, Schwab equity and bond funds, exchange-traded funds (ETFs),
and collective trust funds (CTFs), and Mutual Fund OneSource® and other
non-transaction fee (NTF) funds. These funds generated 34% and 32% of the asset
management and administration fees earned in the third quarter and first nine
months of 2022, respectively, compared with 29% of the asset management and
administration fees earned in both the third quarter and first nine months of
2021:

                                            Schwab Money                          Schwab Equity and                        Mutual Fund OneSource®
                                            Market Funds                      Bond Funds, ETFs, and CTFs                     and Other NTF funds
Three Months Ended September 30,       2022               2021                 2022                  2021                  2022                  2021

Balance at beginning of period $ 159,231 $ 151,943 $

     387,211          $ 411,091          $    196,578             $ 240,181
Net inflows (outflows)                51,111             (4,203)                 10,805             11,067                (9,600)               (3,347)
Net market gains (losses) and
other                                    737                  8                 (24,272)            (3,187)               (5,480)               (2,085)
Balance at end of period           $ 211,079          $ 147,748          $      373,744          $ 418,971          $    181,498             $ 234,749


                                            Schwab Money                          Schwab Equity and                        Mutual Fund OneSource®
                                            Market Funds                      Bond Funds, ETFs, and CTFs                     and Other NTF funds
Nine Months Ended September 30,        2022               2021                 2022                  2021                  2022                  2021

Balance at beginning of period $ 146,509 $ 176,089 $

     454,864          $ 341,689          $    234,940             $ 223,857
Net inflows (outflows)                63,703            (28,372)                 25,950             37,747               (28,363)               (9,819)
Net market gains (losses) and
other                                    867                 31                (107,070)            39,535               (25,079)               20,711
Balance at end of period           $ 211,079          $ 147,748          $      373,744          $ 418,971          $    181,498             $ 234,749



Trading Revenue

Trading revenue includes commissions, order flow revenue, and principal
transaction revenues. Commissions and order flow revenue are primarily affected
by volume and mix of client trades executed. Principal transaction revenue is
recognized primarily as a result of accommodating clients' fixed income trading
activity, and includes adjustments to the fair value of securities positions
held to facilitate such client trading activity.

The following table presents trading revenue and related information:



                                Three Months Ended                        Nine Months Ended
                                  September 30,              Percent        September 30,           Percent
                                 2022             2021       Change       2022          2021        Change

Trading revenue           $      930            $  964          (4) % $    2,778      $ 3,135         (11) %
DATs (in thousands)            5,523             5,549           -         6,103        6,644          (8) %
Number of trading days          64.0              64.0           -         188.0        188.0           -
Revenue per trade (1)     $     2.63            $ 2.71          (3) % $     2.42      $  2.51          (4) %

(1) Revenue per trade is calculated as trading revenue divided by DATs multiplied by the number of trading days.



Trading revenue decreased $34 million and $357 million in the third quarter and
first nine months of 2022, respectively, compared to the same periods in 2021.
The decrease in the third quarter of 2022 compared to the third quarter of 2021
was primarily due to changes in the mix of client trading activity toward more
ETFs and fewer single stocks, and toward more index options and futures and
fewer single stock options, resulting in lower commissions and order flow
revenue, which decreased 7% and 10%, respectively, from the third quarter of
2021. The decrease in the first nine months of 2022 compared to the same period
in 2021 was primarily due to lower client trading activity during the first
quarter of 2022 relative to the extraordinary trading volume experienced during
the first quarter of 2021, as well as changes in the mix of client trading
activity. These factors drove lower commissions and order flow revenue, which
each decreased 13% from the first nine months of 2021.


                                     - 11 -
--------------------------------------------------------------------------------
                         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)

Bank Deposit Account Fees

The Company earns bank deposit account fee revenue pursuant to the IDA agreement with TD Bank USA, National Association and TD Bank, National Association (together, the TD Depository Institutions) and arrangements with other third-party banks.

The following table presents bank deposit account fee revenue, average BDA balances, average net yield, and average balances earning floating- and fixed-rate yields:



                                      Three Months Ended                                    Nine Months Ended
                                         September 30,                                        September 30,
                                    2022               2021           Percent Change     2022               2021           Percent Change
Bank deposit account fees       $     413          $     323                   28  % $   1,059          $   1,011                    5  %
Average BDA balances            $ 148,142          $ 151,504                   (2) % $ 152,698          $ 159,829                   (4) %
Average net yield                    1.09  %            0.83  %                           0.92  %            0.84  %
Percentage of average BDA
balances designated as:
Fixed-rate balances                    79  %              81  %                             78  %              80  %
Floating-rate balances                 21  %              19  %                             22  %              20  %



Bank deposit account fees increased $90 million, or 28%, and $48 million, or 5%,
in the third quarter and first nine months of 2022, respectively, compared to
the same periods in 2021. These increases were primarily due to higher market
interest rates, which helped to increase the average net yield in the third
quarter and first nine months of 2022. The Company transferred $20.1 billion and
$10.5 billion of BDA balances to its balance sheet during the first nine months
of 2022 and 2021, respectively. The transfer of these balances to our balance
sheet, as well as client cash allocation decisions in response to higher
short-term market interest rates in the second and third quarters of 2022, led
to the decrease in average BDA balances in the first nine months of 2022
compared with the first nine months of 2021.

Transfers of BDA balances to Schwab's balance sheet result in lower balances
upon which bank deposit account fee revenue is earned but provide a source of
funding to invest in interest-earning assets to increase net interest revenue.
See also Capital Management and Item 1 - Note 9 for discussion of the IDA
agreement and the potential to move IDA balances to Schwab's balance sheet.

Other Revenue

Other revenue includes exchange processing fees, certain service fees, software fees, non-recurring gains, and the provision for credit losses on bank loans.



Other revenue increased $32 million in the third quarter of 2022 compared to the
same period in 2021, primarily due to higher exchange processing fees, partially
offset by a higher provision for credit losses on bank loans and losses on sales
of AFS securities. Exchange processing fees increased as a result of an SEC fee
rate increase which became effective in the second quarter of 2022, and the
provision for credit losses on bank loans increased as a result of higher loan
loss factors driven primarily by higher forecasted interest rates and growth of
the loan portfolio. Other revenue decreased $6 million in the first nine months
of 2022 compared to the same period in 2021, primarily due to the higher
provision for credit losses, certain lower service fees due to lower trading
volume, and lower net gains on sales of AFS securities, partially offset by
higher exchange processing fees. In addition, other revenue in the first nine
months of 2022 included a gain of $46 million on the sale of Schwab Compliance
Technologies, Inc. and certain investments.

                                     - 12 -
--------------------------------------------------------------------------------
                         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                                  Nine Months Ended
                                                 September 30,                  Percent             September 30,                   Percent
                                             2022              2021              Change         2022               2021              Change
Compensation and benefits
Salaries and wages                       $     901          $   769                   17  % $    2,630          $ 2,341                   12  %
Incentive compensation                         348              342                    2  %      1,098            1,082                    1  %
Employee benefits and other                    227              192                   18  %        720              628                   15  %

Total compensation and benefits $ 1,476 $ 1,303

          13  % $    4,448          $ 4,051                   10  %
Professional services                          264              250                    6  %        766              723                    6  %
Occupancy and equipment                        292              246                   19  %        855              722                   18  %
Advertising and market development              89              119                  (25) %        296              363                  (18) %
Communications                                 131              144                   (9) %        444              457                   (3) %
Depreciation and amortization                  167              140                   19  %        476              404                   18  %
Amortization of acquired intangible
assets                                         152              153                   (1) %        460              461                    -
Regulatory fees and assessments                 65               64                    2  %        200              208                   (4) %
Other                                          187              140                   34  %        530              733                  (28) %

Total expenses excluding interest $ 2,823 $ 2,559

           10  % $    8,475          $ 8,122                    4  %
Expenses as a percentage of total net
revenues
Compensation and benefits                       27  %            29  %                             29%              29%
Advertising and market development               2  %             3  %                              2%               3%
Full-time equivalent employees (in
thousands)
At quarter end                                   35.2             32.4                 9  %
Average                                          35.2             32.4                 9  %          34.5             32.3                 7  %



Expenses excluding interest increased by $264 million and $353 million in the
third quarter and first nine months of 2022, respectively, compared to the same
periods in 2021. Adjusted total expenses, which excludes acquisition and
integration-related costs and amortization of acquired intangible assets,
increased 12% and 6% in the third quarter and first nine months of 2022,
respectively, compared to the same periods in 2021. See Non-GAAP Financial
Measures for further details and a reconciliation of such measures to GAAP
reported results.

Total compensation and benefits increased in the third quarter and first nine
months of 2022 compared to the same periods in 2021, primarily due to growth in
employee headcount to support our expanding client base, annual merit increases,
as well as a 5% employee salary increase and other targeted compensation
adjustments that went into effect in late 2021. Compensation and benefits
included acquisition and integration-related costs of $57 million and
$58 million in the third quarter of 2022 and 2021, respectively, and
$166 million and $227 million in the first nine months of 2022 and 2021,
respectively.

Professional services expense increased in the third quarter and first nine
months of 2022 compared to the same periods in 2021, primarily due to increased
utilization of technology-related and other professional services to support
overall growth of the business and enhancement to technological infrastructure
to support our expanding client base, as well as the integration of TD
Ameritrade. Professional services included acquisition and integration-related
costs of $36 million and $35 million in the third quarter of 2022 and 2021,
respectively, and $102 million and $99 million in the first nine months of 2022
and 2021, respectively.

Occupancy and equipment expense increased in the third quarter and first nine
months of 2022 compared to the same periods in 2021, primarily due to an
increase in software maintenance and other agreements as well as other
technology equipment costs to support growth of the business and the integration
of TD Ameritrade. Occupancy and equipment included acquisition and
integration-related costs of $6 million and $7 million in the third quarter of
2022 and 2021, respectively, and $14 million and $30 million in the first nine
months of 2022 and 2021, respectively.

Advertising and market development expense decreased in the third quarter and
first nine months of 2022 compared to the same periods in 2021, primarily due to
decreases in spending for marketing communications for TD Ameritrade.

                                     - 13 -
--------------------------------------------------------------------------------
                         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)

Communications expense decreased in the third quarter and first nine months of
2022 compared to the same periods in 2021, primarily due to lower client trading
activity.

Depreciation and amortization expense increased in the third quarter and first
nine months of 2022 compared to the same periods in 2021, primarily as a result
of higher amortization of purchased and internally developed software and higher
depreciation of hardware, driven by capital expenditures in 2021 and the third
quarter and first nine months of 2022 to support the TDA integration and enhance
our technological infrastructure to support growth of the business.

Regulatory fees and assessments in the third quarter of 2022 were largely
consistent with the third quarter of 2021, and decreased in the first nine
months of the year from the first nine months of 2021. The year-to-date decrease
in 2022 primarily resulted from lower client trading activity, partially offset
by higher FDIC assessments and other regulatory assessments due to asset growth
and overall growth of the business.

Other expense increased in the third quarter of 2022 while decreasing in the
first nine months of 2022 compared to the same periods in 2021. The increase in
the third quarter of 2022 was primarily due to higher exchange processing fees
as a result of fee rate increases beginning in the second quarter of 2022, while
the decrease in the first nine months of 2022 was primarily due to the
recognition in the second quarter of 2021 of approximately $200 million for a
now-settled regulatory matter (see Item 1 - Note 9).

Capital expenditures were $193 million and $176 million in the third quarter of
2022 and 2021, respectively, and $741 million and $610 million for the first
nine months of 2022 and 2021, respectively. The increases in capital
expenditures from the prior year were primarily related to continued work on the
TDA integration and enhancement of our technological infrastructure to support
greater capacity for our expanding client base. We continue to anticipate
capital expenditures for full-year 2022 will be approximately 4-5% of total net
revenues.

Taxes on Income

Taxes on income were $657 million and $485 million for the third quarters of
2022 and 2021, respectively, resulting in effective income tax rates on income
before taxes of 24.5% and 24.1%, respectively. Taxes on income were $1.6 billion
and $1.4 billion for the first nine months of 2022 and 2021, respectively,
resulting in effective income tax rates on income before taxes of 23.2% and
24.9%, respectively. The increase in the effective tax rate in the third quarter
of 2022 compared to the same period in 2021 was primarily related to increased
2022 state tax expense. The decrease in the effective tax rate in the first nine
months of 2022 compared to the same period in 2021 was primarily related to the
reversal of tax reserves in 2022 due to the resolution of certain state matters
and tax benefits recognized on the portion of the regulatory matter charge that
was determined upon settlement to be deductible.

Segment Information



Financial information for our segments is presented in the following tables:

                                                Investor Services                                        Advisor Services                                            Total
Three Months Ended                                                                                                                                 Percent
September 30,                   Percent Change            2022             2021           Percent Change           2022            2021             Change             2022             2021
Net Revenues
Net interest revenue                       40  %       $ 2,143          $ 1,530                      57  %       $  783          $  500                 44  %       $ 2,926          $ 2,030
Asset management and
administration fees                        (6) %           755              805                      (1) %          292             296                 (5) %         1,047            1,101
Trading revenue                            (8) %           800              873                      43  %          130              91                 (4) %           930              964
Bank deposit account fees                  10  %           263              239                      79  %          150              84                 28  %           413              323
Other                                      32  %           151              114                     (13) %           33              38                 21  %           184              152
Total net revenues                         15  %         4,112            3,561                      38  %        1,388           1,009                 20  %         5,500            4,570
Expenses Excluding Interest                 8  %         2,117            1,956                      17  %          706             603                 10  %         2,823            2,559
Income before taxes on income              24  %       $ 1,995          $ 1,605                      68  %       $  682          $  406                 33  %       $ 2,677          $ 2,011

Net New Client Assets (in
billions)                                  (5) %       $  55.1          $  57.9                     (27) %       $ 59.5          $ 81.1                (18) %       $ 114.6          $ 139.0


                                     - 14 -

--------------------------------------------------------------------------------
                         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)

                                                 Investor Services                                       Advisor Services                                           Total
                                                                                             Percent                                              Percent
Nine Months Ended September 30,  Percent Change            2022             2021             Change              2022             2021             Change             2022             2021
Net Revenues
Net interest revenue                        24  %       $ 5,551          $ 4,462                  47  %       $ 2,102          $ 1,426                 30  %       $ 7,653          $ 5,888
Asset management and
administration fees                         (1) %         2,299            2,316                   2  %           868              848                  -            3,167            3,164
Trading revenue                            (15) %         2,407            2,831                  22  %           371              304                (11) %         2,778            3,135
Bank deposit account fees                   (7) %           690              742                  37  %           369              269                  5  %         1,059            1,011
Other                                        1  %           465              462                  (6) %           143              152                 (1) %           608              614
Total net revenues                           6  %        11,412           10,813                  28  %         3,853            2,999                 11  %        15,265           13,812
Expenses Excluding Interest                  2  %         6,359            6,253                  13  %         2,116            1,869                  4  %         8,475            8,122
Income before taxes on income               11  %       $ 5,053          $ 4,560                  54  %       $ 1,737          $ 1,130

19 % $ 6,790 $ 5,690



Net New Client Assets (in
billions) (1)                              (29) %       $ 118.5          $ 167.5                 (25) %       $ 160.0          $ 214.1

(27) % $ 278.5 $ 381.6




(1) In the first nine months of 2022, Investor Services includes an outflow of
$20.8 billion from a mutual fund clearing services client. In the first nine
months of 2021, Investor Services includes an outflow of $14.4 billion from a
mutual fund clearing services client.

Segment Net Revenues



Investor Services total net revenues increased by 15% and 6% in the third
quarter and first nine months of 2022, respectively, compared to the same
periods in 2021, while Advisor Services total net revenues increased by 38% and
28% in the third quarter and first nine months of 2022, respectively, compared
to the same periods in 2021. Investor Services growth was primarily driven by
increases in net interest revenue as described above, partially offset by
decreases in trading revenue due to changes in the mix of client trading
activity, resulting in lower commissions and order flow revenue. Advisor
Services growth was primarily driven by increases in net interest revenue as
described above, as well as increases in trading revenue primarily due to market
volatility and bank deposit account fees primarily due to a rising interest rate
environment. Asset management and administration fees were essentially flat for
Advisor Services for both periods, while declining slightly for Investor
Services as equity market weakness during the first nine months of 2022 weighed
on client asset valuations, partially offset by the elimination of money market
fund fee waivers. Other revenues increased for Investor Services in the third
quarter of 2022 from the same period in 2021 due to higher exchange processing
fees, partially offset by an increased provision for credit losses on bank loans
and losses on sales of AFS securities.

Segment Expenses Excluding Interest



Investor Services total expenses excluding interest increased by 8% and 2% in
the third quarter and first nine months of 2022, respectively, compared to the
same periods in 2021, while Advisor Services total expenses excluding interest
increased by 17% and 13% in the third quarter and first nine months of 2022,
respectively, compared to the same periods in 2021. Both segments saw higher
compensation and benefits expenses due to increases in headcount to support our
expanding client base, annual merit increases, as well as a 5% employee salary
increase and other targeted compensation adjustments that went into effect in
late 2021. Occupancy and equipment expenses increased in both segments,
primarily due to an increase in software maintenance and other agreements as
well as other technology equipment costs to support growth of the business and
the integration of TD Ameritrade. In addition, depreciation and amortization
increased for both segments primarily due to higher amortization of purchased
and internally developed software and higher depreciation of hardware, driven by
capital expenditures in 2021 and the first nine months of 2022 to enhance our
technological infrastructure to support growth of the business. For Investor
Services, these increases in the first nine months of 2022 compared to the same
period in 2021 were partially offset by lower other expenses due to a charge of
approximately $200 million in the second quarter of 2021 for a now-settled
regulatory matter (see Item 1 - Note 9). In addition, increases in both segments
were partially offset by decreases in advertising and market development expense
due to reduced spending for marketing communications for TD Ameritrade.


RISK MANAGEMENT



Schwab's business activities expose it to a variety of risks, including
operational, compliance, credit, market, and liquidity risks. The Company has a
comprehensive risk management program to identify and manage these risks and
their associated potential for financial and reputational impact.

As part of our ongoing integration of TD Ameritrade, the Company has aligned TD
Ameritrade's risk management practices with Schwab's risk appetite. Our
integration work included evaluating new or changed risks impacting the combined
company,
                                     - 15 -
--------------------------------------------------------------------------------
                         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)

and taking action through various means. Though integration work continues, the
Company's operations, inclusive of TD Ameritrade, remain consistent with our
Enterprise Risk Management (ERM) framework.

For a discussion of our risk management programs, see Part II - Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations - Risk Management in the 2021 Form 10-K.

Interest Rate Risk Simulations

Net Interest Revenue Simulation



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 simulations include all balance sheet interest
rate-sensitive assets and liabilities. Key assumptions include the projection of
interest rate scenarios with rate floors, prepayment speeds of mortgage-related
investments, repricing of financial instruments, and reinvestment of matured or
paid-down securities and loans.

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 include investment securities, margin loans, bank loans,
and cash and cash equivalents. These assets are sensitive 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
spread, depending on competitive factors and market conditions.

Net interest revenue sensitivity analysis assumes the asset and liability
structure of the consolidated balance sheet would not be changed as a result of
the simulated changes in interest rates. As we actively manage the consolidated
balance sheet 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 change to net interest revenue over the
next 12 months beginning September 30, 2022 and December 31, 2021 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:

                                  September 30, 2022      December 31, 2021
Increase of 100 basis points                   5.3  %                14.1  %
Decrease of 100 basis points                  (4.6) %                (4.5) %


The Company's simulated increase of 100 basis points in market interest rates
had a lower impact on net interest revenue as of September 30, 2022 compared to
December 31, 2021 primarily due to increased sensitivity to the Company's higher
projected client deposit rates and decreased sensitivity to the Company's
mortgage-backed investment securities. A simulated decrease of 100 basis points
in market interest rates had a slightly larger impact on net interest revenue as
of September 30, 2022 compared to December 31, 2021 primarily due to increased
sensitivity from a higher allocation to cash and short-term investments. This
increased sensitivity was partially offset by higher starting client deposit
rates which, relative to the December 31, 2021 simulation, provide greater
responsiveness to lower simulated interest rates.

Higher short-term interest rates would 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.


                                     - 16 -
--------------------------------------------------------------------------------
                         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)

Bank Deposit Account Fees Simulation



Consistent with the presentation on the consolidated statement of income, the
sensitivity of bank deposit account fee revenue to interest rate changes is
assessed separately from the net interest revenue simulation described above. As
of September 30, 2022 and December 31, 2021, simulated changes in bank deposit
account fee revenue from gradual 100 basis point changes in market interest
rates relative to prevailing market rates did not have a significant impact on
the Company's total net revenues.

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. Our net interest
revenue, bank deposit account fee revenue, and EVE simulations reflect the
assumption of non-negative investment yields.

Phase-out of LIBOR

The Company has made significant progress to prepare for the phasing-out of LIBOR, as described in Part II - Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations - Risk Management in the 2021 Form 10-K, and additional transition efforts to prepare for the phasing-out of LIBOR are ongoing.



On March 15, 2022, President Biden signed the Consolidated Appropriations Act of
2022 into law, which includes the Adjustable Interest Rate (LIBOR) Act,
containing legislation related to the transition away from LIBOR. This
legislation is intended to establish a uniform process for replacing LIBOR in
existing contracts and securities that continue after the cessation of LIBOR and
do not contain clearly defined or practicable fallback provisions.

On July 19, 2022, the Federal Reserve Board released a proposal that provides
default rules for certain contracts that use LIBOR, which would implement the
LIBOR Act with replacement rates based on the Secured Overnight Financing Rate
(SOFR). The Company believes the LIBOR Act and the Federal Reserve Board's
proposed regulation help provide clarity for the transition of our legacy LIBOR
contracts, including investment securities, loans, and preferred stock, to
alternative reference rates in an orderly manner.

Liquidity Risk



Liquidity risk is the potential that Schwab will be unable to sell assets or
meet cash flow obligations when they come due without incurring unacceptable
losses. We have established liquidity policies to support the successful
execution of business strategies, while ensuring ongoing and sufficient
liquidity to meet operational needs and satisfy applicable regulatory
requirements under both normal and stressed conditions. We employ a variety of
methodologies to monitor and manage liquidity, which are described below and in
greater detail in Part II - Item 7 - Management's Discussion and Analysis of
Financial Condition and Results of Operations - Risk Management - Liquidity Risk
in our 2021 10-K.

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
securities.
                                     - 17 -
--------------------------------------------------------------------------------
                         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 September 30, 2022:



Description                                      Borrower                              Outstanding     Available
Federal Home Loan Bank (FHLB) secured credit
facilities (1)                                   Banking subsidiaries                $          -    $   82,561
Federal Reserve discount window                  Banking subsidiaries                           -         8,823
Uncommitted, unsecured lines of credit with
various external banks                           CSC, CS&Co                                     -         1,532
Unsecured commercial paper                       CSC                                          500         4,500

Secured uncommitted lines of credit with various
external banks (2)                               TDAC                                           -             -


(1) CSC's banking subsidiaries must each maintain positive tangible capital, as
defined by the FHLB, in order to draw upon these credit facilities. Tangible
capital pursuant to the FHLB's requirements for our banking subsidiaries is
common equity less goodwill and intangible assets.
(2) Secured borrowing capacity is made available based on TDAC's ability to
provide acceptable collateral to the lenders as determined by the credit
agreements.

Our banking subsidiaries may also engage with external banks in repurchase
agreements collateralized by investment securities as another source of
short-term liquidity. 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 September 30, 2022 and
December 31, 2021. CSC also has a universal automatic shelf registration
statement on file with the SEC, which enables it to issue debt, equity, and
other securities.

As a result of rapidly increasing short-term interest rates in the second and
third quarters of 2022, the Company saw an increase in the pace at which clients
moved certain cash balances out of our sweep features and into higher yielding
alternatives. As these outflows have continued, they have outpaced excess cash
on hand and cash generated by maturities and paydowns on our investment and loan
portfolios. In October 2022, our banking subsidiaries began to draw upon the
FHLB secured credit facilities to provide temporary supplemental funding. As of
October 31, 2022, $9.0 billion was outstanding under these facilities, including
both fixed- and floating-rate advances. The current average interest rate on
these advances was 4.25%, with the earliest maturity occurring in June 2023. The
Company expects to use temporary supplemental funding, including FHLB advances,
until the Company's primary sources of liquidity are again greater than any
outflows associated with client cash allocation decisions.

See Part II - Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations - Risk Management - Liquidity Risk in the 2021 Form 10-K for additional information on these and other borrowing facilities.

To support growth in margin loan balances at our broker-dealer subsidiaries while meeting our LCR requirements, the Company may issue commercial paper or draw on secured lines of credit, in addition to capital markets issuances.

Liquidity Coverage Ratio



Schwab is subject to the full LCR rule, which requires the Company to hold high
quality liquid assets (HQLA) in an amount equal to at least 100% 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
- Business - Regulation in the 2021 Form 10-K for additional information. The
Company was in compliance with the LCR rule at September 30, 2022, and the table
below presents information about our average daily LCR:


                                              Average for the
                                             Three Months Ended
                                             September 30, 2022
                    Total eligible HQLA     $         110,712
                    Net cash outflows       $          93,748
                    LCR                                   118  %



Borrowings

The Company had short-term borrowings outstanding of $500 million and $4.9 billion as of September 30, 2022 and December 31, 2021, respectively. Long-term debt is primarily comprised of Senior Notes and totaled $20.8 billion and $18.9 billion at September 30, 2022 and December 31, 2021, respectively.


                                     - 18 -
--------------------------------------------------------------------------------
                         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 table provides information about our Senior Notes outstanding at
September 30, 2022:

                                                 Par                            Weighted Average                        Standard
September 30, 2022                           Outstanding       Maturity           Interest Rate         Moody's         & Poor's       Fitch
CSC Senior Notes                           $     20,512       2023 - 2032             2.44%                A2              A             A
TDA Holding Senior Notes                   $        213       2024 - 2029             3.47%                A2              A             -



New Debt Issuances

The below debt issuances in the first nine months of 2022 were senior unsecured
obligations. Interest is payable semi-annually for the fixed-rate Senior Notes
and quarterly for the floating-rate Senior Notes. Additional details are as
follows:

         Issuance Date      Issuance Amount     Maturity Date     Interest Rate
         March 3, 2022     $            500          03/03/2027     SOFR + 1.050%
         March 3, 2022     $          1,500          03/03/2027     2.450%
         March 3, 2022     $          1,000          03/03/2032     2.900%


Equity Issuances and Redemptions



CSC's preferred stock issued and net proceeds for the first nine months of 2022
are as follows:

                               Date Issued and Sold    Net Proceeds
                  Series K              March 4, 2022 $         740



On November 1, 2022, the Company redeemed all of the outstanding shares of its
Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series A. The
Company notified stockholders of its redemption on September 22, 2022, upon
which it met the definition of a mandatorily redeemable financial instrument and
the criteria for liability classification in accordance with Accounting
Standards Codification (ASC) 480, Distinguishing Liabilities from Equity. The
Series A preferred stock fair value of $400 million is included in accrued
expenses and other liabilities on the condensed consolidated balance sheet as of
September 30, 2022. In addition, on October 20, 2022, the Company announced it
will redeem on December 1, 2022 all of the outstanding shares of its
Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series E, and
the corresponding depositary shares.

For further discussion, see Item 1 - Note 8 for the Company's outstanding debt
and borrowing facilities and Item 1 - Note 13 for equity outstanding balances,
issuances, and redemptions.

Schwab additionally enters into guarantees and other similar arrangements in the
ordinary course of business. For information on these arrangements, see Item 1 -
Notes 5, 6, 8, 9, and 11.


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
inclusive of migration of IDA balances (see further discussion below), 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.

                                     - 19 -
--------------------------------------------------------------------------------
                         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 certain subsidiaries including our banking and broker-dealer subsidiaries are subject to various capital requirements set by regulatory agencies as discussed in further detail in Part II - Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations - Capital Management of the 2021 Form 10-K and in Item 1 - Note 16. As of September 30, 2022, CSC and our banking subsidiaries are considered well capitalized, and CS&Co, TDAC, and TD Ameritrade, Inc. were in compliance with their respective net capital requirements.

The following table details CSC's consolidated and CSB's capital ratios as of September 30, 2022 and December 31, 2021:



                                                                  September 30, 2022              December 31, 2021
                                                              CSC               CSB                     CSC               CSB
Total stockholders' equity                                $ 37,041          $ 10,352                $ 56,261          $ 27,035

Less:


Preferred stock                                             10,297                 -                   9,954                 -
Common Equity Tier 1 Capital before regulatory
adjustments                                               $ 26,744          $ 10,352                $ 46,307          $ 27,035

Less:

Goodwill, net of associated deferred tax liabilities $ 11,856 $ 13

$ 11,857          $     13

Other intangible assets, net of associated deferred tax liabilities

                                                  7,180                 -                   7,579                 -

Deferred tax assets, net of valuation allowances and deferred tax liabilities

                                        31                29                      13                12
AOCI adjustment (1)                                        (23,151)          (20,158)                 (1,109)           (1,004)
Common Equity Tier 1 Capital                              $ 30,828          $ 30,468                $ 27,967          $ 28,014
Tier 1 Capital                                            $ 41,125          $ 30,468                $ 37,921          $ 28,014
Total Capital                                               41,182            30,519                  37,950            28,033
Risk-Weighted Assets                                       145,418           103,671                 141,969           104,409
Total Leverage Exposure                                    604,741           406,166                 614,466           400,532
Common Equity Tier 1 Capital/Risk-Weighted Assets             21.2  %           29.4  %                 19.7  %           26.8  %
Tier 1 Capital/Risk-Weighted Assets                           28.3  %           29.4  %                 26.7  %           26.8  %
Total Capital/Risk-Weighted Assets                            28.3  %           29.4  %                 26.7  %           26.8  %
Tier 1 Leverage Ratio                                          6.8  %            7.6  %                  6.2  %            7.1  %
Supplementary Leverage Ratio                                   6.8  %            7.5  %                  6.2  %            7.0  %


(1) Changes in market interest rates can result in unrealized gains or losses on AFS securities, which are included in AOCI. As a Category III banking organization, CSC has elected to exclude AOCI from regulatory capital.



In the third quarter of 2022, the Company lowered its operating objective for
the consolidated Tier 1 Leverage Ratio down 25 basis points from 6.75% - 7.00%
to 6.50% - 6.75%. Capital operating objectives and limits for our subsidiaries
remain unchanged.

The Company's consolidated Tier 1 Leverage Ratio increased to 6.8% at September
30, 2022 from 6.2% at year-end 2021. This increase resulted from strength in
earnings in the first nine months of 2022, our March 2022 issuance of preferred
stock net of the announced redemption of Series A, and a decrease of $63.7
billion, or 11%, in total bank deposits and payables to brokerage clients due to
seasonal tax outflows and client cash allocation decisions resulting from the
rising interest rate environment. CSB's Tier 1 Leverage Ratio also increased
from year-end 2021, ending the third quarter of 2022 at 7.6%.

IDA Agreement



Certain brokerage client deposits are swept off-balance sheet to the TD
Depository Institutions pursuant to the IDA agreement. During the first nine
months of 2022, Schwab moved $14.6 billion of IDA balances to its balance sheet.
The Company's overall capital management strategy includes supporting migration
of IDA balances in future periods as available pursuant to the terms of the IDA
agreement. The Company's ability to migrate these balances to its balance sheet
is dependent upon multiple factors including having sufficient capital levels to
sustain these incremental deposits and the availability of IDA balances
designated as floating-rate obligations. See Item 1 - Note 9 for further
information on the IDA agreement.

                                     - 20 -
--------------------------------------------------------------------------------
                         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 July 27, 2022, the Board of Directors of CSC declared a two cent, or 10%, increase in the quarterly cash dividend to $.22 per common share.



Cash dividends paid and per share amounts for the first nine months of 2022 and
2021 are as follows:

                                                2022                            2021
                                                     Per Share                       Per Share
Nine Months Ended September 30,      Cash Paid         Amount        Cash Paid         Amount
Common and Nonvoting Common Stock   $    1,179      $      .62      $    1,024      $      .54
Preferred Stock:
Series A (1)                                25           63.30              28           70.00
Series C (2)                                 -               -              18           30.00
Series D (3)                                33           44.64              33           44.64
Series E (4)                                27        4,544.37              28        4,625.00
Series F (5)                                13        2,500.00              13        2,500.00
Series G (3)                               101        4,031.25             101        4,031.25
Series H (6)                                75        3,000.00              72        2,888.89
Series I (7)                                68        3,000.00              41        1,811.11
Series J (8)                                20           33.39              11           18.67
Series K (9)                                18        2,458.33               N/A             N/A


(1) Subsequent to September 30, 2022, Series A was redeemed on November 1, 2022.
Prior to redemption, dividends were paid semi-annually until February 1, 2022
and quarterly thereafter. The final dividend was paid on November 1, 2022.
(2) Series C was redeemed on June 1, 2021. Prior to redemption, dividends were
paid quarterly and the final dividend was paid on June 1, 2021.
(3) Dividends paid quarterly.
(4) Dividends paid semi-annually until March 1, 2022 and quarterly thereafter.
Subsequent to September 30, 2022, the Company announced the redemption of Series
E effective December 1, 2022.
(5) Dividends paid semi-annually until December 1, 2027 and quarterly
thereafter.
(6) Series H was issued on December 11, 2020. Dividends are paid quarterly, and
the first dividend was paid on March 1, 2021.
(7) Series I was issued on March 18, 2021. Dividends are paid quarterly, and the
first dividend was paid on June 1, 2021.
(8) Series J was issued on March 30, 2021. Dividends are paid quarterly, and the
first dividend was paid on June 1, 2021.
(9) Series K was issued on March 4, 2022. Dividends are paid quarterly, and the
first dividend was paid on June 1, 2022.
N/A Not applicable.

Share Repurchases



On July 27, 2022, CSC publicly announced that its Board of Directors terminated
the existing share repurchase authorization of up to $4.0 billion of common
stock and replaced it with a new authorization to repurchase up to $15.0 billion
of common stock. The new share repurchase authorization does not have an
expiration date. On August 1, 2022, CSC purchased, directly from an affiliate of
TD Bank, 15 million shares of nonvoting common stock for a total of
$1.0 billion, or approximately $66.53 per share. The shares of nonvoting common
stock automatically converted into common stock and were purchased under CSC's
new share repurchase authorization. The purchase price paid by CSC was equal to
the lowest price per share that the affiliate of TD Bank received in a
contemporaneous share sale facilitated by a third-party market maker, which
resulted in a purchase price lower than the closing price on August 1, 2022. CSC
repurchased an additional $500 million of common stock under the new
authorization during the three months ended September 30, 2022. There were no
repurchases of CSC's common stock under the terminated authorization during the
three and nine months ended September 30, 2022 and 2021. As of September 30,
2022, $13.5 billion remained on the new authorization.

OTHER

Foreign Exposure



At September 30, 2022, Schwab had exposure to non-sovereign financial and
non-financial institutions in foreign countries, as well as agencies of foreign
governments. At September 30, 2022, the fair value of these holdings totaled
$18.0 billion, with the top three exposures being to issuers and counterparties
domiciled in France at $5.8 billion, the United Kingdom at $4.7 billion, and
Canada at $1.7 billion. At December 31, 2021, the fair value of these holdings
totaled $12.5 billion, with the top three exposures being to issuers and
counterparties domiciled in the United Kingdom at $5.2 billion, France at
$3.9 billion, and
                                     - 21 -
--------------------------------------------------------------------------------
                         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)

Sweden at $754 million. In addition, Schwab had outstanding margin loans to foreign residents of $3.2 billion and $3.3 billion at September 30, 2022 and December 31, 2021, respectively.

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 2021 Form 10-K. There have been no changes to critical
accounting estimates during the first nine months of 2022.


NON-GAAP FINANCIAL MEASURES



In addition to disclosing financial results in accordance with generally
accepted accounting principles in the U.S. (GAAP), Management's Discussion and
Analysis of Financial Condition and Results of Operations contain references to
the non-GAAP financial measures described below. We believe these non-GAAP
financial measures provide useful supplemental information about the financial
performance of the Company, and facilitate meaningful comparison of Schwab's
results in the current period to both historic and future results. These
non-GAAP measures should not be considered a substitute for, or superior to,
financial measures calculated in accordance with GAAP, and may not be comparable
to non-GAAP financial measures presented by other companies.

Schwab's use of non-GAAP measures is reflective of certain adjustments made to GAAP financial measures as described below.



   Non-GAAP Adjustment or                     Definition                    

Usefulness to Investors and Uses by Management


           Measure
Acquisition and               Schwab adjusts certain GAAP financial       We exclude acquisition and integration-related
integration-related costs and measures to exclude the impact of           costs and amortization of acquired intangible
amortization of acquired      acquisition and integration-related costs   assets for the purpose of calculating certain
intangible assets             incurred as a result of the Company's       

non-GAAP measures because we believe doing so


                              acquisitions, amortization of acquired      

provides additional transparency of Schwab's


                              intangible assets, and, where applicable,   

ongoing operations, and is useful in both


                              the income tax effect of these expenses.    

evaluating the operating performance of the

business and facilitating comparison of results


                              Adjustments made to exclude amortization of 

with prior and future periods.


                              acquired intangible assets are reflective
                              of all acquired intangible assets, which    

Acquisition and integration-related costs


                              were recorded as part of purchase           

fluctuate based on the timing of acquisitions and


                              accounting. These acquired intangible       

integration activities, thereby limiting


                              assets contribute to the Company's revenue  

comparability of results among periods, and are


                              generation. Amortization of acquired        

not representative of the costs of running the


                              intangible assets will continue in future   

Company's ongoing business. Amortization of


                              periods over their remaining useful lives.  

acquired intangible assets is excluded because

management does not believe it is indicative of


                                                                          the Company's underlying operating performance.
Return on tangible common     Return on tangible common equity represents Acquisitions typically result in the recognition
equity                        annualized adjusted net income available to 

of significant amounts of goodwill and acquired


                              common stockholders as a percentage of      

intangible assets. We believe return on tangible


                              average tangible common equity. Tangible    

common equity may be useful to investors as a


                              common equity represents common equity less 

supplemental measure to facilitate assessing


                              goodwill, acquired intangible assets - net, 

capital efficiency and returns relative to the


                              and related deferred tax liabilities.       

composition of Schwab's balance sheet.





The Company also uses adjusted diluted EPS and return on tangible common equity
as components of performance criteria for employee bonus and certain executive
management incentive compensation arrangements. The Compensation Committee of
CSC's Board of Directors maintains discretion in evaluating performance against
these criteria.

                                     - 22 -
--------------------------------------------------------------------------------
                         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 reconciliations of GAAP measures to non-GAAP
measures:

                                                        Three Months Ended                        Nine Months Ended
                                                           September 30,                            September 30,
                                                              2022                2021                       2022              2021
Total expenses excluding interest (GAAP)             $             2,823       $  2,559                   $  8,475          $  8,122
Acquisition and integration-related costs (1)                       (101)          (104)                      (291)             (367)
Amortization of acquired intangible assets                          (152)          (153)                      (460)             (461)
Adjusted total expenses (non-GAAP)                   $             2,570       $  2,302                   $  7,724          $  7,294


(1) Acquisition and integration-related costs for the three and nine months
ended September 30, 2022 primarily consist of $57 million and $166 million of
compensation and benefits, $36 million and $102 million of professional
services, and $6 million and $14 million of occupancy and equipment. Acquisition
and integration-related costs for the three and nine months ended September 30,
2021 primarily consist of $58 million and $227 million of compensation and
benefits, $35 million and $99 million of professional services, and $7 million
and $30 million of occupancy and equipment.

                                                                 Three Months Ended                                           Nine Months Ended
                                                                    September 30,                                               September 30,
                                                           2022                       2021                             2022                       2021
                                                  Amount     Diluted EPS     Amount     Diluted EPS           Amount     Diluted EPS     Amount     Diluted EPS
Net income available to common stockholders
(GAAP),

Earnings per common share - diluted (GAAP) $ 1,884 $ .99 $ 1,406 $ .74 $ 4,814 $ 2.53 $ 3,911 $

2.06


Acquisition and integration-related costs           101             .05        104             .05              291             .15        367          

.19


Amortization of acquired intangible assets          152             .08        153             .08              460             .24        461             .24
Income tax effects (1)                              (62)           (.02)       (61)           (.03)            (183)           (.09)      (208)           (.10)
Adjusted net income available to common
stockholders

(non-GAAP), Adjusted diluted EPS (non-GAAP) $ 2,075 $ 1.10 $ 1,602 $ .84 $ 5,382 $ 2.83 $ 4,531 $

2.39




(1) The income tax effects of the non-GAAP adjustments are determined using an
effective tax rate reflecting the exclusion of non-deductible acquisition costs
and are used to present the acquisition and integration-related costs and
amortization of acquired intangible assets on an after-tax basis.

                                                     Three Months Ended           Nine Months Ended
                                                        September 30,               September 30,
                                                     2022          2021          2022          2021
Return on average common stockholders' equity
(GAAP)                                                   25  %         12  %         18  %         11  %
Average common stockholders' equity              $   30,282    $   47,492    $   36,526    $   47,908
Less: Average goodwill                              (11,951)      (11,952)      (11,952)      (11,952)
Less: Average acquired intangible assets - net       (8,999)       (9,609)       (9,151)       (9,762)
Plus: Average deferred tax liabilities related
to goodwill and
acquired intangible assets - net                      1,848         1,895         1,867         1,913
Average tangible common equity                   $   11,180    $   27,826    $   17,290    $   28,107
Adjusted net income available to common
stockholders (1)                                 $    2,075    $    1,602    $    5,382    $    4,531
Return on tangible common equity (non-GAAP)              74  %         23  

% 42 % 21 %

(1) See table above for the reconciliation of net income available to common stockholders to adjusted net income available to common stockholders (non-GAAP).


                                     - 23 -
--------------------------------------------------------------------------------

                         THE CHARLES SCHWAB CORPORATION

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