SECURITIES AND EXCHANGE COMMISSION
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 20162017 | Commission file number 1-9700 |
THE CHARLES SCHWAB CORPORATION
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
211 Main Street, San Francisco, CA 94105
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code: (415) 667-7000
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | Name of each exchange on which registered |
Common Stock -– $.01 par value per share | New York Stock Exchange |
Depositary Shares, each representing a 1/40th ownership interest in a | |
share of 6.0%6.00% Non-Cumulative Preferred Stock, Series BC |
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Depositary Shares, each representing a 1/40th ownership interest in a share of 6.0% Non-Cumulative Preferred Stock, Series CDepositary Shares, each representing a 1/40th ownership interest in a
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| share of 5.95% Non-Cumulative Preferred Stock, Series D | New York Stock Exchange New York Stock Exchange
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Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes
⌧☒ No ☐Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes
☐ No ⌧☒
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes
⌧☒ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes
⌧☒ No ☐
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. 10‑K. ☒
⌧Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”filer,” “smaller reporting company,” and “smaller reporting“emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer ⌧☒ | Accelerated filer ☐ |
Non-accelerated filer ☐ (Do not check if a smaller reporting company) | Smaller reporting company ☐ |
| Emerging growth company ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
☐ No ⌧☒
As of June 30,
2016,2017, the aggregate market value of the voting stock held by non-affiliates of the registrant was
$29.7$51.2 billion. For purposes of this information, the outstanding shares of Common Stock owned by directors and executive officers of the registrant
and certain investment companies managed by Charles Schwab Investment Management, Inc. were deemed to be shares of the voting stock held by affiliates.
The number of shares of Common Stock outstanding as of January 31,
2017,2018, was
1,334,969,258.1,346,473,499.
DOCUMENTS INCORPORATED BY REFERENCE
Part III of this Form 10-K incorporates certain information contained in the registrant’s definitive proxy statement for its annual meeting of stockholders, to be held May
16, 2017,15, 2018, by reference to that document.
THE CHARLES SCHWAB CORPORATION
Annual Report On Form 10-K
For Fiscal Year Ended December 31, 20162017
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Item 1. | | |
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THE CHARLES SCHWAB CORPORATION
General Corporate Overview
The Charles Schwab Corporation (CSC) is a savings and loan holding company, headquartered in San Francisco, California. CSC was incorporated in 1986 and 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. At December 31,
2016, the Company2017, Schwab had
$2.78$3.36 trillion in client assets,
10.210.8 million active brokerage accounts,
1.51.6 million corporate retirement plan participants, and
1.11.2 million banking accounts.
Significant business subsidiaries of CSC include the following:
Charles Schwab & Co., Inc. (CS&Co), incorporated in 1971, a securities broker-dealer with over 345 domestic branch offices in 46 states, as well as a branch in the Commonwealth of Puerto Rico. In addition, Schwab serves clients in England, Hong Kong, Singapore, and Australia through various subsidiaries;
Charles Schwab Bank (Schwab Bank), a federal savings bank; and
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| • | | Charles Schwab & Co., Inc. (Schwab), which was incorporated in 1971, is a securities broker-dealer with over 335 domestic branch offices in 46 states, as well as a branch in each of the Commonwealth of Puerto Rico and London, England, and serves clients in Hong Kong through one of CSC’s subsidiaries;
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| | Charles Schwab Bank (Schwab Bank), which commenced operations in 2003, is a federal savings bank located in Nevada; and
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| | Charles Schwab Investment Management, Inc. (CSIM), which is the investment advisor for Schwab’s proprietary mutual funds referred to as the Schwab(Schwab Funds®,) and Schwab’s exchange-traded funds (ETFs), referred to as the Schwab(Schwab ETFs™). |
The Company
Schwab provides financial services to individuals and institutional clients through two segments – Investor Services and Advisor Services. The Investor Services segment provides retail brokerage and banking services
to individual investors and retirement plan services,
andas well as other corporate brokerage
services.services, to businesses and their employees. The Advisor Services segment provides custodial, trading, banking, and support services, as well as retirement business
services.services, to independent registered investment advisors (RIAs), independent retirement advisors, and recordkeepers. These services are further described in the segment discussion below.
As of December 31,
2016, the Company2017, Schwab had full-time, part-time,
and temporary employees, and persons employed on a contract basis that represented the equivalent of approximately
16,20017,600 full-time employees.
Unless otherwise indicated, the terms “Schwab,” “the Company,” “we,” “us,” or “our” mean CSC together with its consolidated subsidiaries.
Business AcquisitionIn December 2012, the Company acquired ThomasPartners, Inc., (ThomasPartners®) a growth and dividend income-focused asset management firm.
Business Strategy and Competitive Environment
Schwab was founded on the belief that
averageall Americans deserve access to a better investing experience. Although much has changed in the intervening years,
the Company’sour purpose remains clear – to champion every client’s goals with passion and integrity. Guided by this purpose and the aspiration of creating the most trusted leader in investment services, management has adopted a strategy described as “Through Clients’ Eyes.”
Under this approach,
the Company’sour strategic goals are focused on putting clients’ perspectives, needs, and desires at the forefront. Because investing plays a fundamental role in building financial security,
the Company striveswe strive to deliver a better investing experience for
itsour clients – individual investors and the people and institutions who serve them – by disrupting longstanding industry practices on their behalf and providing superior service.
The Company aimsWe aim to offer a broad range of products and solutions to meet client needs with a focus on transparency and value. In addition, management works to couple
the Company’sSchwab’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. Finally,
the Company aimswe seek to maximize
itsour market valuation and stockholder returns over time.
Management estimates that investable wealth in the U.S. currently exceeds $30 trillion, which means the Company’s
$2.78$3.36 trillion in client assets
represent a market share of less than ten percent, leavingleaves substantial opportunity for growth.
The
THE CHARLES SCHWAB CORPORATION
Company’sOur 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, generatinggenerate earnings growth and buildingbuild long-term stockholder value.
THE CHARLES SCHWAB CORPORATION
Within Investor Services,
the Company’sour competition in serving individual investors includes a wide range of brokerage, wealth management, and asset management firms, as well as banks and trust companies. In the Advisor Services arena,
the Company competeswe compete with institutional custodians, traditional and discount brokers, banks and investment advisory firms, and trust companies.
Across both segments,
the Company’sour key competitive advantages are:
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| | Scale and Size of the Business - As one of the largest investment services firms in the United States (U.S.), the Company is able to spread operating costs and amortize new investments over a large base of clients and has the resources to evolve capabilities to meet client needs.
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| | Operating Efficiency - Coupled with scale, the Company’s operating efficiency and sharing of infrastructure across different businesses creates a cost advantage that enables the Company to competitively price products and services while profitably serving many different client channels.
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| | Operating Structure - Adding bank and asset management capabilities to the broker-dealer helps the Company serve a wider array of client needs, thereby deepening client relationships, enhancing the stability of client assets, and enabling diversified revenue streams.
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Scale and Size of the Business – As one of the largest investment services firms in the United States (U.S.), we are able to spread operating costs, amortize new investments over a large base of clients, and have the resources to evolve capabilities to meet client needs. | ·
| | Brand and Corporate Reputation - In an industry dependent on trust, the Company’s reputation and brand across multiple constituents enables it to attract clients and employees while credibly introducing new products to the market.
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Operating Efficiency – Coupled with scale, our operating efficiency and sharing of infrastructure across different businesses creates a cost advantage that enables us to competitively price products and services while profitably serving many different client channels. | ·
| | Service Culture - Delivering a great client experience earns the trust and loyalty of clients and increases the likelihood that those clients will refer others.
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Operating Structure – Adding bank and asset management capabilities to the broker-dealers helps serve a wider array of client needs, thereby deepening client relationships, enhancing the stability of client assets, and enabling diversified revenue streams. | ·
| | Willingness to Disrupt - The Company’s willingness to challenge the status quo to benefit clients fosters innovation and continuous improvement, which helps to attract more clients and assets.
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Brand and Corporate Reputation – In an industry dependent on trust, Schwab’s reputation and brand across multiple constituents enables us to attract clients and employees while credibly introducing new products to the market.Service Culture – Delivering a great client experience earns the trust and loyalty of clients and increases the likelihood that those clients will refer others.
Willingness to Disrupt – Management’s willingness to challenge the status quo to benefit clients fosters innovation and continuous improvement, which helps to attract more clients and assets.
Sources of Net Revenues
The Company’s
Our major sources of net revenues are net interest revenue, asset management and administration fees, and trading revenue. These revenue streams are supported by the
Company’s combination of bank, broker-dealer, and asset management operating subsidiaries, each of which brings specific capabilities that enable
the Companyus to provide clients with the products and services they are looking for.
Net interest revenue is the difference between interest generated on interest-earning assets and interest paid on funding sources, the majority of which is derived from client cash balances held by
the CompanySchwab as part of the clients’ overall relationship with the Company. While certain client cash balances are held on
the broker-dealer’sCS&Co’s balance sheet or swept to
our money market funds, a substantial amount of existing cash balances and most new client cash inflows are swept to
Schwab Bank, which also offers clients checking and savings account capabilities.a banking subsidiary. Over time, as supporting capital
ishas been available,
the Company haswe have been directing a growing proportion of client cash sweep balances to
Schwab Banka banking subsidiary relative to those going to the broker-dealer or money market funds. This shift has been effected through changes to default sweep options and the periodic bulk transfer of larger balances.
Schwab Bank
provides thesesweep balances
withhave access to Federal Deposit Insurance Corporation (FDIC) insurance protection, as allowed, and
provides the Companyprovide us with greater flexibility in terms of options for investing the cash and administering the interest rate
paid on client deposits. Optimizing the return on client sweep cash as part of net interest revenue supports the Company’s efforts to offer clients the best possible value in the areas most important to them across their overall relationship with the Company.paid.
The
Company generates the majority of
its asset management and administration fees
through itsare earned from proprietary money market mutual funds, proprietary and third-party mutual
fundfunds and
ETF offerings, as well asexchange-traded funds (ETFs), and fee-based advisory
solutions; a portion of these fees comes from client cash balances placed in the Company’s money market mutual funds.The Company generates tradingsolutions.
Trading revenue
throughincludes commissions earned for executing trades for clients in individual equities, options,
futures, fixed income securities, and certain third-party mutual funds and ETFs, as well as principal transaction revenue earned primarily from actions to support client trading in fixed income securities.
THE CHARLES SCHWAB CORPORATION
Products and Services
The Company offers
We offer a broad range of products to address
individuals’our clients’ varying investment and financial needs. Examples of these product offerings include the following:
Brokerage – an array of full-feature brokerage accounts with margin lending, options trading, and cash management capabilities including third-party certificates of deposit;
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| • | | Brokerage – an array of full-feature brokerage accounts with cash management capabilities;
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| | Mutual funds – third-party mutual funds through the Mutual Fund Marketplace®, including no-transaction fee mutual funds through the Mutual Fund OneSource® service, which also includes proprietary mutual funds, plus mutual fund trading and clearing services to broker-dealers; |
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| | Exchange-traded funds – an extensive offering of ETFs, including many proprietary and third-party ETFs available without a commission through Schwab ETF OneSource™;
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| | Advice solutions – managed portfolios of both proprietary and third-party mutual funds and ETFs, separately managed accounts, customized personal advice for tailored portfolios, and specialized planning and full-time portfolio management;
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THE CHARLES SCHWAB CORPORATION | ·
| | Banking – checking and savings accounts, certificates of deposit, first lien residential real estate mortgage loans (First Mortgages), home equity loans and lines of credit (HELOCs), and pledged asset lines (PALs); and
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| | Trust – trust custody services, personal trust reporting services, and administrative trustee services.
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The Company’sExchange-traded funds – an extensive offering of ETFs, including many proprietary and third-party ETFs available without a commission through Schwab ETF OneSource™;
Advice solutions – managed portfolios of both proprietary and third-party mutual funds and ETFs, separately managed accounts, customized personal advice for tailored portfolios, specialized planning, and full-time portfolio management;
Banking – checking and savings accounts, first lien residential real estate mortgage loans (First Mortgages), home equity lines of credit (HELOCs), and pledged asset lines (PALs); and
Trust – trust custody services, personal trust reporting services, and administrative trustee services.
This full array of investing services is made available through
its two
business segments – Investor Services and Advisor Services.
The Company’sSchwab’s major sources of revenues are generated by both of the
Company’s reportable segments. Revenue is attributable to a reportable segment based on which segment has the primary responsibility for serving the client. The accounting policies of the
Company’s reportable segments are the same as those described in “Item
8 – Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements” (Item 8) – Note 2. For financial information related to the Company’s reportable segments, see “Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations–Operations – Results of Operations” (Item 7) and Item 8 – Note 23.22.
Charles Schwab initially founded the Company over 40 years ago to provide individual investors with access to the financial markets at a reasonable cost. The Company has been expanding offerings over time in response to client needs, aiming to provide a compelling and often disruptive solution in the marketplace. As products and services have evolved over the years, the Investor Services segment has expanded and now includes the Company offersRetail Investor, Retirement Plan Services, Mutual Fund Clearing Services, and Off-Platform Sales business units.
Through the Retail Investor business unit, we offer individual investors a multi-channel service delivery model, which includes online, mobile, telephone, and branch capabilities. Under this model, the Company can offerWe provide personalized service at competitive prices while giving clients the choice of where, when, and how they do business with the Company.us. Financial Consultants (FCs) in Schwab’s branches and regional telephone service centers focus on building and sustaining client relationships. The Company offersWe have the ability to meet client investing needs through a single ongoing point of contact, even as those needs change over time. Management believesWe believe that the Company’sthis ability to providegive those clients seeking help, guidance, or advice with an individually tailored solution – ranging from occasional consultations to an ongoing relationship with a Schwab FC or an independent registered investment advisor (RIA)RIA in the Schwab Advisor Network® – is a competitive strength compared to the more fragmented or limited offerings of other firms. The Company has been expanding advice offerings over time in response to client needs to provide a compelling and often disruptive solution in the marketplace.The Company’s
Our service delivery model provides quick and efficient access to an extensive array of information, research, tools, trade execution, and administrative services, which clients can access according to their needs. For example, clients that trade more actively can use these channels to access highly competitive pricing, expert tools, and extensive service capabilities – including experienced, knowledgeable teams of trading specialists, and integrated product offerings.
Individuals investing for retirement through 401(k) plans can take advantage of the Company’s bundled offering of multiple investment choices, education, and third-party advice. Management also believes the Company is able to compete with the wide variety of financial services firms striving to attract individual client relationships by complementing these capabilities with a range of investment and banking products.
Schwab strives to educate and assist clients in reaching their financial goals. Educational tools include workshops, webcasts, interactive courses, and online information about investing, from which Schwab does not earn revenue. Additionally, Schwab provideswe provide various online research and analysis tools that are designed to help clients achieve better investment outcomes. As an example of such tools, Schwab Equity Ratings® is a quantitative model-based stock rating system that provides all clients with ratings on approximately 3,000 stocks, assigning each equity a single grade: A, B, C, D, or F. Schwab Equity Ratings International®, an international ranking methodology, covers stocks of approximately 4,000 stocks in 27 foreign equity markets.companies.
THE CHARLES SCHWAB CORPORATION
Clients may seek specific investment recommendations, either from time to time or on an ongoing basis. The CompanySchwab provides clients seeking advice with personalized solutions. The Company’sOur approach to advice is based on long-term investment strategies and guidance on portfolio diversification and asset allocation. This approach is designed to be offered consistently across all of Schwab’s delivery channels.
Schwab Private
Client™Client features a personal advice relationship with a designated Portfolio Consultant,
(PC), supported by a team of investment professionals who provide individualized service, a customized investment strategy developed in collaboration with the client, and ongoing guidance and execution.
THE CHARLES SCHWAB CORPORATION
For clients seeking a relationship in which investment decisions are fully delegated to a financial professional, the CompanySchwab offers several alternatives. The Company providesWe provide investors access to professional investment management in a diversified account that is invested exclusively in either mutual funds or ETFs through the Schwab Managed Portfolios™Portfolios and Windhaven Investment Management, Inc. (Windhaven®), or equity securities and ETFs through ThomasPartners® programs. The CompanyWe also refersrefer investors who want to utilize a specific third-party money manager to direct a portion of their investment assets to the Schwab Managed Account program. Schwab Intelligent Portfolios®, available since 2015, are for clients who are looking to have their assets professionally managed via a fully automated online investment advisory service. In addition,late 2016, we introduced Schwab Intelligent Advisory® to offer our clients a hybrid advisory service which combines live credentialed professionals and algorithm-driven technology to make financial and investment planning more accessible to investors. Finally, clients who want the assistance of an independent professional in managing their financial affairs may be referred to RIAs in the Schwab Advisor Network. These RIAs provide personalized portfolio management, financial planning, and wealth management solutions.
To meet the specific needs of clients who actively trade, Schwab
and optionsXpress, Inc. (optionsXpress) both offeroffers integrated web- and software-based trading platforms, which incorporate intelligent order routing technology, real-time market data, options trading, premium stock and futures research, and multi-channel access, as well as sophisticated account and trade management features, risk management and decision support tools, and dedicated personal support.
For U.S. clients wishing to invest in foreign equities,
the Company offerswe offer a suite of global investing capabilities, including online access to certain foreign equity markets with the ability to trade in their local currencies. In addition,
the CompanySchwab serves both foreign investors and non-English-speaking U.S. clients who wish to trade or invest in U.S. dollar-based securities. In the U.S.,
the CompanySchwab serves Mandarin-, Cantonese-, Spanish-, and Vietnamese-speaking clients through a combination of its branch offices, web-based and telephonic services.
The Investor Services segment
We also
includes the Retirement Plan Services, Stock Plan Services, Compliance Solutions, Mutual Fund Clearing Services and Off-Platform Sales business units.Retirement Plan Services offers a bundled 401(k) retirement plan product that provides plan sponsors a wide array of investment options, trustee or custodial services, and participant-level recordkeeping. Plan design features, which increase plan efficiency and achieve employer goals, are also offered, such as automatic enrollment, automatic fund mapping at conversion, and automatic contribution increases. In addition to an open architecture investment platform, the Company offers a unique 401(k) plan utilizing low cost index mutual funds and ETFs, combined with a managed investing service to help participants reach their retirement goals. Services also include support for Roth 401(k) accounts, profit sharing and defined benefit plans. The Company provides a robust suite of tools to plan sponsors to manage their plans, including plan-specific reports, studies and research, access to legislative updates and benchmarking reports that provide perspective on their plan’s features compared with overall industry and segment-specific plans. Participants in bundled plans serviced by the Company receive targeted education materials, have access to electronic tools and resources, may attend onsite and virtual seminars, and can receive third-party advice. This third-party advice service is delivered online, by phone, or in person, including recommendations based on the core investment fund choices in their retirement plan and specific recommended savings rates.
Stock Plan Services offersoffer equity compensation plan sponsors full-service recordkeeping for stock plans, stock options, restricted stock, performance shares, and stock appreciation rights. Specialized services for executive transactions and reporting, grant acceptance tracking, and other services are offered to employers to meet the needs of administering the reporting and compliance aspects of an equity compensation plan.
Compliance Solutions provides In addition, we provide software and services for compliance departments of regulated companies and firms with special requirements to monitor employee personal trading, including trade surveillance technology.
THE CHARLES SCHWAB CORPORATION
Our Retirement Plan Services business unit offers a bundled 401(k) retirement plan product that provides retirement plan sponsors a wide array of investment options, trustee or custodial services, and participant-level recordkeeping. Retirement plan design features, which increase plan efficiency and achieve employer goals, are also offered, such as automatic enrollment, automatic fund mapping at conversion, and automatic contribution increases. In addition to an open architecture investment platform, we offer access to low cost index mutual funds and ETFs. Individuals investing for retirement through 401(k) plans can take advantage of bundled offerings of multiple investment choices, education, and third-party advice. This third-party advice service is delivered online, by phone, or in person, including recommendations based on the core investment fund choices in their retirement plan and specific recommended savings rates. Services also include support for Roth 401(k) accounts, profit sharing, and defined benefit plans.
Lastly, the Mutual Fund Clearing Services
business unit provides custody, recordkeeping, and trading services to banks, brokerage firms, and trust
companies.companies, and the Off-Platform Sales business unit offers proprietary mutual funds, ETFs, and collective trust funds outside the Company.
They are included within the Investor Services segment given their leveraging of the products and services offered to individual investors.
More than twenty-five years ago, Schwab supported a small group of entrepreneurial advisors who challenged the industry by creating independent firms. Through the Advisor Services segment,
the Company isSchwab has become the largest provider of custodial, trading, banking, and support services to
RIAs. ItRIAs and their clients. We also
providesprovide retirement business services to independent retirement advisors and recordkeepers. Management believes that
its Advisor Services segmentwe can maintain
itsour market leadership position primarily through the efforts of
itsour sales, support, and business consulting service teams, which are dedicated to helping RIAs grow, compete, and succeed in serving their clients. In addition to focusing on superior service,
Advisor Services utilizeswe utilize technology to provide RIAs with a highly-developed, scalable platform for administering their clients’ assets easily and efficiently. Advisor Services sponsors a variety of national, regional, and local events designed to help RIAs identify and implement better ways to expand and efficiently manage their practices.
THE CHARLES SCHWAB CORPORATION
RIAs who custody client accounts at Schwab may use proprietary software that provides them with up-to-date client account information as well as trading capabilities. The Advisor Services website is the core platform for RIAs to conduct daily business activities online with Schwab, including viewing and managing client account information and accessing news and market information. The website provides account servicing capabilities for RIAs, including account opening, money movement, transfer of assets, trading, checking status, and communicating with
the Company’sour service team. The site provides multi-year archiving of statements, trade confirms, and tax reports, along with document search capabilities.
To help RIAs grow and manage their practices,
the Company offerswe offer a variety of services, including business management and technology and operations consulting on a variety of topics critical to an RIA’s success including strategic business planning, client segmentation, growth strategies, technological strategies, and succession planning. The Advisor Services website provides interactive tools, educational content, and research reports to assist advisors thinking about establishing and managing their own independent practices.
The Company offers
We also offer an array of services to help advisors establish their own independent practices through the Business Start-up Solutions package. These services include access to dedicated service teams and outsourcing of back-office operations, as well as third-party firms who provide assistance with real estate, errors and omissions insurance, and company benefits.
The Company offersWe provide a variety of educational materials, programs, and events to RIAs seeking to expand their knowledge of industry issues and trends, as well as sharpen their individual expertise and practice management skills. The Company updatesWe update and sharesshare market research on an ongoing basis, and it holdshold a series of events and conferences every year to discuss topics of interest to RIAs, including business strategies and best practices. The CompanySchwab sponsors the annual IMPACT® conference, which provides a national forum for the Company, RIAs, and other industry participants to gather and share information and insights, as well as a multitude of smaller events across the country each year.
RIAs and their clients have access to a broad range of
the Company’sour products and services, including individual securities, mutual funds, ETFs, managed accounts,
cash products, and
cash products.bank lending. By functioning as the custodian, Schwab earns revenue associated with the underlying client assets invested in our products and utilization of the services we provide. In this capacity, we do not charge an explicit custodial fee.
The Advisor Services segment also includes the Retirement Business Services and Corporate Brokerage Retirement Services business units. Retirement Business Services provides trust, custody, and retirement business services to independent retirement plan advisors and independent recordkeepers. PlanRetirement plan assets are held at the Business Trust division of Schwab Bank. The Company and independent retirement plan providers work together to serve plan sponsors; combining the consulting and administrative expertise of the administrator with the Company’sour investment, technology, trust, and custodial services. Retirement Business Services also offers the Schwab Personal Choice Retirement Account®, a self-directed brokerage offering for retirement plans.
Corporate Brokerage Retirement Services serves plan sponsors, advisors, and independent recordkeepers seeking a brokerage-based account to hold retirement plan assets. PlansRetirement plans held at Schwab are either self-trusteed or trusteed by a separate, independent trustee. Corporate Brokerage Retirement Services also offers the Schwab Personal Choice Retirement Account®,
THE CHARLES SCHWAB CORPORATION
and the Company Retirement Account, both of which are self-directed brokerage-based solutions designed to hold the assets of company-sponsored retirement plans.
As a participant in the securities, banking and financial services industries,
the CompanySchwab is subject to extensive regulation under both federal and state laws by governmental agencies, supervisory authorities, and self-regulatory organizations (SROs).
The Company isWe are also subject to oversight by regulatory bodies in other countries in which
the Company operates.we operate. These regulations affect
the Company’sour business operations and impose capital, client protection, and market conduct requirements.
As a result of the enactment of the Dodd-Frank Wall Street Reform and Consumer Protection Act in 2010 (Dodd-Frank), the adoption of implementing regulations by the federal regulatory agencies, and other recent regulatory reforms,
the Company haswe have experienced significant changes in the laws and regulations that apply to
it,us, how
it iswe are regulated, and regulatory expectations in the areas of compliance, risk management, corporate governance, operations, capital, and liquidity.
THE CHARLES SCHWAB CORPORATION
Holding Company and Bank Regulation
CSC is a savings and loan holding company and
Schwab Bank, CSC’s depository institution subsidiary, is a federal savings bank. CSC is regulated, supervised, and examined by the Board of Governors of the Federal Reserve System (Federal Reserve)
, and. CSC’s principal depository institution subsidiary, Schwab Bank,
is a federal savings bank and is regulated, supervised, and examined by the Office of the Comptroller of the Currency (OCC), the Consumer Financial Protection Bureau (CFPB), and the FDIC. CSC and Schwab Bank are also subject to regulation and various requirements and restrictions under state and other federal laws.
This regulatory framework is designed to protect depositors and consumers, the safety and soundness of depository institutions and their holding companies, and the stability of the banking system as a whole. This framework affects the activities and investments of CSC
Schwab Bank and
CSC’s non-bankits subsidiaries and gives the regulatory authorities broad discretion in connection with their supervisory, examination and enforcement activities and policies.
Financial Regulatory Reform
Following the enactment of Dodd-Frank, the federal banking agencies have adopted a number of implementing regulations and other regulatory reforms that are significant for CSC and
Schwab Bank.its banking subsidiaries. These regulations are highlighted below.
Basel III Capital and Liquidity Framework
In 2013,
Banking organizations are subject to the
U.S. Federal banking agencies adopted strengthened regulatory capital
requirements forrules issued by the Federal Reserve and other U.S. banking
organizations consistent with Basel III (Final Regulatory Capital Rules). The Final Regulatory Capital Rules established Common Equity Tier 1 (CET1) Capital as a new capital standard, increasedregulators, including the OCC and the FDIC. In addition to minimum
required risk-based capital
ratios, narrowed the eligibility criteria for regulatoryrequirements, banking organizations must hold additional capital,
instruments, provided for new regulatory capital deductions and adjustments, and modified methods for calculating risk-weighted assets (the denominator of risk-based capital ratios). See Capital Management in Part II, Item 7, and Item 8 – Note 22 for more information on capital requirements.The Final Regulatory Capital Rules provided for a one-time election which CSC and Schwab Bank madereferred to exclude accumulated other comprehensive income (AOCI) from the calculation of all capital ratios. The Final Regulatory Capital Rules also introducedas a capital conservation buffer, thatto avoid being subject to limits a banking organization’s ability to makeon capital distributions and discretionary bonus payments to executive officers if a banking organization fails to maintain aofficers.
The regulatory capital
conservation buffer of more than 2.5%, on a fully phased-in basis, in excess of all of its minimum risk-based capital ratio requirements.The Final Regulatory Capital Rulesrules provide for a “standardized approach” framework for the calculation of a banking organization’s regulatory capital and risk-weighted assets. Depository institutions and their holding companies with consolidated total assets of $250 billion or more, or total on-balance-sheet foreign exposuresexposure of $10 billion or more, are also required to calculate their regulatory capital and risk-weighted assets using an “advanced approaches” framework and must satisfy the minimum capital ratiosrequirements under both approaches. Such companies must also maintain a minimum supplementary leverage ratio of at least 3.0%, must include accumulated other comprehensive income (AOCI) in their calculation of their capital ratios, and are subject to certain other enhanced provisions.provisions, including additional reporting requirements. CSC and Schwab Bankits banking subsidiaries are currently only subject to the “standardized approach” framework.
THE CHARLES SCHWAB CORPORATION
The new capital requirements under the Final Regulatory Capital Rules became effective in 2015, for CSC, which had not previously beenframework but will become subject to any consolidated capital requirements, and Schwab Bank.
In 2014, U.S. Federalthe “advanced approaches” framework upon exceeding either of the thresholds.
The liquidity coverage ratio (LCR) rule requires banking
agencies adopted an inter-agency rule that imposes a quantitative Liquidity Coverage Ratio (LCR) requirement on large banking organizations. Banking organizations with
consolidated total assets of $250
billion or more, or total on-balance-sheet foreign exposure of $10 billion or more and their depository institution subsidiaries with $10 billion or more in total consolidated assets
or foreign exposures of $10 billion or more mustto hold
High Quality Liquid Assetshigh quality liquid assets (HQLA) in an amount equal to at least 100% of their projected net cash outflows over the 30-day
period.period, calculated on each business day. Other bank and savings and loan holding companies with total consolidated assets of $50 billion or more
such as CSC, are subject to a modified LCR rule requiring them to hold HQLA in an amount equal to at least 70% of their projected net cash outflows over the 30-day
period. The modified LCR rule went into effect on January 1, 2016, with holding companies subject to the rule required to hold at least 90%period, calculated as of the
necessary amountlast business day of
HQLA in 2016 and at least 100% starting on January 1, 2017.the month.
Capital Stress Testing
In 2012, the OCC issued final rules implementing provisions of Dodd-Frank that require national banks
Savings and loan holding companies and federal savings associationsbank with total consolidated assets of more than $10 billion are required to conduct annual company-run stress tests. Under the Dodd-Frank Act Stress Test (DFAST) rules, CSC (for the first time in 2017) and Schwab Bank must conduct annual stress tests using certain scenarios and prescribed stress-testing methodologies, report the results to the OCC and the Federal Reserve and, for Schwab Bank, the OCC, and publish a summarysummaries of the results of itstheir stress tests. In July 2016, Schwab Bank submitted its company-run stress test results to the OCC. In October 2016, Schwab Bank publicly disclosed
As a
summary of its stress test results under the severely adverse scenario prescribed by the OCC based upon a nine-quarter timeframe beginning on January 1, 2016savings and
ending on March 31, 2018. In its summary, Schwab Bank reported that its 7.1% Tier 1 leverage ratio at the beginning of the forecast period declined to a low of 6.7% during the nine-quarter forecast horizon and ended at 7.2%.Under the Federal Reserve’s DFAST regulations, CSC will be required to conduct its first stress test using financial statement data as of December 31, 2016, report the results of that stress test to the Federal Reserve by April 5, 2017, and publicly disclose a summary of its stress test results between June 15 and June 30, 2017.loan holding company, CSC is not subject to the annual Comprehensive Capital Analysis and Review (CCAR) process, which requires certain financial institutions to submit annual capital plans to the Federal Reserve. CSC has been taking stepscontinues to implementenhance its stress testing policies, procedures, systems, and governance structures that are designed to be consistent with regulatory expectations for a firm of its size and complexity.
THE CHARLES SCHWAB CORPORATION
Insured Depository Institution Resolution Plans
In 2011 and 2012, the
The FDIC
issued rules requiringrequires insured depository institutions with total consolidated assets of $50 billion or more to submit to the FDIC periodic plans providing for their resolution by the FDIC in the event of failure (resolution plans or so-called “living wills”) under the receivership and liquidation provisions of the Federal Deposit Insurance Act.
Under these rules, Schwab Bank is required to file with the FDIC an annual resolution plan demonstrating how the bank could be resolved in an orderly and timely manner in the event of receivership such that the FDIC would be able to: ensure that the bank’s depositors receive access to their deposits within one business day; maximize the net present value of the bank’s assets when disposed of; and minimize losses incurred by the bank’s creditors.
Consumer Financial Protection
In 2011, pursuant to Dodd-Frank, the
The CFPB
began operations and was givenhas broad rulemaking, supervisory and enforcement authority for a wide range of federal consumer protection laws relating to financial products.
As a federal savings bankThe CFPB has examination and primary enforcement authority over depository institutions with $10 billion or more in consolidated total
assets, Schwab Bank’s lending and deposit-taking activities are subject to regulation, supervision and examination by the CFPB. The CFPB has adopted many consumer protection rules since its creation and has additional authority to issue orders, guidance and policy statements, conduct examinations, and bring enforcement actions.assets.
Deposit Insurance Assessments
The FDIC’s Deposit Insurance Fund (DIF) provides insurance coverage for certain deposits, generally up to $250,000 per depositor per account ownership type, and is funded by quarterly assessments on insured depository institutions.
In 2011, theThe FDIC
establisheduses a risk-based deposit premium assessment system that, for large insured depository institutions with at least $10 billion in total consolidated assets,
such as Schwab Bank, uses a scorecard method based on a number of factors, including the institution’s regulatory ratings, asset quality and brokered deposits. The deposit insurance assessment base is calculated as average consolidated total assets minus average tangible equity.
THE CHARLES SCHWAB CORPORATION
The Dodd-Frank Act (i) raised the minimum reserve ratio for the DIF to 1.35% (from the former minimum of 1.15%) and (ii) required that the DIF’s reserve ratio reach 1.35% by September 30, 2020.
In
MarchJuly 2016, the FDIC
issued a final rule imposingimposed a flat-rate
quarterly surcharge on
the quarterly assessments of insured depository institutions with total assets of $10 billion or more
and certain of their bank affiliates to pay for the increase. The surcharge
went intotook effect
on July 1, 2016, at the same time as a scheduled reduction in the regular FDIC insurance. As a result,
the Company isSchwab’s banking subsidiaries are now subject to a 3 basis point regular assessment on
its totaltheir respective assessment
basebases (down from 5 basis points) and a new 4.5 basis point surcharge on the amount of
itstheir aggregate assessment base in excess of $10
billion.billion that will remain in effect until the earlier of the DIF reaching 1.35% or December 31, 2018. If DIF has not reached 1.35% by such date, the FDIC will impose a shortfall assessment.
Community Reinvestment Act
The Community Reinvestment Act of 1977 (CRA) requires
Schwab Bank’sthe primary federal bank regulatory agency
the OCC,for each of Schwab’s depository institution subsidiaries to assess the
bank’ssubsidiary’s record in meeting the credit needs of the communities served by the bank, including low- and moderate-income neighborhoods and persons. Institutions are assigned one of four ratings
and(“outstanding,” “satisfactory,” “needs to improve,” or “substantial noncompliance”). The failure of an institution to receive at least a “satisfactory” rating could inhibit the
assessment is reviewed in connection with any acquisition, mergerinstitution or
its holding company from undertaking certain activities, including acquisitions or opening branch
office application.offices.
The Dodd-Frank Act codified the Federal Reserve’s long-held position that a depository institution holding company must serve as a source of financial strength for its subsidiary depository institutions, the so-called “source of strength doctrine.” In effect, the holding company may be compelled to commit resources to support the subsidiary in the event the subsidiary is in financial distress.
THE CHARLES SCHWAB CORPORATION
Broker-Dealer and Investment Advisor Regulation
CSC’s
Schwab’s principal
broker-dealers are Schwab and optionsXpress. Schwabbroker-dealer is CS&Co. CS&Co is registered as a broker-dealer with the United States Securities and Exchange Commission (SEC), the fifty states, the District of Columbia and Puerto Rico.
optionsXpress is registered as a broker-dealer with the SEC, the fifty states, the District of Columbia, Puerto Rico, and the Virgin Islands. SchwabCS&Co and CSIM are registered as investment advisors with the SEC. Additionally,
Schwab and optionsXpress areCS&Co is regulated by the Commodities Futures Trading Commission (CFTC) with respect to the commodity futures and trading activities
they conductit conducts as an introducing
broker and futures commission merchant, respectively.broker.
Much of the regulation of broker-dealers has been delegated to SROs.
SchwabCS&Co is a member of the Financial Industry Regulatory Authority, Inc. (FINRA), the Municipal Securities Rulemaking Board (MSRB), NYSE Arca, and the Chicago Board Options Exchange (CBOE).
optionsXpress is also a member of FINRA and the MSRB. In addition to the SEC, the primary regulators of
Schwab and optionsXpressCS&Co are FINRA and, for municipal securities, the MSRB. The National Futures Association (NFA) is
Schwab and optionsXpress’sCS&Co’s primary regulator for futures and commodities trading activities.
The principal purpose of regulating broker-dealers and investment advisors is the protection of clients and securities markets. The regulations cover all aspects of the securities business, including, among other things, sales and trading practices, publication of research, margin lending, uses and safekeeping of clients’ funds and securities, capital adequacy, recordkeeping and reporting, fee arrangements, disclosure to clients, fiduciary duties owed to advisory clients, and the conduct of directors, officers, and employees.
Schwab and optionsXpress are both
CS&Co is subject to Rule 15c3-1 under the Securities Exchange Act of 1934 (the Uniform Net Capital Rule) and related SRO requirements. The CFTC and NFA also impose net capital requirements. The Uniform Net Capital Rule specifies minimum capital requirements intended to ensure the general financial soundness and liquidity of broker-dealers. CSC itself is not a registered broker-dealer and it is not subject to the Uniform Net Capital Rule. If
SchwabCS&Co fails to maintain specified levels of net capital, such failure could constitute a default by CSC of certain debt covenants under its credit agreement.
The Uniform Net Capital Rule prohibits
a broker-dealer subsidiaryCS&Co from paying cash dividends, making unsecured advances or loans or repaying subordinated loans if such payment would result in a net capital amount of less than 5% of aggregate debit balances or less than 120% of its minimum dollar requirement of $250,000.
In addition to net capital requirements, as
a self-clearing
broker-dealers, Schwab and optionsXpress arebroker-dealer, CS&Co is subject to cash deposit and collateral requirements with clearing houses, such as the Depository Trust & Clearing Corporation and Options Clearing
THE CHARLES SCHWAB CORPORATION
Corporation, which may fluctuate significantly from time to time based upon the nature and size of clients’ trading activity and market volatility.
Financial Service Regulation
Bank Secrecy Act of 1970 and USA PATRIOT Act of 2001
CSC and its subsidiaries that conduct financial services activities are subject to the Bank Secrecy Act of 1970 (BSA), as amended by the USA PATRIOT Act of 2001, which requires financial institutions to develop and implement programs reasonably designed to achieve compliance with these regulations. The BSA and USA PATRIOT Act include a variety of monitoring, recordkeeping and reporting requirements (such as currency transaction reporting and suspicious activity reporting), as well as identity verification and client due diligence requirements which are intended to detect, report and/or prevent money laundering, and the financing of terrorism. In addition, CSC and various subsidiaries of the Company are subject to U.S. sanctions programs administered by the Office of Foreign Assets Control.
For additional information on Regulation, see Capital Management in Part II, Item 7 and Item 8 – Note 22.
The CompanySchwab files annual, quarterly, and current reports, proxy statements, and other information with the SEC. The Company’s SEC filings are available to the public over the Internet on the SEC’s website at https://www.sec.gov. You may read and copy any document that the Company files with the SEC at the SEC’s Public Reference Room at 100 F Street, NE, Washington, DC 20549. You may obtain information on the operation of the Public Reference Room by calling the SEC at
On the Company’sSchwab’s website, https://www.aboutschwab.com, the Company posts the following filings are posted after they are electronically filed with or furnished to the SEC: the Company’s annual reports on Form 10-K, the Company’s quarterly reports on Form 10-Q, the Company’s current reports on Form 8-K, and any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934.
THE CHARLES SCHWAB CORPORATION
In addition, the
Company’s website also includes the Dodd-Frank stress test results and
the Company’sour regulatory capital disclosures based on Basel III.
All such filings are available free of charge either on the Company’sour website or by request via email (investor.relations@schwab.com), telephone (415-667-7000), or mail (Charles Schwab Investor Relations at 211 Main Street, San Francisco, CA 94105).
The Company faces
We face a variety of risks that may affect
itsour operations, financial results, or stock price and many of those risks are driven by factors that
the Companywe cannot control or predict. The following discussion addresses those risks that management believes are the most significant, although there may be other risks that could arise, or may prove to be more significant than expected, that may affect
the Company’sour operations or financial results.
For a discussion of
the Company’sour risk management, including operational risk, compliance risk, credit risk, market risk, and liquidity risk, see Risk Management
and Capital Management in Part II, Item 7.
Developments in the business, economic, and geopolitical environment could negatively impact
the Company’sour business.
The Company’s
Our business can be adversely affected by the general environment – economic, corporate, securities market, regulatory, and geopolitical developments all play a role in client asset valuations, trading activity, interest rates, and overall investor engagement, and are outside of
the Company’sour control. Deterioration in the housing and credit markets,
reductions
THE CHARLES SCHWAB CORPORATION
reduction in short-term interest rates, and decreases in securities valuations negatively impact the Company’sour results of operations and capital resources.
Extensive regulation of the Company’sour businesses may subject itus to significant penaltiesor limitations on business activities.
As a participant in the securities, banking, and financial services industries,
the Company iswe are subject to extensive regulation under federal, state, and foreign laws by governmental agencies, supervisory authorities and SROs.
Such regulation continues to grow more extensive and complex, theThe costs and uncertainty related to complying with such regulations continue to
increase, and regulatory proceedings continue to become more frequent and sanctions more severe. The requirements imposed by the Company’s regulators are designed to ensure the integrity of the financial markets, the safety and soundness of financial institutions and the protection of clients.increase. These regulations affect
the Company’sour business operations and impose capital, client protection, and market conduct
requirements.requirements on us.
In addition to specific banking laws and regulations,
the Company’sour banking regulators have broad discretion in connection with their supervisory and enforcement activities and examination policies and could require CSC and/or
Schwab Bankour banking subsidiaries to hold more capital, increase liquidity, or limit their ability to pay dividends or CSC’s ability to repurchase
or redeem shares. The banking regulators could also limit
the Company’sour ability to grow, including adding assets, launching new products, making acquisitions, and undertaking strategic investments, could limit
Schwab Bank’sour banking subsidiaries’ ability to accept deposits swept from client brokerage accounts and brokered deposits and could prevent
the Companyus from pursuing
itsour business strategy.
Despite
the Company’sour efforts to comply with applicable legal requirements, there are a number of risks, particularly in areas where applicable laws or regulations may be unclear or where regulators could revise their previous guidance. Any enforcement actions or other proceedings brought by
the Company’sour regulators against
the Companyus or
itsour affiliates, officers or employees could result in fines, penalties, cease and desist orders, enforcement actions, suspension, disqualification or expulsion, or other disciplinary sanctions, including limitations on
the Company’sour business activities, any of which could harm
the Company’sour reputation and adversely affect
the Company’sour results of operations and financial condition.
While
the Company maintainswe maintain systems and procedures designed to ensure that
it complieswe comply with applicable laws and regulations, violations could occur. In addition, some legal/regulatory frameworks provide for the imposition of fines or penalties for noncompliance even though the noncompliance was inadvertent or unintentional and even though systems and procedures reasonably designed to prevent violations were in place at the time. There may be other negative consequences resulting from a finding of noncompliance, including restrictions on certain activities. Such a finding may also damage
the Company’sour reputation and
itsour relationships with
itsour regulators and could restrict the ability of institutional investment managers to invest in
the Company’sour securities.
THE CHARLES SCHWAB CORPORATION
Legislation or changes in rules and regulations could negatively affect
the Company’sour business and financial results.
New legislation, rules, regulations and guidance, or changes in the interpretation or enforcement of existing federal, state, foreign and SRO rules, regulations and guidance, including changes relating to mutual funds, broker-dealer fiduciary duties and regulatory treatment of deposit accounts, may directly affect the operation and profitability of
the CompanySchwab or its specific business lines.
TheOur profitability
of the Company could also be affected by rules and regulations that impact the business and financial communities generally, including changes to the laws governing taxation, electronic commerce, client privacy and security of client data. In addition, the rules and regulations could result in limitations on the lines of business
the Company conducts,we conduct, modifications to
the Company’sour business practices, more stringent capital and liquidity requirements, increased deposit insurance assessments or additional costs. These changes may also require
the Companyus to invest significant management attention and resources to evaluate and make necessary changes to
itsour compliance, risk management, treasury and operations functions.
While U.S. banking regulators have finalized many regulations to implement various provisions of Dodd-Frank and other financial reforms such as Basel III, implementation of the legislation is ongoing and significant rule-making and interpretations remain to be completed. For example, rules relating to a minimum net stable funding ratio (NSFR),which will require financial institutions to have a stable funding structure over a one-year horizon, have been proposed but have not yet been finalized. In addition, the SEC was given discretion to adopt rules regarding standards of conduct for broker-dealers providing investment advice to retail clients but has not yet made any rule proposals. The Company has incurred and will
THE CHARLES SCHWAB CORPORATION
continue to incur significant additional costs and expend a significant amount of time as it develops and integrates appropriate systems and procedures to comply with the rule-making, and then monitors, supports and refines those systems and procedures.
Failure to meet capital adequacy and liquidity guidelines could affect the Company’sour financial condition.
CSC, together with
Schwab Bankits banking and
its broker-dealer subsidiaries, must meet certain capital and liquidity standards, subject to qualitative judgments by regulators about the adequacy of
the Company’sSchwab’s capital and
the Company’sSchwab’s internal assessment of its capital needs. The Uniform Net Capital Rule limits
Schwab’sCS&Co’s ability to transfer capital to CSC and other affiliates. New regulatory capital, liquidity, and stress testing requirements may limit or otherwise restrict how
the Company utilizes itswe utilize our capital, including paying dividends,
and stock repurchases, and
redemptions, and may require
the Companyus to increase
itsour capital and/or liquidity or to limit
itsour growth. Failure by either CSC or
Schwab Bankits banking subsidiaries to meet
its minimum capital requirements could result in certain mandatory and additional discretionary actions by regulators that, if undertaken, could have a negative impact on
the Company.us. In addition, failure by CSC or
Schwab Bankour banking subsidiaries to maintain a sufficient amount of capital to satisfy
itstheir capital conservation buffer requirements (as phased in) would result in restrictions on
the Company’sour ability to make capital distributions and discretionary cash bonus payments to executive officers. Any requirement that
the Companywe increase
itsour regulatory capital, replace certain capital instruments which presently qualify as Tier 1 capital, or increase regulatory capital ratios or liquidity, could require
the Companyus to liquidate assets, deleverage or otherwise change
itsour business and/or investment plans, which may adversely affect
itsour financial results. Issuing additional common stock would dilute the ownership of existing stockholders.
With
$223$243.3 billion in consolidated total assets at December 31,
2016, the Company is2017, we are currently only subject to the “standardized approach”
capital framework of
the Basel III
capital and
modified liquidity requirements. When
the Company’sour consolidated total assets equal or exceed $250 billion,
the Companywe will become subject to the “advanced approaches” framework, including being subject to a supplementary leverage ratio, the inclusion of AOCI in regulatory capital, the unmodified LCR, enhanced Basel III disclosures, and a more complex calculation of risk weighted assets that includes an assessment of the impact of operational risk. In addition, federal banking agencies have broad discretion and could require CSC or
Schwab Bankits banking subsidiaries to hold higher levels of capital or increase liquidity above the applicable regulatory requirements.
For a discussion of the Company’s Liquidity and Capital Management, see Risk Management and Capital Management in Part II, Item 7 and Item 8 – Note 22.
Significant interest rate changes could affect
the Company’sour profitability.
The direction and level of interest rates are important factors in
our earnings. A decline in interest rates may have a negative impact on
the Company’sour net interest revenue. A low interest rate environment may also have a negative impact on
the Company’sour asset management and administration fee revenues if
the Company haswe have to waive a portion of
itsour management fees for certain Schwab-sponsored money market mutual funds in order to continue providing a positive return to clients.
Overall,
the Company iswe are positioned to benefit from a rising interest rate environment. A rise in interest rates may cause
the Company’sour funding costs to increase if market conditions or the competitive environment forces
the Companyus to raise
itsour interest rates to avoid losing deposits. Higher funding costs without offsetting increases in yields on interest-earning assets can reduce
the Company’sour net interest revenue.
For additional information on the Company’s
The manner in which interest rates are calculated could also impact our net interest
revenue, see Resultsrevenue. For example, certain securities in Schwab’s investment portfolios have floating interest rates based on benchmarks like the one-month LIBOR, which has been the subject of
Operationsrecent regulatory guidance and
Risk Managementproposals for reform. These reforms may cause LIBOR to perform differently than in
Part II, Item 7. the past, or be replaced as a benchmark, and could result in lower interest payments and a reduction in the value of the securities.
THE CHARLES SCHWAB CORPORATION
A significant change in client cash allocations could negatively impact our net interest revenue.
We rely heavily on bank deposits as a low cost source of funding to extend loans to clients and purchase investment securities. Our bank deposits are primarily driven by our bank sweep feature: uninvested cash balances in our client brokerage accounts are swept to our banking subsidiaries. A significant reduction in our clients’ allocation to cash, a change in the allocation of that cash, or a transfer of cash away from the Company, could reduce net interest revenue.
Security breaches of
the Company’sour systems, or those of
itsour clients or third parties, may subject
the Companyus to significant liability and damage
the Company’sSchwab’s reputation.
The Company’s
Our business involves the secure processing, storage, and transmission of confidential information about the Companyour clients and its clients.us. Information security risks for financial institutions are increasing, in part because of the use of the internet and mobile technologies to conduct financial transactions, and the increased sophistication and activities of organized crime, activists, hackers and other external parties, including foreign state actors. The Company’sOur systems and those of other financial institutions have been and are likely to continue to be the target of cyber attacks, malicious code, computer viruses
THE CHARLES SCHWAB CORPORATION
and denial of service attacks that could result in unauthorized access, misuse, loss or destruction of data (including confidential client information), account takeovers, unavailability of service or other events. Despite the Company’sour efforts to ensure the integrity of itsour systems, the Companywe may not be able to anticipate or to implement effective preventive measures against all security breaches of these types, especially because the techniques used change frequently or are not recognized until launched, and because security attacks can originate from a wide variety of sources. Data security breaches may also result from non-technical means, for example, employee misconduct.
Given the high volume of transactions that we process, the large number of clients, counterparties and third-party service providers with which we do business and the increasing sophistication of cyber attacks, a cyber attack could occur and persist for an extended period of time before being detected. The extent of a particular cyber attack and the steps we may need to take to investigate the attack may not be immediately clear, and it may take a significant amount of time before an investigation is completed and full and reliable information about the attack is known. During such time we would not necessarily know the extent of the harm or how best to remediate it, and certain errors or actions could be repeated or compounded before they are discovered and remediated, all or any of which would further increase the costs and consequences of a cyber attack.
Security breaches, including breaches of
the Company’sour security measures or those of
the Company’sour third-party service providers or clients, could result in a violation of applicable privacy and other laws and could subject
the Companyus to significant liability or loss that may not be covered by insurance, actions by
the Company’sour regulators, damage to
the Company’sSchwab’s reputation, or a loss of confidence in
the Company’sour security measures which could harm
the Company’sour business.
The CompanyWe may be required to expend significant additional resources to modify
itsour protective measures or to investigate and remediate vulnerabilities or other exposures.
The Company
We also
facesface risk related to external fraud involving the
misappropriation and use of clients’ user names, passwords or other personal information to gain access to clients’ financial accounts at Schwab. This could occur from the compromise of clients’ personal electronic devices
that can facilitate the unauthorized accessor as a result of a data security breach at an unrelated company where clients’ personal information is taken and then made available to
login and password information for their various online financial accounts, including those at the Company.fraudsters. Such risk has grown in recent years due to the increased sophistication and activities of organized crime and other external parties, including foreign state-sponsored parties.
For example, these parties send fraudulent “phishing” emails to the Company’s clients in order to misappropriate user names, passwords or other personal information. Losses reimbursed to clients under
the Company’sour guarantee against unauthorized account activity could have a negative impact on
the Company’sour business, financial condition and results of operations.
Technology and operational failures or errors could subject
the Companyus to losses, litigation,
regulatory actions, and
regulatory actions.The Companyreputational damage.
We must process, record and monitor a large number of transactions and itsour operations are highly dependent on the integrity of itsour technology systems and itsour ability to make timely enhancements and additions to itsour systems. System interruptions, errors or downtime can result from a variety of causes, including changes in client use patterns, technological failure, changes to itsour systems, linkages with third-party systems and power failures and can have a significant impact on the Company’sour business and operations. The Company’sOur systems are vulnerable to disruptions from human error, execution errors, errors in models such as those used for asset management, capital planning and management, risk management, stress testing and compliance, employee misconduct, unauthorized trading, external fraud, computer viruses, distributed denial of service attacks, cyber attacks, terrorist attacks, natural disaster, power outage, capacity constraints, software flaws, events impacting key business partners and vendors, and similar events. For example, the CompanySchwab and other financial institutions have been the
THE CHARLES SCHWAB CORPORATION
target of various denial of service attacks that have, in certain circumstances, made websites, mobile applications and email unavailable for periods of time. It could take an extended period of time to restore full functionality to
the Company’sour technology or other operating systems in the event of an unforeseen occurrence, which could affect
the Company’sour ability to process and settle client transactions. Moreover, instances of fraud or other misconduct might also negatively impact
the Company’sSchwab’s reputation and client confidence in the Company, in addition to any direct losses that might result from such instances. Despite
the Company’sour efforts to identify areas of risk, oversee operational areas involving risk, and implement policies and procedures designed to manage these risks, there can be no assurance that
the Companywe will not suffer unexpected losses, reputational damage or regulatory action due to technology or other operational failures or errors, including those of
itsour vendors or other third parties.
While
the Company devoteswe devote substantial attention and resources to the reliability, capacity and scalability of
itsour systems, extraordinary trading volumes could cause
the Company’sour computer systems to operate at unacceptably slow speeds or even fail, affecting
the Company’sour ability to process client transactions and potentially resulting in some clients’ orders being executed at prices they did not anticipate. Disruptions in service and slower system response times could result in substantial losses and decreased client satisfaction.
The Company isWe are also dependent on the integrity and performance of securities exchanges, clearing houses and other intermediaries to which client orders are routed for execution and settlement.
SystemsSystem failures and constraints and transaction errors at such intermediaries could result in delays and erroneous or unanticipated execution prices, cause substantial losses for
the Companyus and for
itsour clients, and subject
the Companyus to claims from
itsour clients for damages.
THE CHARLES SCHWAB CORPORATION
A significant decrease in the Company’sour liquidity could negatively affect the Company’sour business and financial management as well as reduce client confidence in the Company.
Schwab.
Maintaining adequate liquidity is crucial to
theour business operations,
of the Company, including margin lending, mortgage lending, and transaction settlement, among other liquidity needs.
The Company meets itsWe meet our liquidity needs primarily through cash generated by client activity and operating earnings, as well as cash provided by external financing. Fluctuations in client cash or deposit balances, as well as changes in regulatory treatment of client deposits or market conditions, may affect
the Company’sour ability to meet
itsour liquidity needs. A reduction in
the Company’sour liquidity position could reduce client confidence in
the Company,Schwab, which could result in the loss of client accounts, or could cause
the Companyus to fail to satisfy
itsour liquidity requirements, including the modified LCR. In addition, if
the Company’sour broker-dealer or depository institution subsidiaries fail to meet regulatory capital guidelines, regulators could limit the subsidiaries’ operations or their ability to upstream funds to CSC, which could reduce CSC’s liquidity and adversely affect its ability to repay debt and pay cash dividends. In addition, CSC may need to provide additional funding to such subsidiaries.
Factors which may adversely affect
the Company’sour liquidity position include
SchwabCS&Co having temporary liquidity demands due to timing differences between brokerage transaction settlements and the availability of segregated cash balances, unanticipated outflows of company cash, fluctuations in cash held in banking or brokerage client accounts, a dramatic increase in
the Company’sour client lending activities (including margin, mortgage-related, and personal lending), increased capital requirements, changes in regulatory guidance or interpretations, other regulatory changes, or a loss of market or client confidence in
the Company.Schwab.
When cash generated by client activity and operating earnings is not sufficient for
the Company’sour liquidity needs,
the Companywe may seek external financing. During periods of disruptions in the credit and capital markets, potential sources of external financing could be reduced, and borrowing costs could increase. Although CSC and
SchwabCS&Co maintain committed and uncommitted, unsecured bank credit lines and CSC has a commercial paper issuance program, as well as a universal shelf registration statement filed with the SEC which can be used to sell securities, financing may not be available on acceptable terms or at all due to market conditions or disruptions in the credit markets. In addition, a significant downgrade in the Company’s credit ratings could increase its borrowing costs and limit its access to the capital markets.
The Company
We may suffer significant losses from
itsour credit exposures.
The Company’s
Our businesses are subject to the risk that a client, counterparty or issuer will fail to perform its contractual obligations, or that the value of collateral held to secure obligations will prove to be inadequate. While
the Company haswe have policies and procedures designed to manage this risk, the policies and procedures may not be fully effective.
The Company’sOur exposure mainly results from margin lending, clients’ options trading, futures activities, securities lending, mortgage lending, pledged asset lending,
itsour role as a counterparty in financial contracts and investing activities, and indirectly from the investing activities of certain of the proprietary funds
the Company sponsors.we sponsor.
When clients purchase securities on margin, borrow on lines of credit collateralized by securities, or trade options or futures, the Company iswe are subject to the risk that clients may default on their obligations when the value of the securities and cash in their
THE CHARLES SCHWAB CORPORATION
accounts falls below the amount of clients’ indebtedness. Abrupt changes in securities valuations and the failure of clients to meet margin calls could result in substantial losses.
The Company has
We have exposure to credit risk associated with
itsour investments. Those investments are subject to price fluctuations as a result of changes in the financial market’s assessment of credit quality. Loss of value of securities can negatively affect earnings if management determines that such securities are other than temporarily impaired. The evaluation of whether other-than-temporary impairment (OTTI) exists is a matter of judgment, which includes the assessment of several factors. If management determines that a security is OTTI, the cost basis of the security may be adjusted and a corresponding loss may be recognized in current earnings. Deterioration in the performance of available for sale (AFS) and held to maturity (HTM) securities could result in the recognition of future impairment charges. Even if a security is not considered OTTI, if
the Company waswe were ever forced to sell the security sooner than intended prior to maturity due to liquidity needs,
the Companywe would have to recognize any unrealized losses at that time.
See Critical Accounting Estimates in Part II, Item 7 for additional information.
THE CHARLES SCHWAB CORPORATION
The Company’sOur bank loans primarily consist of First Mortgages, HELOCs, and PALs. Increases in delinquency and default rates, housing and stock price declines, increases in the unemployment rate, and other economic factors can result in charges for loan loss reserves and write downs on such loans.
Heightened credit exposures to specific counterparties or instruments (concentration risk) can increase the Company’sour risk of loss. Examples include:
Large positions in financial instruments collateralized by assets with similar economic characteristics or in securities of a single issuer or industry;
Mortgage loans and HELOCs to banking clients which are secured by properties in the
Company’s credit concentration risk include: | ·
| | Large positions in financial instruments collateralized by assets with similar economic characteristics or in securities of a single issuer or industry;
|
same geographic region; and | ·
| | Mortgage loans and HELOCs to banking clients which are secured by properties in the same geographic region; and
|
Client margins, options or futures, pledged assets, and securities lending activities collateralized by or linked to securities of a single issuer, index, or industry. | ·
| | Margin, pledged asset, and securities lending activities collateralized by securities of a single issuer or industry.
|
The Company sponsors
We sponsor a number of proprietary money market mutual funds and other proprietary funds. Although
the Company haswe have no obligation to do so,
the Companywe may decide for competitive or other reasons to provide credit, liquidity or other support to
itsour funds in the event of significant declines in valuation of fund holdings or significant redemption activity that exceeds available liquidity. Such support could cause
the Companyus to take significant charges, could reduce
the Company’sour liquidity and, in certain situations, could, with respect to proprietary funds other than money market mutual funds, result in
the Companyus having to consolidate a supported fund in
itsour financial statements. If
the Companywe chose not to provide credit, liquidity or other support in such a situation,
the CompanySchwab could suffer reputational damage and its business could be adversely affected.
The Company is
We are subject to litigation and regulatory investigations and proceedings and may not be successful in defending
itself against claims or proceedings.
The financial services industry faces significant litigation and regulatory risks.
The Company isWe are subject to claims and lawsuits in the ordinary course of business, including arbitrations, class actions and other litigation, some of which include claims for substantial or unspecified damages.
The Company isWe are also the subject of inquiries, investigations, and proceedings by regulatory and other governmental agencies.
Litigation and arbitration claims include those brought by
the Company’sour clients and the clients of third party advisors whose assets are custodied at
the Company.Schwab. Claims from clients of third party advisors may allege losses due to investment decisions made by the third party advisors or the advisors’ misconduct. Litigation claims also include claims from third parties alleging infringement of their intellectual property rights (e.g., patents). Such litigation can require the expenditure of significant
Companycompany resources. If
the Companywe were found to have infringed on a third-party patent, or other intellectual property rights,
itwe could incur substantial damages, and in some circumstances could be enjoined from using certain technology, or providing certain products or services.
Actions brought against
the Companyus may result in settlements, awards, injunctions, fines, penalties or other results adverse to
the Companyus, including reputational harm. Even if
the Company iswe are successful in defending against these actions, the defense of such matters may result in
the Companyus incurring significant expenses. A substantial judgment, settlement, fine, or penalty could be material to
the Company’sour operating results or cash flows for a particular future period, depending on
the Company’sour results for that period. In market downturns, the volume of legal claims and amount of damages sought in litigation and regulatory proceedings against financial services companies have historically increased.
See Item 8 – Note 14 for more information on contingencies.The Company relies
THE CHARLES SCHWAB CORPORATION
We rely on outsourced service providers to perform key functions.
The Company relies
We rely on external service providers to perform certain key technology, processing, servicing, and support functions. These service providers face technology, operating, business, and economic risks, and any significant failures by them, including the improper use or disclosure of
the Company’sour confidential client, employee, or company information, could cause
the Companyus to incur losses and could harm
the Company’sSchwab’s reputation. An interruption in or the cessation of service by any external service provider as a result of systems failures, capacity constraints, financial difficulties or for any other reason, and
the Company’sour inability to make alternative arrangements in a timely manner could disrupt
the Company’sour operations, impact
the Company’sour ability to offer certain products and services, and result in financial losses to
the Company.us. Switching to an alternative service provider may require a transition period and result in less efficient operations.
THE CHARLES SCHWAB CORPORATION
Potential strategic transactions could have a negative impact on the Company’sour financial position.
The Company evaluates
We evaluate potential strategic transactions, including business combinations, acquisitions, and dispositions. Any such transaction could have a material impact on
the Company’sour financial position, results of operations, or cash flows. The process of evaluating, negotiating, and effecting any such strategic transaction may divert management’s attention from other business concerns, and might cause the loss of key clients, employees, and business partners. Moreover, integrating businesses and systems may result in unforeseen expenditures as well as numerous risks and uncertainties, including the need to integrate operational, financial, and management information systems and management controls, integrate relationships with clients and business partners, and manage facilities and employees in different geographic areas. In addition, an acquisition may cause
the Companyus to assume liabilities or become subject to litigation or regulatory proceedings. Further,
the Companywe may not realize the anticipated benefits from an acquisition, and any future acquisition could be dilutive to
the Company’sour current stockholders’ percentage ownership or to earnings per common share (EPS).
The Company’s
Our acquisitions and dispositions are typically subject to closing conditions, including regulatory approvals and the absence of material adverse changes in the business, operations or financial condition of the entity being acquired or sold. To the extent
the Company enterswe enter into an agreement to buy or sell an entity, there can be no guarantee that the transaction will close when expected, or at all. If a material transaction does not close,
the Company’sour stock price could decline.
The Company’s
Our industry is characterized by aggressive price competition.
The Company
We continually
monitors itsmonitor our pricing in relation to competitors and periodically
adjustsadjust trade commission rates, interest rates on deposits and loans, fees for advisory services, expense ratios on mutual funds and ETFs, and other pricing to enhance
itsour competitive position. Increased price competition from other financial services firms, such as reduced commissions to attract trading volume,
or higher deposit rates to attract client cash balances
or reduced expense ratios to attract mutual fund or ETF investments, could impact
the Company’sour results of operations and financial condition.
The Company faces
We face competition in hiring and retaining qualified employees.
The market for qualified personnel in
the Company’sour business is highly competitive. At various times, different functions and roles are in especially high demand in the market, compelling
the Companyus to pay more to attract talent.
The Company’sOur ability to continue to compete effectively will depend upon
itsour ability to attract new employees and retain existing employees while managing compensation costs.
The Company’s
Our stock price has fluctuated historically, and may continue to fluctuate.
The Company’s
Our stock price can be volatile. Among the factors that may affect the volatility of
the Company’sour stock price are the following:
| ·
| | The Company’s exposure to changes in interest rates;
|
| ·
| | Speculation in the investment community or the press about, or actual changes in, the Company’s competitive position, organizational structure, executive team, operations, financial condition, financial reporting and results, expense discipline, or strategic transactions;
|
| ·
| | The announcement of new products, services, acquisitions, or dispositions by the Company or its competitors; and
|
Our exposure to changes in interest rates; | ·
| | Increases or decreases in revenue or earnings, changes in earnings estimates by the investment community, and variations between estimated financial results and actual financial results.
|
Speculation in the investment community or the press about, or actual changes in, our competitive position, organizational structure, executive team, operations, financial condition, financial reporting and results, expense discipline, or strategic transactions;The announcement of new products, services, acquisitions, or dispositions by us or our competitors; and
Increases or decreases in revenue or earnings, changes in earnings estimates by the investment community, and variations between estimated financial results and actual financial results.
THE CHARLES SCHWAB CORPORATION
Changes in the stock market generally, or as it concerns
the Company’sour industry, as well as geopolitical, corporate, regulatory, business, and economic factors may also affect
the Company’sour stock price.
Future sales of CSC’s equity securities may adversely affect the market price of CSC’s common stock and result in dilution.
CSC’s certificate of incorporation authorizes CSC’s Board of Directors, among other things, to issue additional shares of common or preferred stock or securities convertible or exchangeable into equity securities, without stockholder approval.
THE CHARLES SCHWAB CORPORATION
CSC may issue additional equity or convertible securities to raise additional capital or for other purposes. The issuance of any additional equity or convertible securities could be substantially dilutive to holders of CSC’s common stock and may adversely affect the market price of CSC’s common stock.
| |
Item 1B.
| Unresolved Securities and Exchange Commission Staff Comments
|
Item 1B. Unresolved Securities and Exchange Commission Staff Comments
Item 2. Properties
A summary of
the Company’sSchwab’s significant locations is presented in the following table. Locations are leased or owned as noted below. The square footage amounts are presented net of space that has been subleased to third parties.
| | | | |
December 31, 2016 | Square Footage |
(amounts in thousands) | Leased | | Owned | |
Location | | | | |
Corporate headquarters: | | | | |
San Francisco, CA | 678 | | - | |
Service and other office space: | | | | |
Phoenix, AZ | 28 | | 721 | |
Denver, CO | - | | 731 | |
Austin, TX | 219 | | 191 | |
Indianapolis, IN | - | | 275 | |
Orlando, FL | 148 | | - | |
Richfield, OH | - | | 117 | |
El Paso, TX | - | | 105 | |
Chicago, IL | 83 | | - | |
Dallas, TX | 56 | | - | |
|
| | |
| December 31, 2017 | Square Footage |
| (amounts in thousands) | Leased | Owned |
| Location | | |
| Corporate headquarters: | | |
| San Francisco, CA | 569 | — |
| Service and other office space: | | |
| Phoenix, AZ | 28 | 720 |
| Denver, CO | — | 731 |
| Austin, TX | 219 | 191 |
| Dallas, TX | 188 | — |
| Indianapolis, IN | — | 161 |
| Orlando, FL | 148 | — |
| Richfield, OH | — | 117 |
| El Paso, TX | — | 105 |
| Chicago, IL | 104 | — |
Substantially all of
the Company’sour branch offices are located in leased premises. The corporate headquarters, data centers, offices, and service centers support both of
the Company’sour segments.
For a discussion of legal proceedings, see Item 8 – Note
14.13.
| |
| Item 4. | Mine Safety Disclosures |
THE CHARLES SCHWAB CORPORATION
PART II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters,and Issuer Purchases of Equity Securities
Item 5.
|
Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer
|
| Purchases of Equity Securities
|
CSC’s common stock is listed on The New York Stock Exchange under the ticker symbol SCHW. The number of common stockholders of record as of January 31,
2017,2018, was
6,366.6,055. The closing market price per share on that date was
$41.24. $53.34.
The quarterly high and low sales prices for CSC’s common stock and the other information required to be furnished pursuant to this item are included in Item 8 – Note
1918 and Note
25.24.
The following graph shows a five-year comparison of cumulative total returns for CSC’s common stock, the Dow Jones U.S. Investment Services Index, and the Standard & Poor’s 500 Index, each of which assumes an initial investment of $100 and reinvestment of dividends.
| | | | | | | | | | | | | | | | | | | | | | | | |
December 31, | | | 2011 | | | 2012 | | | 2013 | | | 2014 | | | 2015 | | | 2016 |
The Charles Schwab Corporation | | $ | 100 | | | $ | 130 | | | $ | 238 | | | $ | 279 | | | $ | 307 | | | $ | 371 | |
Standard & Poor’s 500 Index | | $ | 100 | | | $ | 116 | | | $ | 154 | | | $ | 175 | | | $ | 177 | | | $ | 198 | |
Dow Jones U.S. Investment Services Index | | $ | 100 | | | $ | 127 | | | $ | 205 | | | $ | 235 | | | $ | 234 | | | $ | 295 | |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| December 31, | 2012 |
| | 2013 |
| | 2014 |
| | 2015 |
| | 2016 |
| | 2017 |
|
| The Charles Schwab Corporation | $ | 100 |
| | $ | 183 |
| | $ | 215 |
| | $ | 236 |
| | $ | 286 |
| | $ | 375 |
|
| Standard & Poor’s 500 Index | $ | 100 |
| | $ | 132 |
| | $ | 151 |
| | $ | 153 |
| | $ | 171 |
| | $ | 208 |
|
| Dow Jones U.S. Investment Services Index | $ | 100 |
| | $ | 162 |
| | $ | 185 |
| | $ | 184 |
| | $ | 233 |
| | $ | 290 |
|
THE CHARLES SCHWAB CORPORATION
Issuer Purchases of Equity Securities
At December 31,
2016,2017, approximately $596 million of future share repurchases are authorized under the Share Repurchase Program. There were no share repurchases during the fourth quarter. There were two authorizations under this program by CSC’s Board of Directors, each covering up to $500 million of common stock that were publicly announced by
the CompanyCSC on April 25, 2007, and March 13, 2008. The remaining authorizations do not have an expiration date.
The following table summarizes purchases made by or on behalf of CSC of its common stock for each calendar month in the fourth quarter of
2016:2017: | | | | | | | | |
| | Total Number of | | Average | |
| | Shares Purchased | | Price Paid | |
Month | | (in thousands) | | per Share | |
October: | | | | | | | | |
Employee transactions (1) | | | 5 | | | $ | 31.64 | |
November: | | | | | | | | |
Employee transactions (1) | | | 894 | | | $ | 31.56 | |
December: | | | | | | | | |
Employee transactions (1) | | | 2 | | | $ | 39.33 | |
Total: | | | | | | | | |
Employee transactions (1) | | | 901 | | | $ | 31.58 | |
| |
(1) | Includes restricted shares withheld (under the terms of grants under employee stock incentive plans) to offset tax withholding obligations that occur upon vesting and release of restricted shares. The Company may receive shares delivered or attested to pay the exercise price and/or to satisfy tax withholding obligations by employees who exercise stock options granted under employee stock incentive plans, which are commonly referred to as stock swap exercises. |
|
| | | | | | |
| Month | Total Number of Shares Purchased
(in thousands) | | Average
Price Paid
per Share |
| October: | | | |
Employee transactions (1) | 4 |
| | $ | 44.12 |
|
| November: | | | |
Employee transactions (1) | 779 |
| | $ | 44.70 |
|
| December: | | | |
Employee transactions (1) | 2 |
| | $ | 48.97 |
|
| Total: | | | |
Employee transactions (1) | 785 |
| | $ | 44.71 |
|
- (1) 18Includes restricted shares withheld (under the terms of grants under employee stock incentive plans) to offset tax withholding obligations that occur upon vesting and release of restricted shares. CSC may receive shares delivered or attested to pay the exercise price and/or to satisfy tax withholding obligations by employees who exercise stock options granted under employee stock incentive plans, which are commonly referred to as stock swap exercises. -
THE CHARLES SCHWAB CORPORATION
| |
| Item 6. | Selected Financial Data |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Selected Financial and Operating Data | | | | | | | | | | | | | | | | | | | | | | | | | |
(In Millions, Except Per Share Amounts, Ratios, or as Noted) | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Growth Rates | | | | | | | | | | | | | | | | | | | | |
| Compounded | | Annual | | | | | | | | | | | | | | | | | | | | |
| 4-Year (1) | | 1-Year | | | | | | | | | | | | | | | | | | | | |
| 2012-2016 | | 2015-2016 | | | 2016 | | | 2015 | | | 2014 | | | 2013 | | | 2012 |
Results of Operations | | | | | | | | | | | | | | | | | | | | | | | | | |
Net revenues | 11 | % | | 17 | % | | $ | 7,478 | | | $ | 6,380 | | | $ | 6,058 | | | $ | 5,435 | | | $ | 4,883 | |
Expenses excluding interest | 7 | % | | 9 | % | | $ | 4,485 | | | $ | 4,101 | | | $ | 3,943 | | | $ | 3,730 | | | $ | 3,433 | |
Net income | 19 | % | | 31 | % | | $ | 1,889 | | | $ | 1,447 | | | $ | 1,321 | | | $ | 1,071 | | | $ | 928 | |
Net income available to common stockholders | 19 | % | | 28 | % | | $ | 1,746 | | | $ | 1,364 | | | $ | 1,261 | | | $ | 1,010 | | | $ | 883 | |
Earnings per common share: | | | | | | | | | | | | | | | | | | | | | | | | | |
Basic | 18 | % | | 27 | % | | $ | 1.32 | | | $ | 1.04 | | | $ | .96 | | | $ | .78 | | | $ | .69 | |
Diluted | 17 | % | | 27 | % | | $ | 1.31 | | | $ | 1.03 | | | $ | .95 | | | $ | .78 | | | $ | .69 | |
Dividends declared per common share | | | | | | | $ | .27 | | | $ | .24 | | | $ | .24 | | | $ | .24 | | | $ | .24 | |
Weighted average common shares outstanding: | | | | | | | | | | | | | | | | | | | | | | | | | |
Basic | 1 | % | | 1 | % | | | 1,324 | | | | 1,315 | | | | 1,303 | | | | 1,285 | | | | 1,274 | |
Diluted | 1 | % | | 1 | % | | | 1,334 | | | | 1,327 | | | | 1,315 | | | | 1,293 | | | | 1,275 | |
Asset management and administration fees as a | | | | | | | | | | | | | | | | | | | | | | | | | |
percentage of net revenues | | | | | | | | 41 | % | | | 41 | % | | | 42 | % | | | 43 | % | | | 42 | % |
Net interest revenue as a percentage of net revenues | | | | | | | | 44 | % | | | 40 | % | | | 38 | % | | | 36 | % | | | 36 | % |
Trading revenue as a percentage of net revenues | | | | | | | | 11 | % | | | 14 | % | | | 15 | % | | | 17 | % | | | 18 | % |
Effective income tax rate | | | | | | | | 36.9 | % | | | 36.5 | % | | | 37.5 | % | | | 37.2 | % | | | 36.0 | % |
Performance Measures | | | | | | | | | | | | | | | | | | | | | | | | | |
Net revenue growth | | | | | | | | 17 | % | | | 5 | % | | | 11 | % | | | 11 | % | | | 4 | % |
Pre-tax profit margin | | | | | | | | 40.0 | % | | | 35.7 | % | | | 34.9 | % | | | 31.4 | % | | | 29.7 | % |
Return on average common stockholders’ equity | | | | | | | | 14 | % | | | 12 | % | | | 12 | % | | | 11 | % | | | 11 | % |
Financial Condition (at year end) | | | | | | | | | | | | | | | | | | | | | | | | | |
Total assets (2) | 14 | % | | 22 | % | | $ | 223,383 | | | $ | 183,705 | | | $ | 154,635 | | | $ | 143,633 | | | $ | 133,609 | |
Long-term debt (2) | 15 | % | | - | | | $ | 2,876 | | | $ | 2,877 | | | $ | 1,892 | | | $ | 1,894 | | | $ | 1,624 | |
Preferred stock | 34 | % | | 91 | % | | $ | 2,783 | | | $ | 1,459 | | | $ | 872 | | | $ | 869 | | | $ | 865 | |
Total stockholders’ equity | 14 | % | | 23 | % | | $ | 16,421 | | | $ | 13,402 | | | $ | 11,803 | | | $ | 10,381 | | | $ | 9,589 | |
Assets to stockholders’ equity ratio | | | | | | | | 14 | | | | 14 | | | | 13 | | | | 14 | | | | 14 | |
Debt to total capital ratio | | | | | | | | 15 | % | | | 18 | % | | | 14 | % | | | 15 | % | | | 14 | % |
Employee Information | | | | | | | | | | | | | | | | | | | | | | | | | |
Full-time equivalent employees (in thousands, | | | | | | | | | | | | | | | | | | | | | | | | | |
at year end) | 4 | % | | 6 | % | | | 16.2 | | | | 15.3 | | | | 14.6 | | | | 13.8 | | | | 13.8 | |
(1)
| The compounded 4-year growth rate is computed using the formula: Compound annual growth rate = (Ending Value / Beginning Value) .25 – 1.
|
(2)
| Adjusted for the retrospective adoption of ASU 2015-03. See Item 8 –Note 2.
|
|
| | | | | | | | | | | | | | | | | | | | | | | |
| Selected Financial and Operating Data | | | | | | | | | | | | | |
| (In Millions, Except Per Share Amounts, Ratios, or as Noted) | | | | | | | | | | | | |
| | Growth Rates | | | | | | | | | | |
| | Compounded 4-Year (1) 2013-2017 | | Annual
1-Year
2016-2017 | | 2017 | | 2016 | | 2015 | | 2014 | | 2013 |
| Results of Operations | | | | | | | | | | | | | |
| Net revenues | 12% | | 15% | | $ | 8,618 |
| | $ | 7,478 |
| | $ | 6,380 |
| | $ | 6,058 |
| | $ | 5,435 |
|
| Expenses excluding interest | 7% | | 11% | | $ | 4,968 |
| | $ | 4,485 |
| | $ | 4,101 |
| | $ | 3,943 |
| | $ | 3,730 |
|
| Net income | 22% | | 25% | | $ | 2,354 |
| | $ | 1,889 |
| | $ | 1,447 |
| | $ | 1,321 |
| | $ | 1,071 |
|
| Net income available to common stockholders | 21% | | 25% | | $ | 2,180 |
| | $ | 1,746 |
| | $ | 1,364 |
| | $ | 1,261 |
| | $ | 1,010 |
|
| Earnings per common share: | | | | | | | | | | | | | |
| Basic | 20% | | 23% | | $ | 1.63 |
| | $ | 1.32 |
| | $ | 1.04 |
| | $ | .96 |
| | $ | .78 |
|
| Diluted | 20% | | 23% | | $ | 1.61 |
| | $ | 1.31 |
| | $ | 1.03 |
| | $ | .95 |
| | $ | .78 |
|
| Dividends declared per common share | | | | | $ | .32 |
| | $ | .27 |
| | $ | .24 |
| | $ | .24 |
| | $ | .24 |
|
| Weighted average common shares outstanding: | | | | | | | | | | | | | |
| Basic | 1% | | 1% | | 1,339 |
| | 1,324 |
| | 1,315 |
| | 1,303 |
| | 1,285 |
|
| Diluted | 1% | | 1% | | 1,353 |
| | 1,334 |
| | 1,327 |
| | 1,315 |
| | 1,293 |
|
Net interest revenue as a percentage of net revenues
| | | | | 50 | % | | 44 | % | | 40 | % | | 38 | % | | 36 | % |
Asset management and administration fees as a
percentage of net revenues
| | | | | 39 | % | | 41 | % | | 41 | % | | 42 | % | | 43 | % |
| Trading revenue as a percentage of net revenues | | | | | 8 | % | | 11 | % | | 14 | % | | 15 | % | | 17 | % |
| Effective income tax rate | | | | | 35.5 | % | | 36.9 | % | | 36.5 | % | | 37.5 | % | | 37.2 | % |
| Performance Measures | | | | | | | | | | | | | |
| Net revenue growth | | | | | 15 | % | | 17 | % | | 5 | % | | 11 | % | | 11 | % |
| Pre-tax profit margin | | | | | 42.4 | % | | 40.0 | % | | 35.7 | % | | 34.9 | % | | 31.4 | % |
| Return on average common stockholders’ equity | | | | | 15 | % | | 14 | % | | 12 | % | | 12 | % | | 11 | % |
Financial Condition (at year end) | | | | | | | | | | | | | |
| Total assets | 14% | | 9% | | $ | 243,274 |
| | $ | 223,383 |
| | $ | 183,705 |
| | $ | 154,635 |
| | $ | 143,633 |
|
| Short-term borrowings | N/M | | N/M | | $ | 15,000 |
| | — |
| | — |
| | — |
| | — |
|
| Long-term debt | 26% | | 65% | | $ | 4,753 |
| | $ | 2,876 |
| | $ | 2,877 |
| | $ | 1,892 |
| | $ | 1,894 |
|
| Preferred stock | 34% | | — | | $ | 2,793 |
| | $ | 2,783 |
| | $ | 1,459 |
| | $ | 872 |
| | $ | 869 |
|
| Total stockholders’ equity | 16% | | 13% | | $ | 18,525 |
| | $ | 16,421 |
| | $ | 13,402 |
| | $ | 11,803 |
| | $ | 10,381 |
|
| Assets to stockholders’ equity ratio | | | | | 13 |
| | 14 |
| | 14 |
| | 13 |
| | 14 |
|
Debt to total capital ratio (2) | | | | | 52 | % | | 15 | % | | 18 | % | | 14 | % | | 15 | % |
| Employee Information | | | | | | | | | | | | | |
Full-time equivalent employees (in thousands,
at year end) | 6% | | 9% | | 17.6 |
| | 16.2 |
| | 15.3 |
| | 14.6 |
| | 13.8 |
|
- 19(1) -The Compounded 4-year growth rate is computed using the formula: Compound annual growth rate = (Ending Value / Beginning Value) .25– 1.
(2) The Debt to total capital ratio is computed using the formula: Total Debt (short and long-term) / (Total Debt + Stockholders’ Equity).
N/M Not meaningful.
THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)
| |
Item 7. |
Management’s Discussion and Analysisof Financial Condition and Results of Operations |
| Operations
|
FORWARD-LOOKING STATEMENTS
In addition to historical information, this Annual Report on Form 10-K 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,” “aim,” “target,” “seek”, “could,” “would,” “continue,” 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
the Company’sSchwab’s senior management. These statements relate to, among other things:
| ·
| | The Company’s aim to maximize its market valuation and stockholder returns over time; the Company’s belief that developing trusted relationships will translate into more client assets which drives revenue and, along with expense discipline, generates earnings growth and builds stockholder value; and the Company’s ability to pursue its business strategy and maintain its market leadership position; (see Business Strategy and Competitive Environment in Part I, Item 1);
|
| ·
| | The impact of legal proceedings and regulatory matters (see Legal Proceedings in Part I, Item 3 and Item 8 – Note 14);
|
| ·
| | The adjustment of rates paid on client-related liabilities; the stability, rate sensitivity, and duration of client-related liabilities; the opportunity to migrate non-rate sensitive cash in sweep money market funds to Schwab Bank; increasing the duration of interest-earning assets; and the Company’s positioning to benefit from an increase in interest rates and limit its exposure to falling rates; (see Net Interest Revenue in Part II, Item 7)Schwab seeking to maximize its market valuation and stockholder returns over time; the belief that developing trusted relationships will translate into more client assets which drives revenue and, along with expense discipline, generates earnings growth and builds stockholder value; and Schwab’s ability to pursue its business strategy and maintain its market leadership position; (see Business Strategy and Competitive Environment in Part I, Item 1);
|
| ·
| | Sources of liquidity, capital, and level of dividends (see Liquidity Risk in Part II, Item 7)The impact of legal proceedings and regulatory matters (see Legal Proceedings in Part I, Item 3 and Item 8 – Note 13);
|
| ·
| | Capital ratios (see Capital ManagementThe adjustment of rates paid on client-related liabilities; the stability, rate sensitivity, and duration of client-related liabilities; the opportunity to migrate non-rate sensitive cash in sweep money market funds to banking subsidiaries; increasing the duration of interest-earning assets; and Schwab’s positioning to benefit from an increase in interest rates and limit its exposure to falling rates; (see Net Interest Revenue in Part II, Item 7);
|
| ·
| | The impact of changes in management’s estimates on the Company’s results of operations (see Critical Accounting EstimatesThe estimated net reduction in Schwab’s effective income tax rate for 2018; (see Taxes on Income in Part II, Item 7);
|
| ·
| | The expected impact of new accounting standards not yet adopted (see Item 8 – Note 2)Sources of liquidity, capital, and level of dividends (see Liquidity Risk in Part II, Item 7); and
|
| ·
| | The impact of changes in the likelihood of indemnification and guarantee payment obligations on the Company’s results of operations (see Item 8 – Note 14).
|
Capital ratios (see Regulatory Capital Requirements in Part II, Item 7);The impact of changes in management’s estimates on Schwab’s results of operations (see Critical Accounting Estimates in Part II, Item 7);
The expected impact of new accounting standards not yet adopted (see Item 8 – Note 2); and
The impact of changes in the likelihood of indemnification and guarantee payment obligations on Schwab’s results of operations (see Item 8 – Note 13).
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 Annual Report on Form 10-K or, in the case of documents incorporated by reference, as of the date of those documents.
Important factors that may cause actual results to differ include, but are not limited to:
| ·
| | General market conditions, including the level of interest rates, equity valuations and trading activity;
|
| ·
| | The Company’s ability to attract and retain clients, develop trusted relationships, and grow client assets;
|
General market conditions, including the level of interest rates, equity valuations and trading activity; | ·
| | Client use of the Company’s investment advisory services and other products and services;
|
Our ability to attract and retain clients, develop trusted relationships, and grow client assets; | ·
| | The level of client assets, including cash balances;
|
Client use of our investment advisory services and other products and services; | ·
| | Competitive pressure on rates and fees;
|
The level of client assets, including cash balances; | ·
| | Client sensitivity to interestCompetitive pressure on pricing, including deposit rates;
|
Client sensitivity to interest rates; | ·
| | Timing, amount, and impact of the migration of certain balances from brokerage accounts and sweep money market funds into Schwab Bank;
|
Regulatory guidance; | ·
| | Capital and liquidity needs and management;
|
Timing, amount, and impact of the migration of certain balances from sweep money market funds into Schwab Bank; | ·
| | The Company’s ability to manage expenses;
|
Changes to tax deductions;- 20 -
Capital and liquidity needs and management;
Our ability to manage expenses;
The effect of adverse developments in litigation or regulatory matters and the extent of any related charges;
The availability and terms of external financing;
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 effect of adverse developments in litigation or regulatory matters and the extent of any related charges;
|
| ·
| | The availability and terms of external financing;
|
| ·
| | Potential breaches of contractual terms for which the Company hasPotential breaches of contractual terms for which we have indemnification and guarantee obligations; and
|
| ·
| | The Company’sOur ability to develop and launch new products, services and capabilities in a timely and successful manner.
|
Certain of these factors, as well as general risk factors affecting the Company, are discussed in greater detail in Risk Factors in Part I, Item 1A.
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)
Active brokerage accounts: Brokerage accounts with activity within the preceding eight months.
Accumulated other comprehensive income (AOCI): A component of stockholders’ equity which includes unrealized gains and losses on AFS securities and net gains or losses associated with pension obligations.
Asset-backed securities: Debt securities backed by financial assets such as loans or receivables.
Assets receiving ongoing advisory services: Client relationships under the guidance of independent advisors and assets enrolled in one of the Company’sSchwab’s retail or other advisory solutions.
Basel III: Global regulatory standards on bank capital adequacy and liquidity issued by the Basel Committee on Banking Supervision.
Basis point: One basis point equals 1/100th of 1%, or 0.01%.Cash and investments segregated and on deposit for regulatory purposes: Client cash or qualified securities balances not used for margin lending are segregated into investment accounts maintained for the exclusive benefit of clients, pursuant to Rule 15c3-3 of the Securities Exchange Act of 1934, by the Company’s broker-dealer subsidiaries.
Client assets: The market value of all client assets in the Company’sour custody and in the Company’s proprietary products, which includes both cash and securities. Average client assets are the daily average client asset balance for the period.
Client cash as a percentage of client assets: Calculated as money market fund balances, bank deposits, Schwab One® balances, and certain cash equivalents as a percentage of client assets.
Clients’ daily average trades: Includes daily average revenue trades by clients, trades by clients in asset-based pricing relationships, and all commission-free trades.Commitments to extend credit: Legally binding agreements to extend credit for unused HELOCs, PALs, and other lines of credit.
Common Equity Tier 1Capital(CET1): The sum of common stock and related surplus net of treasury stock, retained earnings, AOCI and qualifying minority interests, less applicable regulatory adjustments and deductions. The CompanySchwab made a one-time election to opt-out of the requirement to include most components of AOCI in CET1 Capital.Capital under the “standardized approach” framework.
Common Equity Tier 1 Risk-Based Capital Ratio: The ratio of CET1 Capital to total risk-weighted assets.
Core net new client assets: Net new client assets before significant one-time inflows or outflows, such as acquisitions/divestitures or extraordinary flows (generally greater than $10 billion) relating to a specific client.
Customer Protection RuleRule:: Refers to Rule 15c3-3 of the Securities Exchange Act of 1934.
Daily average revenue trades:trades (DARTs): Total revenue trades during a certain period, divided by the number of trading days in that period. Revenue trades include all client trades that generate trading revenue (i.e., commission revenue or principal transaction revenue).
Debt to total capital ratio: Calculated as long-termtotal debt divided by stockholders’ equity and long-termtotal debt.
Delinquency roll rates: The rates at which loans transition through delinquency stages, ultimately resulting in a loss. The CompanySchwab considers a loan to be delinquent if it is 30 days or more past due.
Dodd-Frank Wall Street Reform and Consumer Protection Act:Act (Dodd-Frank): Regulatory reform legislation signed into federal law in 2010 containing numerous provisions which expanded prudential regulation of large financial services companies.
Duration: The expected change in value of a financial instrument for a modeled 1% change in interest rates, expressed in years.
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)
Final Regulatory Capital Rules: Refers to the regulatory capital rules issued by U.S. banking agencies in 2013 thatwhich implemented Basel III and relevant provisions of Dodd-Frank, which apply to savings and loan holding companies, as well as federal savings banks. Implementation began on January 1, 2015.
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)
First Mortgages:mortgages: Refers to first lien residential real estate mortgage loans.
Full-time equivalent employees: Represents the total number of hours worked divided by a 40-hour work week for the following categories: full-time, part-time and temporary employees and persons employed on a contract basis.
High Quality Liquid Assetsquality liquid assets (HQLA): Assets with a high potential to be converted easily and quickly into cash.
Interest-bearing liabilities: Includes bank deposits, payables to brokerage clients, short-term borrowings, and long-term debt on which the CompanySchwab pays interest.
Interest-earning assets: Includes cash and cash equivalents, cash and investments segregated, broker-related receivables, receivables from brokerage clients, investment securities, and bank loans on which the CompanySchwab earns interest.
Investment grade: Defined as a rating equivalent to a Moody’s Investors Service (Moody’s) rating of “Baa” or higher, or a Standard & Poor’s Rating Group (Standard & Poor’s) or Fitch Ratings, Ltd (Fitch) rating of “BBB-” or higher.
Liquidity Coverage Ratio (LCR): The ratio of HQLA to projected net cash outflows during a 30-day stress scenario.
Loan-to-value(LTV)ratio: Calculated as the principal amount of a loan divided by the value of the collateral securing the loan.
Margin loans: Advances made to brokerage clients on a secured basis to purchase securities reflected in receivables from brokerage clients on the Company’s consolidated balance sheets.
Master netting arrangement: An agreement between two counterparties that have multiple contracts with each other that provides for net settlement of all contracts through a single cash payment in the event of default or termination of any one contract.
Mortgage-backed securities: A type of asset-backed security that is secured by a mortgage or group of mortgages.
Net interest margin: Net interest revenue divided by average interest-earning assets.
Net new client assets: Total inflows of client cash and securities to the CompanySchwab less client outflows. Inflows include dividends and interest; outflows include commissions and fees. Capital gains distributions are excluded.
Net Stable Funding Ratio (NSFR): Measures an organization’s “available” amount of stable funding relative to its “required” amount of stable funding over a one-year time horizon.
New brokerage accounts: All brokerage accounts opened during the period, as well as any accounts added via acquisition.
Nonperforming assets: The total of nonaccrual loans and other real estate owned.
Order flow revenue: Net compensation received from markets and firms to which Schwab and optionsXpressthe broker-dealer subsidiaries send equity and options orders. Reflects rebates received for certain types of orders, minus fees paid for types of orders for which exchange fees or other charges apply.
Pledged Asset Line® (PAL): A non-purpose revolving line of credit from Schwab Bank secured by eligible assets held in a separate pledged assetbrokerage account maintained at Schwab.the broker-dealer subsidiaries.
Return on average common stockholders’ equity: Calculated as net income available to common stockholders annualized divided by average common stockholders’ equity. - 23Risk-weighted assets: -Computed by assigning specific risk-weightings to assets and off-balance sheet instruments for capital adequacy calculations.
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)
Risk-weighted assets: Primarily computed by assigning specific risk-weightings as specified by the U.S. federal banking agencies to assets and off-balance sheet instruments for capital adequacy calculations.
Tier 1 Capital: The sum of CET1 Capital and additional Tier 1 Capital instruments and related surplus, less applicable adjustments and deductions.
Tier 1 Leverage Ratio: Tier 1 Capitalend of period capital divided by adjusted average total consolidated assets for the quarter.
Trading days: Days in which the markets/exchanges are open for the buying and selling of securities. Early market closures are counted as half-days.
U.S. federal banking agencies: Refers to the Federal Reserve, the OCC, the FDIC, and the CFPB.
Uniform Net Capital Rule: Refers to Rule 15c3-1 under the Securities Exchange Act of 1934, which specifies minimum capital requirements that are intended to ensure the general financial soundness and liquidity of broker-dealers.
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)
Management
of the Company focuses on several client activity and financial metrics in evaluating
the Company’sSchwab’s financial position and operating performance.
Management believesWe believe that metrics relating to net new and total client assets, as well as client cash levels and utilization of advisory services, offer perspective on
the Company’sour business momentum and client engagement. Data on new and total client brokerage accounts provides additional perspective on
the Company’sour ability to attract and retain new business.
Management believes thatTotal net revenue growth, pre-tax profit margin, EPS, and return on average common stockholders’ equity provide broad indicators of
the Company’sSchwab’s overall financial health, operating efficiency, and ability to generate acceptable returns.
Management considersTotal expenses, excluding interest, as a percentage of average client assets,
to beis a measure of operating efficiency. Finally, management believes the Consolidated Tier 1 Leverage Ratio is the most restrictive capital constraint currently imposed by regulators. Results for the years ended December 31,
2017, 2016,
and 2015
and 2014 are:
| | | | | | | | | | | | | | | |
| Growth Rate | | | | | | | | | | | | |
| 1-Year | | | | | | | | | | | | |
| 2015-2016 | | | 2016 | | | 2015 | | | 2014 |
Client Metrics: | | | | | | | | | | | | | | | |
Net new client assets (in billions) | | (10) | % | | $ | 125.5 | | | $ | 139.4 | | | $ | 124.8 | |
Core net new client assets (in billions) (1) | | (7) | % | | $ | 125.5 | | | $ | 134.7 | | | $ | 124.8 | |
Client assets (in billions, at year end) | | 11 | % | | $ | 2,779.5 | | | $ | 2,513.8 | | | $ | 2,463.6 | |
Average client assets (in billions) | | 3 | % | | $ | 2,614.7 | | | $ | 2,531.8 | | | $ | 2,384.0 | |
New brokerage accounts (in thousands) | | 2 | % | | | 1,093 | | | | 1,070 | | | | 972 | |
Active brokerage accounts (in thousands, at year end) | | 4 | % | | | 10,155 | | | | 9,769 | | | | 9,386 | |
Assets receiving ongoing advisory services | | | | | | | | | | | | | | | |
(in billions, at year end) | | 12 | % | | $ | 1,401.4 | | | $ | 1,253.7 | | | $ | 1,228.1 | |
Client cash as a percentage of client assets | | | | | | | | | | | | | | | |
(at year end) | | | | | | 13.0 | % | | | 13.0 | % | | | 12.3 | % |
Company Financial Metrics: | | | | | | | | | | | | | | | |
Net revenues | | 17 | % | | $ | 7,478 | | | $ | 6,380 | | | $ | 6,058 | |
Expenses excluding interest | | 9 | % | | | 4,485 | | | | 4,101 | | | | 3,943 | |
Income before taxes on income | | 31 | % | | | 2,993 | | | | 2,279 | | | | 2,115 | |
Taxes on income | | 33 | % | | | 1,104 | | | | 832 | | | | 794 | |
Net income | | 31 | % | | $ | 1,889 | | | $ | 1,447 | | | $ | 1,321 | |
Preferred stock dividends and other | | 72 | % | | | 143 | | | | 83 | | | | 60 | |
Net income available to common stockholders | | 28 | % | | $ | 1,746 | | | $ | 1,364 | | | $ | 1,261 | |
Earnings per common share – diluted | | 27 | % | | $ | 1.31 | | | $ | 1.03 | | | $ | .95 | |
Net revenue growth from prior year | | | | | | 17 | % | | | 5 | % | | | 11 | % |
Pre-tax profit margin | | | | | | 40.0 | % | | | 35.7 | % | | | 34.9 | % |
Return on average common stockholders’ equity | | | | | | 14 | % | | | 12 | % | | | 12 | % |
Expenses excluding interest as a percentage of | | | | | | | | | | | | | | | |
average client assets | | | | | | 0.17 | % | | | 0.16 | % | | | 0.17 | % |
Consolidated Tier 1 Leverage Ratio | | | | | | 7.2 | % | | | 7.1 | % | | | N/A | |
| | | | | | | | | | | | | | | |
| |
(1)
| | | | | | | | | | | | | | | | | | Growth Rate
1-Year
2016-2017 | | 2017 | | 2016 | | 2015 | | Client Metrics: | | | | | | | | | Net new client assets (in billions) | 86% | | $ | 233.1 |
| | $ | 125.5 |
| | $ | 139.4 |
| Core net new client assets (in billions) (1) | 58% | | $ | 198.6 |
| | $ | 125.5 |
| | $ | 134.7 |
| | Client assets (in billions, at year end) | 21% | | $ | 3,361.8 |
| | $ | 2,779.5 |
| | $ | 2,513.8 |
| | Average client assets (in billions) | 17% | | $ | 3,060.2 |
| | $ | 2,614.7 |
| | $ | 2,531.8 |
| | New brokerage accounts (in thousands) | 32% | | 1,441 |
| | 1,093 |
| | 1,070 |
| | Active brokerage accounts (in thousands, at year end) | 6% | | 10,755 |
| | 10,155 |
| | 9,769 |
| Assets receiving ongoing advisory services (in billions, at year end)
| 21% | | $ | 1,699.8 |
| | $ | 1,401.4 |
| | $ | 1,253.7 |
| | Client cash as a percentage of client assets (at year end) | | | 10.8 | % | | 13.0 | % | | 13.0 | % | | Company Financial Metrics: | | | | | | | | | Total net revenues | 15% | | $ | 8,618 |
| | $ | 7,478 |
| | $ | 6,380 |
| | Total expenses excluding interest | 11% | | 4,968 |
| | 4,485 |
| | 4,101 |
| | Income before taxes on income | 22% | | 3,650 |
| | 2,993 |
| | 2,279 |
| | Taxes on income | 17% | | 1,296 |
| | 1,104 |
| | 832 |
| | Net income | 25% | | $ | 2,354 |
| | $ | 1,889 |
| | $ | 1,447 |
| | Preferred stock dividends and other | 22% | | 174 |
| | 143 |
| | 83 |
| | Net income available to common stockholders | 25% | | $ | 2,180 |
| | $ | 1,746 |
| | $ | 1,364 |
| Earnings per common share — diluted | 23% | | $ | 1.61 |
| | $ | 1.31 |
| | $ | 1.03 |
| | Net revenue growth from prior year | | | 15 | % | | 17 | % | | 5 | % | | Pre-tax profit margin | | | 42.4 | % | | 40.0 | % | | 35.7 | % | | Return on average common stockholders’ equity | | | 15 | % | | 14 | % | | 12 | % | Expenses excluding interest as a percentage of average client assets
| | | 0.16 | % | | 0.17 | % | | 0.16 | % | | Consolidated Tier 1 Leverage Ratio (at year end) | | | 7.6 | % | | 7.2 | % | | 7.1 | % |
(1) 2017 excludes an inflow of $34.5 billion relating to mutual fund clearing services clients. 2015 excludes an inflow of $6.1 billion to reflect the final impact of the consolidation of its retirement plan recordkeeping platforms, an inflow of $10.2 billion to reflect the final impact of the consolidation of its retirement plan recordkeeping platforms, an inflow of $10.2 million relating to a mutual fund clearing services client, and an outflow of $11.6 billion relating to the Company’s planned resignation from an Advisor Services cash management relationship netting to an adjustment of ($4.7) billion. |
N/A Not applicable.
The Company’s financial results are highly correlated to the general overallCompany’s planned resignation from an Advisor Services cash management relationship netting to an adjustment of ($4.7) billion.
2017 Compared to 2016
Net income available to common stockholders rose in 2017 by $434 million, or 25%, from the prior year, resulting in diluted EPS of $1.61 in 2017 – an increase of 23% compared to $1.31 in 2016. Net revenues improved by $1.1 billion, or 15%, while expenses excluding interest increased $483 million, or 11%, compared to 2016.
Our steady focus on operating ‘through clients’ eyes’ and our goal to continually challenge the status quo helped Schwab achieve another strong growth year in 2017. Clients opened 1.4 million new brokerage accounts in 2017 and trusted Schwab with $198.6 billion of core net new assets in 2017, up 58% from 2016. Total assets receiving ongoing advisory services grew 21% in 2017 to $1.70 trillion. Our success with clients was bolstered by strength of economic conditions and, more specifically, toin the direction ofequity markets – the U.S. equity and fixed income markets, interest rates,Standard & Poor’s 500® Index (S&P 500) finished 2017 up 19% from the mortgage lending markets and residential credit trends. These factors, as well as political and regulatory trends and industry competition, are unpredictable.prior year end. Also in 2017, the Federal Reserve increased - 25 -
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 overnight federal funds target interest rate three times for a total of 75 basis points. Strong client activity and the positive economic environment resulted in total client assets rising to $3.36 trillion as of December 31, 2017 – a 21% increase since the end of 2016.
Schwab’s 2017 financial results demonstrate the power of our financial formula working as designed: our robust business growth supported strong revenue growth through multiple sources in 2017, which we combined with continued expense discipline to drive significantly improved profitability.
Net revenues grew by 15% in 2017 compared to 2016 through contributions from our two largest revenue sources. Net interest revenue rose 29% while asset management and administration fees grew 11% in 2017 when compared to the prior year. Trading revenue declined in 2017 by 21% due to price reductions announced early in 2017.
Consistent with our expectations, expenses grew 11% in 2017 compared to the prior year. This increase was primarily due to higher incentive compensation and higher staffing related to our strong asset gathering, as well as expenses related to project spending and third-party fees tied to higher balances in our asset management business.
This combination of revenue growth and expense discipline drove the pre-tax profit margin to 42.4% – an increase of 240 basis points over the prior year. Earnings before income taxes rose 22% to $3.7 billion in 2017 compared to $3.0 billion in the prior year.
The effective tax rate in 2017 was 35.5% compared to 36.9% in 2016 reflecting the benefit from the adoption of new accounting standards requiring the recognition of a portion of tax deductions related to equity compensation partially offset by the remeasurement of deferred tax assets and other tax adjustments associated with the enactment in 2017 of a new tax act (see Current Regulatory Environment and Other Developments for more information).
In 2016, net income available to common stockholders increased $382 million, or 28%, from the prior year, resulting in diluted EPS of $1.31 in 2016 compared to $1.03 in 2015. Net revenues improved by $1.1 billion, or 17%, while expenses excluding interest increased $384 million, or 9%, compared to 2015.
Strong client momentum continued as
the Company’sour innovative, full-service model resonated with clients and drove growth during the year.
The CompanyWe added 1.1 million new brokerage accounts to
itsour client base during 2016, which contributed to bringing the total active brokerage accounts to 10.2 million by year-end. Core net new assets from new and existing clients totaled $125.5 billion in 2016, which helped grow total client assets to $2.78 trillion as of December 31, 2016. Also during 2016, investors increasingly turned to
the Company’sSchwab’s advice offerings resulting in a 12% increase in client assets enrolled in one of
the Company’sour retail advisory solutions and those guided by independent advisors, to $1.40 trillion at the end of the year.
The Company expanded client
Client assets
grew by 11% during an environment that had periods of marked volatility, but ultimately included improving economic conditions. The
Standard & Poor’sS&P 500
Index ended 2016 10% higher than the prior year end. After years of ultra-low interest rates, the Federal Reserve’s move to increase the overnight federal funds target rate by 25 basis points in December 2015 helped throughout 2016; the Federal Reserve’s subsequent additional 25 basis point increase in December 2016 had little time to impact 2016 results. Other short-term rates also rose in 2016. The one-month London Interbank Offered Rate (LIBOR) improved 34 basis points to .77% at December 31, 2016 compared to December 31, 2015.
These external drivers and the solid client growth helped produce strong net revenue growth.
The Company’sSchwab’s 17% net revenue growth was led by increased net interest revenue and asset management and administration fees, which more than offset lower revenue from trading and other revenue. Net interest revenue improved $797 million, or 32%, in 2016 compared to 2015,
primarily due to a 21% increase in average interest earning assets and
a 13 basis point improvement in the average net interest margin from year to year, to 1.73%. The lift in interest-earning assets was due to a combination of the Company’s ongoing asset
gathering efforts, additional bulk transfers of client cash sweep balances from money market funds to Schwab Bank, and the designation of Schwab Bank as the default sweep option for virtually all new brokerage accounts as of June 2016. Asset management and administration fees improved $405 million, or 15%
, primarily due to higher short-term interest rates affecting the yield on money market funds..
Strong net revenue growth provided room for increased investment in people and technology, resulting in a 9% expense growth for 2016. This increase allowed for a 780 basis point gap between net revenue and expense growth and a pre-tax profit margin of 40.0% in 2016, compared to 35.7% in 2015.
2015 Compared to 2014
In 2015, the Company’s net revenue and net income grew despite an environment that included significant equity market volatility and continued low interest rates. The Standard & Poor’s 500 Index declined as much as 9% during the year and ultimately ended the year down 1% when compared to the prior year. The overnight federal funds target rate increased 25 basis points in December 2015; however, the increase had limited effect on 2015 results. The year end 2015 one-month LIBOR yield improved 28 basis points to .43% compared to 2014. Long-term interest rates decreased in 2015 compared to the same period in 2014. The average 10-year U.S. Treasury yield during 2015 was 2.13%, 40 basis points lower than the average yield during 2014.
Core net new assets totaled $134.7 billion in 2015 compared to $124.8 billion in 2014. Total client assets ended 2015 at $2.51 trillion, up 2% from the year ended 2014, despite the $89.2 billion impact of reduced market valuation on client assets during the year.
The Company added 1.1 million new brokerage accounts to its client base during 2015, up 10% compared to 2014. Active brokerage accounts ended 2015 at 9.8 million, up 4% on a year-over-year basis. Faced with economic uncertainty and the resulting market volatility, investors increasingly turned to advice offerings throughout the year. Over 155,000 accounts enrolled in one of the Company’s retail advisory solutions during 2015, 60% more than the year-earlier period, and total accounts using these solutions reached 560,000, up 14% year-over-year.
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)
During 2015,
Subsequent Event
On February 8, 2018, CSC redeemed all of its outstanding 1.500% Senior Notes due March 10, 2018. The aggregate principal amount of the Company’s net revenues increased 5% compared to 2014 primarily due to increases in net interest revenue and asset management and administration fees, partially offset by a decrease in trading revenue.Growth in expenses excluding interestnotes was limited to a 4% increase in 2015 primarily reflecting business growth related increases in compensation, benefits and other expenses.
The combined effect of market conditions, strong business growth, and the Company’s overall spending discipline resulted in a pre-tax profit margin of 35.7% in 2015.
Subsequent Event
On January 26, 2017, the Company announced that Mr. Peter Crawford, Executive Vice President – Finance, will succeed Mr. Joseph R. Martinetto as the Company’s Chief Financial Officer, effective May 16, 2017.
Mr. Martinetto will continue as Senior Executive Vice President at CSC, maintaining oversight of several functions including the Company’s banking, technology and operations units.
$625 million.
Current Regulatory Environment and Other Developments
In September 2016,
On December 22, 2017, P.L.115-97, known as the OCC issued final guidelinesTax Cuts and Jobs Act (the Tax Act), was signed into law. Among other things, the Tax Act lowers the federal corporate income tax rate from 35% to 21%, effective for recovery planning by national banks and federal savings banks with total consolidated assets of $50 billiontax years including or more. The guidelines require each bank to develop and maintain a recovery plan that describes how the bank will restore itself to financial health and viability in response to a wide range of external and internal financial and operational stress scenarios. The guidelines went into effect oncommencing January 1, 2017,2018.
As a result of the reduction of the federal corporate income tax rate, generally accepted accounting principles in the U.S. (GAAP) require companies to remeasure their deferred tax assets and
deferred tax liabilities as of the date of enactment, with the resulting tax effects accounted for in the reporting period of enactment. Schwab
Bank has
untilrecorded a one-time non-cash charge to taxes on income associated with the
endremeasurement of
2017net deferred tax assets and other tax adjustments related to
develop and preparethe tax reform legislation in the fourth quarter of 2017. Our 2018 effective income tax rate will be reduced as a
recovery plan.result of these changes.
In May 2016, the Federal Reserve, the OCC and the FDIC jointly issued a notice of proposed rulemaking that would impose a minimum NSFR on certain banking organizations, including CSC. The
effective date of the rule would be January 1, 2018. The comment period for the proposed rule ended on August 5, 2016 and the impact to the Company cannot be assessed until the final rule is released.
In October 2015, the Federal Reserve issued a notice of proposed rulemaking on Total Loss-Absorbing Capacity and long-term debt that, among other things, would have required certain financial institutions that are subject to the Federal Reserve’s capital rules to deduct from their regulatory capital the amount of any investments in or exposure to unsecured debt issued by U.S. bank holding companies identified as global systemically important banking organizations (GSIBs). In December 2016, the Federal Reserve issued a final rule that did not include this regulatory capital deduction proposal. At the same time, the Federal Reserve did indicate its intent to work with the OCC and FDIC to develop a proposed interagency approach towards the regulatory capital treatment of GSIB unsecured debt. The Company will evaluate any such proposal when it is issued.
- 27 -
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 Net Revenues
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Year Ended December 31, | | | | 2016 | | 2015 | | 2014 |
| | | | | | | % of | | | | | % of | | | | | % of |
| Growth Rate | | | | | Total Net | | | | | Total Net | | | | | Total Net |
| 2015-2016 | | | Amount | | Revenues | | | Amount | | Revenues | | | Amount | | Revenues |
Asset management and administration fees | | | | | | | | | | | | | | | | | | | | |
Mutual fund and ETF service fees | 25 | % | | $ | 1,853 | | 25 | % | | $ | 1,479 | | 23 | % | | $ | 1,413 | | 23 | % |
Advice solutions | 2 | % | | | 915 | | 12 | % | | | 898 | | 14 | % | | | 840 | | 14 | % |
Other | 5 | % | | | 287 | | 4 | % | | | 273 | | 4 | % | | | 280 | | 5 | % |
Asset management and administration fees | 15 | % | | | 3,055 | | 41 | % | | | 2,650 | | 41 | % | | | 2,533 | | 42 | % |
Net interest revenue | | | | | | | | | | | | | | | | | | | | |
Interest revenue | 31 | % | | | 3,493 | | 46 | % | | | 2,657 | | 42 | % | | | 2,374 | | 39 | % |
Interest expense | 30 | % | | | (171) | | (2) | % | | | (132) | | (2) | % | | | (102) | | (1) | % |
Net interest revenue | 32 | % | | | 3,322 | | 44 | % | | | 2,525 | | 40 | % | | | 2,272 | | 38 | % |
Trading revenue | | | | | | | | | | | | | | | | | | | | |
Commissions | (5) | % | | | 779 | | 10 | % | | | 822 | | 13 | % | | | 857 | | 14 | % |
Principal transactions | 5 | % | | | 46 | | 1 | % | | | 44 | | 1 | % | | | 50 | | 1 | % |
Trading revenue | (5) | % | | | 825 | | 11 | % | | | 866 | | 14 | % | | | 907 | | 15 | % |
Other | (17) | % | | | 271 | | 4 | % | | | 328 | | 5 | % | | | 343 | | 5 | % |
Provision for loan losses | (55) | % | | | 5 | | - | | | | 11 | | - | | | | 4 | | - | |
Net impairment losses on securities | - | | | | - | | - | | | | - | | - | | | | (1) | | - | |
Total net revenues | 17 | % | | $ | 7,478 | | 100 | % | | $ | 6,380 | | 100 | % | | $ | 6,058 | | 100 | % |
Total net revenues of $8.6 billion and $7.5 billion for the years ended December 31, 2017 and 2016, respectively, grew 15% and 17% from the prior periods, reflecting significant improvements in both net interest revenue and asset management and administration fees.
|
| | | | | | | | | | | | | | | | | | | | |
| Year Ended December 31, | | | 2017 | | 2016 | | 2015 |
| | Growth Rate
2016-2017 | | Amount | % of
Total Net
Revenues | | Amount | % of
Total Net
Revenues | | Amount | % of
Total Net
Revenues |
| Net interest revenue | | | | | | | | | | |
| Interest revenue | 32 | % | | $ | 4,624 |
| 54 | % | | $ | 3,493 |
| 46 | % | | $ | 2,657 |
| 42 | % |
| Interest expense | 100 | % | | (342 | ) | (4 | )% | | (171 | ) | (2 | )% | | (132 | ) | (2 | )% |
| Net interest revenue | 29 | % | | 4,282 |
| 50 | % | | 3,322 |
| 44 | % | | 2,525 |
| 40 | % |
| Asset management and administration fees | | | | | | | | | | |
| Mutual fund and ETF service fees | 10 | % | | $ | 2,045 |
| 24 | % | | 1,853 |
| 25 | % | | 1,479 |
| 23 | % |
| Advice solutions | 14 | % | | 1,043 |
| 12 | % | | 915 |
| 12 | % | | 898 |
| 14 | % |
| Other | 6 | % | | 304 |
| 3 | % | | 287 |
| 4 | % | | 273 |
| 4 | % |
| Asset management and administration fees | 11 | % | | 3,392 |
| 39 | % | | 3,055 |
| 41 | % | | 2,650 |
| 41 | % |
| Trading revenue | | | | | | | | | | |
| Commissions | (23 | )% | | 600 |
| 7 | % | | 779 |
| 10 | % | | 822 |
| 13 | % |
| Principal transactions | 17 | % | | 54 |
| 1 | % | | 46 |
| 1 | % | | 44 |
| 1 | % |
| Trading revenue | (21 | )% | | 654 |
| 8 | % | | 825 |
| 11 | % | | 866 |
| 14 | % |
| Other | 7 | % | | 290 |
| 3 | % | | 271 |
| 4 | % | | 328 |
| 5 | % |
| Provision for loan losses | (100 | )% | | — |
| — |
| | 5 |
| — |
| | 11 |
| — |
|
| Total net revenues | 15 | % | | $ | 8,618 |
| 100 | % | | $ | 7,478 |
| 100 | % | | $ | 6,380 |
| 100 | % |
Net Interest Revenue
Schwab’s primary interest-earning assets include cash and cash equivalents; cash and investments segregated; margin loans, which constitute the majority of receivables from brokerage clients; investment securities; and bank loans. Revenue on interest-earning assets is affected by various factors, such as the composition of assets, prevailing interest rates at the time of origination or purchase, changes in interest rates on floating rate securities, and changes in prepayment levels for mortgage-related securities and loans. Fees earned on securities borrowing and lending activities, which are conducted by CS&Co on assets held in client brokerage accounts, are included in other interest revenue and expense.
Schwab’s interest-bearing liabilities include bank deposits, payables to brokerage clients, short-term borrowings, and long-term debt. We establish 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. Client-related liabilities have historically been very stable and are largely expected to remain so. Given the stability and low rate sensitivity of these liabilities, management believes their duration is relatively long, somewhere in excess of three and a half years.
Management believes that the extended period of extraordinarily low interest rates running from the financial crisis to the present has likely resulted in certain sweep cash balances retaining some level of latent rate sensitivity. To the extent short-term rates increase, management expects some sweep cash balances to migrate to purchased money market funds or other higher-yielding alternatives. At the same time, Schwab will retain the opportunity to migrate the remaining non-rate sensitive cash in sweep money market funds to bank sweep deposits.
We have positioned Schwab to benefit from an increase in interest rates, especially short-term interest rates, by managing the duration of interest-earning assets to be shorter than that of interest-bearing liabilities, so that asset yields will move faster than liability costs.
In order to keep interest-rate sensitivity within established limits, management monitors and responds to changes in the balance sheet. As Schwab builds its client base, we attract new client sweep cash, which, along with the bulk transfer of
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)
existing sweep cash balances from money market funds, is a primary driver of balance sheet growth. As the proportion of sweep cash balances to total liabilities has grown, the measured duration of liabilities has grown as well. By increasing the duration of interest-earning assets as necessary, we are positioned to continue to gain from increasing rates while limiting exposure to falling rates to an acceptable level. Approximately half of our investment securities and loans re-price or reset based on short-term interest rates such as one-month LIBOR.
Non-interest-bearing funding sources include certain cash balances, stockholders’ equity and other miscellaneous assets and liabilities.
The following table presents net interest revenue information corresponding to interest-earning assets and funding sources on the consolidated balance sheets:
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Year Ended December 31, | 2017 | | 2016 | | 2015 |
| | Average
Balance | | Interest
Revenue/
Expense | | Average
Yield/
Rate | | Average
Balance | | Interest Revenue/
Expense | | Average
Yield/
Rate | | Average
Balance | | Interest Revenue/
Expense | | Average
Yield/
Rate |
| Interest-earning assets: | | | | | | | | | | | | | | | | | |
| Cash and cash equivalents | $ | 9,931 |
| | $ | 109 |
| | 1.10 | % | | $ | 11,143 |
| | $ | 57 |
| | 0.51 | % | | $ | 9,358 |
| | $ | 24 |
| | 0.26 | % |
| Cash and investments segregated | 18,525 |
| | 166 |
| | 0.90 | % | | 20,104 |
| | 93 |
| | 0.46 | % | | 18,606 |
| | 31 |
| | 0.17 | % |
Broker-related receivables (1) | 430 |
| | 3 |
| | 0.70 | % | | 558 |
| | 1 |
| | 0.22 | % | | 274 |
| | — |
| | 0.07 | % |
| Receivables from brokerage clients | 16,269 |
| | 575 |
| | 3.53 | % | | 15,001 |
| | 497 |
| | 3.31 | % | | 15,212 |
| | 502 |
| | 3.30 | % |
Available for sale securities (2) | 53,040 |
| | 815 |
| | 1.54 | % | | 72,586 |
| | 883 |
| | 1.22 | % | | 62,249 |
| | 629 |
| | 1.01 | % |
| Held to maturity securities | 103,599 |
| | 2,354 |
| | 2.27 | % | | 57,451 |
| | 1,402 |
| | 2.44 | % | | 38,280 |
| | 957 |
| | 2.50 | % |
| Bank loans | 15,919 |
| | 472 |
| | 2.97 | % | | 14,715 |
| | 400 |
| | 2.72 | % | | 13,973 |
| | 369 |
| | 2.64 | % |
| Total interest-earning assets | 217,713 |
| | 4,494 |
| | 2.06 | % | | 191,558 |
| | 3,333 |
| | 1.74 | % | | 157,952 |
| | 2,512 |
| | 1.59 | % |
| Other interest revenue | | | 130 |
| | | | | | 160 |
| | | | | | 145 |
| | |
| Total interest-earning assets | $ | 217,713 |
| | $ | 4,624 |
| | 2.12 | % | | $ | 191,558 |
| | $ | 3,493 |
| | 1.82 | % | | $ | 157,952 |
| | $ | 2,657 |
| | 1.68 | % |
| Funding sources: | | | | | | | | | | | | | | | | | |
| Bank deposits | $ | 163,998 |
| | $ | 148 |
| | 0.09 | % | | $ | 141,432 |
| | $ | 37 |
| | 0.03 | % | | $ | 113,464 |
| | $ | 29 |
| | 0.03 | % |
| Payables to brokerage clients | 25,403 |
| | 16 |
| | 0.06 | % | | 26,311 |
| | 3 |
| | 0.01 | % | | 25,651 |
| | 2 |
| | 0.01 | % |
Short-term borrowings (1) | 3,503 |
| | 41 |
| | 1.17 | % | | 1,864 |
| | 9 |
| | 0.48 | % | | 21 |
| | — |
| | 0.27 | % |
| Long-term debt | 3,431 |
| | 119 |
| | 3.47 | % | | 2,876 |
| | 104 |
| | 3.62 | % | | 2,717 |
| | 92 |
| | 3.39 | % |
| Total interest-bearing liabilities | 196,335 |
| | 324 |
| | 0.17 | % | | 172,483 |
| | 153 |
| | 0.09 | % | | 141,853 |
| | 123 |
| | 0.09 | % |
| Non-interest-bearing funding sources | 21,378 |
| | | | | | 19,075 |
| | | | | | 16,099 |
| | | | |
| Other interest expense | | | 18 |
| | | | | | 18 |
| | | | | | 9 |
| | |
| Total funding sources | $ | 217,713 |
| | $ | 342 |
| | 0.15 | % | | $ | 191,558 |
| | $ | 171 |
| | 0.09 | % | | $ | 157,952 |
| | $ | 132 |
| | 0.08 | % |
| Net interest revenue | | | $ | 4,282 |
| | 1.97 | % | | | | $ | 3,322 |
| | 1.73 | % | | | | $ | 2,525 |
| | 1.60 | % |
(1) Interest revenue or expense was less than $500,000 in the period or periods presented.
(2) Amounts calculated based on amortized cost.
Net interest revenue increased $960 million or 29%, in 2017 from 2016, and $797 million, or 32%, in 2016 from 2015, primarily due to higher interest rates and growth in interest-earning assets driven by bank deposits.
Higher short-term interest rates reflecting the Federal Reserve’s December, June, and March 2017 and December 2016 interest rate hikes, coupled with growth in interest-earning assets, have resulted in a 24 basis point improvement in net interest margin to 1.97% in 2017. Net interest margin was 1.73% in 2016, representing an improvement of 13 basis points compared to 2015.
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 2017 and 2016, average interest earning assets have grown by 14% and 21%, respectively, from the prior years. This growth has been driven primarily by higher bank deposits, which increased through a combination of:
Gathering additional assets from new and current clients;
Transferring uninvested cash balances in certain client brokerage accounts to the bank sweep feature; and
Establishing the bank sweep feature as the default investment option for uninvested cash balances within all new Investor and Advisor Services brokerage accounts during 2016.
In 2017, clients allocated more of their cash to equity, fixed income and other investments which affected growth in bank sweep deposits.
In March 2017, $24.7 billion of debt securities were transferred from the AFS category to the HTM category. The transfer had no effect on the overall net interest margin. For additional information on the transfer, see Item 8 – Note 5.
Asset Management and Administration Fees
Asset management and administration fees include mutual fund and ETF service fees and fees for other asset-based financial services provided to individual and institutional clients.
The CompanySchwab earns mutual fund and ETF service fees for shareholder services, administration, and investment management provided to its proprietary funds, and recordkeeping and shareholder services provided to third-party funds. Asset management and administration fees are based upon the daily balances of client assets invested in these funds and do not include securities lending revenues earned by proprietary mutual funds and ETFs, as those amounts, net of program fees, are credited to the fund shareholders. The fair values of client assets included in proprietary and third-party mutual funds and ETFs are based on quoted market prices and other observable market data.
The Company
We also
earnsearn asset management fees for advice solutions, which include managed portfolios, specialized strategies, and customized investment advice. Other asset management and administration fees include various asset-based fees such as trust fees, 401(k) recordkeeping fees, mutual fund clearing fees, collective trust fund fees, and non-balance based service and transaction fees.
Asset management and administration fees vary with changes in the balances of client assets due to market fluctuations and client activity.
For a discussion of the impact of current market conditions on asset management and administration fees, see Risk Management in Part II, Item 7.
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 and ETFs, and Mutual Fund OneSource®: and other non-transaction fee (NTF) funds. The following funds generated 53% of the asset management and administration fees earned during 2017 and 2016 and 47% during 2015:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Schwab Money | | | Schwab Equity and | | | Mutual Fund |
| | Market Funds | | | Bond Funds and ETFs | | | OneSource® |
Year Ended December 31, | | 2016 | | | 2015 | | | 2014 | | | 2016 | | | 2015 | | | 2014 | | | 2016 | | | 2015 | | | 2014 |
Balance at beginning of period | $ | 166,148 | | $ | 167,909 | | $ | 167,738 | | $ | 102,112 | | $ | 88,450 | | $ | 71,249 | | $ | 207,654 | | $ | 234,381 | | $ | 234,777 |
Net inflows (outflows) | | (2,765) | | | (1,947) | | | 287 | | | 13,858 | | | 15,542 | | | 11,398 | | | (22,469) | | | (23,014) | | | (8,925) |
Net market gains (losses) and other | | 112 | | | 186 | | | (116) | | | 9,843 | | | (1,880) | | | 5,803 | | | 13,739 | | | (3,713) | | | 8,529 |
Balance at end of period | $ | 163,495 | | $ | 166,148 | | $ | 167,909 | | $ | 125,813 | | $ | 102,112 | | $ | 88,450 | | $ | 198,924 | | $ | 207,654 | | $ | 234,381 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Schwab Money | | Schwab Equity and | | Mutual Fund OneSource® |
| | | Market Funds | | Bond Funds and ETFs | | and Other NTF (1) Funds |
| Year Ended December 31, | | 2017 | | 2016 | | 2015 | | 2017 | | 2016 | | 2015 | | 2017 | | 2016 | | 2015 |
| Balance at beginning of period | | $ | 163,495 |
| | $ | 166,148 |
| | $ | 167,909 |
| | $ | 125,813 |
| | $ | 102,112 |
| | $ | 88,450 |
| | $ | 198,924 |
| | $ | 207,654 |
| | $ | 234,381 |
|
| Net inflows (outflows) | | (486 | ) | | (2,765 | ) | | (1,947 | ) | | 30,771 |
| | 13,858 |
| | 15,542 |
| | (27,485 | ) | | (22,469 | ) | | (23,014 | ) |
Net market gains (losses) and other (2) | | 641 |
| | 112 |
| | 186 |
| | 25,024 |
| | 9,843 |
| | (1,880 | ) | | 53,763 |
| | 13,739 |
| | (3,713 | ) |
| Balance at end of period | | $ | 163,650 |
| | $ | 163,495 |
| | $ | 166,148 |
| | $ | 181,608 |
| | $ | 125,813 |
| | $ | 102,112 |
| | $ | 225,202 |
| | $ | 198,924 |
| | $ | 207,654 |
|
(1) Non-transaction fee.
(2) Includes transfers from other third-party mutual funds to Mutual Fund OneSource® in the second quarter of 2017.
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 asset management and administration fees, average client assets, and average fee yields:
| | | | | | | | | | | | | | | | | | | | | | | | | |
Year Ended December 31, | | 2016 | | | | 2015 | | | 2014 |
| Average
Client
Assets | | Revenue | | Average
Fee | | | Average
Client
Assets | | Revenue | | Average
Fee | | | Average
Client
Assets | | Revenue | | Average
Fee |
Schwab money market funds | | | | | | | | | | | | | | | | | | | | | | | | | |
before fee waivers | $ | 164,120 | | $ | 962 | | 0.59% | | | $ | 161,381 | | $ | 947 | | 0.59% | | | $ | 164,564 | | $ | 957 | | 0.58% |
Fee waivers | | | | | (224) | | | | | | | | | (672) | | | | | | | | | (751) | | |
Schwab money market funds | | 164,120 | | | 738 | | 0.45% | | | | 161,381 | | | 275 | | 0.17% | | | | 164,564 | | | 206 | | 0.13% |
Schwab equity and bond funds and ETFs | | 115,849 | | | 217 | | 0.19% | | | | 102,486 | | | 217 | | 0.21% | | | | 83,916 | | | 192 | | 0.23% |
Mutual Fund OneSource® | | 199,389 | | | 676 | | 0.34% | | | | 225,347 | | | 764 | | 0.34% | | | | 236,003 | | | 805 | | 0.34% |
Other third-party mutual funds and ETFs (1) | | 254,584 | | | 222 | | 0.09% | | | | 251,491 | | | 223 | | 0.09% | | | | 241,314 | | | 210 | | 0.09% |
Total mutual funds and ETFs (2) | $ | 733,942 | | | 1,853 | | 0.25% | | | $ | 740,705 | | | 1,479 | | 0.20% | | | $ | 725,797 | | | 1,413 | | 0.19% |
Advice solutions (2) : | | | | | | | | | | | | | | | | | | | | | | | | | |
Fee-based | $ | 177,409 | | | 915 | | 0.52% | | | $ | 172,302 | | | 898 | | 0.52% | | | $ | 160,721 | | | 840 | | 0.52% |
Intelligent Portfolios | | 8,377 | | | - | | - | | | | 3,274 | | | - | | - | | | | - | | | - | | - |
Legacy Non-Fee | | 16,969 | | | - | | - | | | | 16,463 | | | - | | - | | | | 15,794 | | | - | | - |
Total advice solutions | $ | 202,755 | | | 915 | | 0.45% | | | $ | 192,039 | | | 898 | | 0.47% | | | $ | 176,515 | | | 840 | | 0.48% |
Other balance-based fees (3) | | 339,071 | | | 235 | | 0.07% | | | | 324,701 | | | 226 | | 0.07% | | | | 297,499 | | | 234 | | 0.08% |
Other (4) | | | | | 52 | | | | | | | | | 47 | | | | | | | | | 46 | | |
Total asset management | | | | | | | | | | | | | | | | | | | | | | | | | |
and administration fees | | | | $ | 3,055 | | | | | | | | $ | 2,650 | | | | | | | | $ | 2,533 | | |
| |
(1)
| Includes Schwab ETF OneSourceTM.
|
(2)
| Average client assets for advice solutions may also include the asset balances contained in the mutual fund and/or ETF categories listed above.
|
(3)
| Includes various asset-based fees, such as trust fees, 401(k) recordkeeping fees, and mutual fund clearing fees and other service fees.
|
(4)
| Includes miscellaneous service and transaction fees relating to mutual funds and ETFs that are not balance-based.
|
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Year Ended December 31, | 2017 | | 2016 | | 2015 |
| | Average
Client
Assets | | Revenue | | Average
Fee | | Average
Client
Assets | | Revenue | | Average
Fee | | Average
Client
Assets | | Revenue | | Average
Fee |
| Schwab money market funds | | | | | | | | | | | | | | | | | |
| before fee waivers | $ | 160,735 |
| | $ | 875 |
| | 0.54 | % | | $ | 164,120 |
| | $ | 962 |
| | 0.59 | % | | $ | 161,381 |
| | $ | 947 |
| | 0.59 | % |
| Fee waivers | | | (10 | ) | | | | | | (224 | ) | | | | | | (672 | ) | | |
| Schwab money market funds | 160,735 |
| | 865 |
| | 0.54 | % | | 164,120 |
| | 738 |
| | 0.45 | % | | 161,381 |
| | 275 |
| | 0.17 | % |
| Schwab equity and bond funds and ETFs | 158,625 |
| | 223 |
| | 0.14 | % | | 115,849 |
| | 217 |
| | 0.19 | % | | 102,486 |
| | 217 |
| | 0.21 | % |
Mutual Fund OneSource® and other | | | | | | | | | | | | | | | | | |
| NTF funds | 215,333 |
| | 706 |
| | 0.33 | % | | 199,389 |
| | 676 |
| | 0.34 | % | | 225,347 |
| | 764 |
| | 0.34 | % |
Other third-party mutual funds and ETFs (1) | 286,111 |
| | 251 |
| | 0.09 | % | | 254,584 |
| | 222 |
| | 0.09 | % | | 251,491 |
| | 223 |
| | 0.09 | % |
Total mutual funds and ETFs (2) | $ | 820,804 |
| | 2,045 |
| | 0.25 | % | | $ | 733,942 |
| | 1,853 |
| | 0.25 | % | | $ | 740,705 |
| | 1,479 |
| | 0.20 | % |
Advice solutions (2) : | | | | | | | | | | | | | | | | | |
| Fee-based | $ | 203,794 |
| | 1,043 |
| | 0.51 | % | | $ | 177,409 |
| | 915 |
| | 0.52 | % | | $ | 172,302 |
| | 898 |
| | 0.52 | % |
| Non-fee-based | 48,936 |
| | — |
| | — |
| | 35,262 |
| | — |
| | — |
| | 29,118 |
| | — |
| | — |
|
| Total advice solutions | $ | 252,730 |
| | 1,043 |
| | 0.41 | % | | $ | 212,671 |
| | 915 |
| | 0.43 | % | | $ | 201,420 |
| | 898 |
| | 0.45 | % |
Other balance-based fees (3) | 417,659 |
| | 258 |
| | 0.06 | % | | 339,071 |
| | 235 |
| | 0.07 | % | | 324,701 |
| | 226 |
| | 0.07 | % |
Other (4) | | | 46 |
| | | | | | 52 |
| | | | | | 47 |
| | |
| Total asset management | | | | | | | | | | | | | | | | | |
| and administration fees | | | $ | 3,392 |
| | | | | | $ | 3,055 |
| | | | | | $ | 2,650 |
| | |
(1) Includes Schwab ETF OneSource™.
(2) Beginning in the fourth quarter of 2017, a change was made to add non-fee based average assets from managed portfolios. Average client assets for advice solutions may also include the asset balances contained in the mutual fund and/or ETF categories listed above. Prior periods have been adjusted to accommodate this change.
(3) Includes various asset-related fees, such as trust fees, 401(k) recordkeeping fees, and mutual fund clearing fees and other service fees. Beginning in the first quarter of 2017, a prospective methodology change was made to average client assets relating to 401(k) recordkeeping fees to provide improved insight into the associated fee driver, which resulted in an increase of approximately $25 billion. There was no impact to revenue or the average fee.
(4) Includes miscellaneous service and transaction fees relating to mutual funds and ETFs that are not balance-based.
Asset management and administration fees increased by $337 million, or 11%, in 2017 from 2016, primarily due to higher average client assets invested in advice solutions, mutual funds, and ETFs, and lower fee waivers on money market funds. Partially offsetting these increases were lower fee rates on proprietary money funds and other indexed mutual funds and ETFs due to fee reductions implemented by Schwab in 2017.
Asset management and administration fees increased by $405 million, or 15%, in 2016 from 2015
and by $117 million, or 5%, in 2015 from 2014. The increases in both years were due to higher net yields on money market fund assets as short-term interest rates rose in 2016,
and 2015, and growth in client assets enrolled in advisory offers, partially offset by a reduction in client assets in Mutual Fund OneSource.
The average fee rate on advice solutions decreased in 2016 and 2015 from the prior years primarily due to the growth in Intelligent Portfolios, which do not charge advisory fees.
Net Interest Revenue
The Company’s primary interest-earning assets include cash and cash equivalents; segregated cash and investments; margin loans, which constitute the majority of receivables from brokerage clients; investment securities; and bank loans. Revenue on interest-earning assets is affected by various factors, such as the composition of assets, prevailing interest rates at the time of origination or purchase, changes in interest rates on floating rate securities, and changes in prepayment levels for mortgage-related securities and loans. Fees earned on securities borrowing and lending activities, which are conducted by the
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)
Company’s broker-dealer subsidiaries on assets held in client brokerage accounts, are included in other interest revenue and expense.
The Company’s interest-bearing liabilities include bank deposits, payables to brokerage clients, short-term borrowings, and long-term debt. The Company 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. Client-related liabilities have historically been very stable and are largely expected to remain so. Given the stability and low rate sensitivity of these liabilities, management believes their duration is relatively long, somewhere in excess of three and a half years.
Management believes that the extended period of extraordinarily low interest rates running from the financial crisis to the present has likely resulted in certain sweep cash balances retaining some level of latent rate sensitivity. To the extent short-term rates increase, management expects some sweep cash balances to migrate to purchased money market funds or other higher-yielding alternatives. At the same time, the Company will retain the opportunity to migrate the remaining non-rate sensitive cash in sweep money market funds to Schwab Bank.
Management has positioned the Company to benefit from an increase in interest rates, especially short-term interest rates, by managing the duration of interest-earning assets to be shorter than that of interest-bearing liabilities, so that asset yields will move faster than liability costs.
In order to keep the Company’s interest-rate sensitivity within established limits, management monitors and responds to changes in the balance sheet. As the Company builds its client base, it attracts a significant amount of new client sweep cash, which, along with the bulk transfer of existing sweep cash balances from money market funds, is a primary driver of balance sheet growth. As the proportion of sweep cash balances to total liabilities has grown, the measured duration of liabilities has grown as well. By increasing the duration of interest-earning assets as necessary, management has kept the Company positioned to continue to gain from increasing rates while limiting its exposure to falling rates to an acceptable level. Management currently manages the balance sheet so that just over half of the Company’s investment securities and loans re-price or reset based on short-term interest rates such as one-month LIBOR.
Non-interest-bearing funding sources include certain cash balances, stockholders’ equity and other miscellaneous assets and liabilities.
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 net interest revenue information corresponding to interest-earning assets and funding sources on the consolidated balance sheets:
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Year Ended December 31, | | 2016 | | 2015 | | 2014 |
| | | | | Interest | | Average | | | | | Interest | | Average | | | | | Interest | | Average |
| | Average | | Revenue/ | | Yield/ | | Average | | Revenue/ | | Yield/ | | Average | | Revenue/ | | Yield/ |
| | Balance | | Expense | | Rate | | Balance | | Expense | | Rate | | Balance | | Expense | | Rate |
Interest-earning assets: | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Cash and cash equivalents | | $ | 11,143 | | $ | 57 | | 0.51 | % | | $ | 9,358 | | $ | 24 | | 0.26 | % | | $ | 7,179 | | $ | 16 | | 0.22 | % |
Cash and investments segregated | | | 20,104 | | | 93 | | 0.46 | % | | | 18,606 | | | 31 | | 0.17 | % | | | 20,268 | | | 24 | | 0.12 | % |
Broker-related receivables (1) | | | 558 | | | 1 | | 0.22 | % | | | 274 | | | - | | 0.07 | % | | | 325 | | | - | | 0.09 | % |
Receivables from brokerage clients | | | 15,001 | | | 497 | | 3.31 | % | | | 15,212 | | | 502 | | 3.30 | % | | | 13,778 | | | 482 | | 3.50 | % |
Available for sale securities (2) | | | 72,586 | | | 883 | | 1.22 | % | | | 62,249 | | | 629 | | 1.01 | % | | | 52,057 | | | 546 | | 1.05 | % |
Held to maturity securities | | | 57,451 | | | 1,402 | | 2.44 | % | | | 38,280 | | | 957 | | 2.50 | % | | | 32,361 | | | 828 | | 2.56 | % |
Bank loans | | | 14,715 | | | 400 | | 2.72 | % | | | 13,973 | | | 369 | | 2.64 | % | | | 12,906 | | | 355 | | 2.75 | % |
Total interest-earning assets | | | 191,558 | | | 3,333 | | 1.74 | % | | | 157,952 | | | 2,512 | | 1.59 | % | | | 138,874 | | | 2,251 | | 1.62 | % |
Other interest revenue | | | | | | 160 | | | | | | | | | 145 | | | | | | | | | 123 | | | |
Total interest-earning assets | | $ | 191,558 | | $ | 3,493 | | 1.82 | % | | $ | 157,952 | | $ | 2,657 | | 1.68 | % | | $ | 138,874 | | $ | 2,374 | | 1.71 | % |
Funding sources: | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Bank deposits | | $ | 141,432 | | $ | 37 | | 0.03 | % | | $ | 113,464 | | $ | 29 | | 0.03 | % | | $ | 95,842 | | $ | 30 | | 0.03 | % |
Payables to brokerage clients | | | 26,311 | | | 3 | | 0.01 | % | | | 25,651 | | | 2 | | 0.01 | % | | | 26,731 | | | 2 | | 0.01 | % |
Short-term borrowings (1,3) | | | 1,864 | | | 9 | | 0.48 | % | | | 21 | | | - | | 0.27 | % | | | 5 | | | - | | 0.15 | % |
Long-term debt (4) | | | 2,876 | | | 104 | | 3.62 | % | | | 2,717 | | | 92 | | 3.39 | % | | | 1,893 | | | 73 | | 3.86 | % |
Total interest-bearing liabilities (4) | | | 172,483 | | | 153 | | 0.09 | % | | | 141,853 | | | 123 | | 0.09 | % | | | 124,471 | | | 105 | | 0.08 | % |
Non-interest-bearing funding sources (3) | | | 19,075 | | | | | | | | | 16,099 | | | | | | | | | 14,403 | | | | | | |
Other interest expense | | | | | | 18 | | | | | | | | | 9 | | | | | | | | | (3) | | | |
Total funding sources | | $ | 191,558 | | $ | 171 | | 0.09 | % | | $ | 157,952 | | $ | 132 | | 0.08 | % | | $ | 138,874 | | $ | 102 | | 0.07 | % |
Net interest revenue | | | | | $ | 3,322 | | 1.73 | % | | | | | $ | 2,525 | | 1.60 | % | | | | | $ | 2,272 | | 1.64 | % |
(1)
| Interest revenue or expense was less than $500,000 in the period or periods presented.
|
(2)
| Amounts calculated based on amortized cost.
|
(3)
| Certain prior period amounts were reclassified to conform to the 2016 presentation.
|
(4)
| Adjusted for the retrospective adoption of Accounting Standards Update (ASU) 2015-03. See Item 8 – Note 2.
|
Net interest revenue increased $797 million, or 32%, in 2016 from 2015 due primarily to higher interest-earning assets driven by growth in bank deposits. The Company has grown bank deposits through a combination of:
| ·
| | Gathering additional assets from new and current clients;
|
| ·
| | Transferring uninvested cash balances in certain client brokerage accounts to Schwab Bank; and
|
| ·
| | Establishing the Schwab Bank sweep feature as the default investment option for uninvested cash balances within all new brokerage accounts as of June 2016.
|
The Company has invested the cash from the growth in bank deposits and from recent short-term borrowings in investment securities. These incremental investments, coupled with an increase in short-term interest rates, have resulted in a 13 basis point improvement in the net interest margin to 1.73% in 2016.
Net interest revenue increased $253 million, or 11%, in 2015 from 2014 primarily due to higher average balances of interest-earning assets, partially offset by the effect of lower net interest margins. The growth in the average balances in bank deposits resulted from an increase in the uninvested cash balances in certain client brokerage accounts swept to Schwab Bank.
Trading revenue includes commission and principal transaction revenues. Commission revenue is affected by the number of revenue trades executed and the average revenue earned per revenue trade. Principal transaction revenue is primarily comprised of revenue from trading activity in fixed income securities with clients. To accommodate clients’ fixed income trading activity,
the CompanySchwab maintains positions in fixed income securities, including U.S. state and municipal debt obligations, U.S. Government and corporate debt, and other securities. The difference between the price at which the
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)
Company buys and sells securities to and from its clients and other broker-dealers is recognized as principal transaction revenue. Principal transaction revenue also includes adjustments to the fair value of these securities positions.
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 trading revenue and the related drivers:
| | | | | | | | | | | | | | | | |
| | Growth Rate | | | | | | | | | | | | |
Year Ended December 31, | | 2015-2016 | | | 2016 | | | 2015 | | | 2014 |
Daily average revenue trades (in thousands) | | - | | | | | 291.6 | | | | 292.0 | | | | 298.2 | |
Clients’ daily average trades (in thousands) | | 5 | % | | | | 561.8 | | | | 536.9 | | | | 516.8 | |
Number of trading days | | - | | | | | 251.5 | | | | 251.0 | | | | 250.5 | |
Average revenue per revenue trade | | (5) | % | | | $ | 11.23 | | | $ | 11.83 | | | $ | 12.13 | |
Trading revenue | | (5) | % | | | $ | 825 | | | $ | 866 | | | $ | 907 | |
|
| | | | | | | | | | | | | | |
| Year Ended December 31, | Growth Rate
2016-2017 |
| | 2017 |
| | 2016 |
| | 2015 |
|
| DARTs (in thousands) | 10 | % | | 321.3 |
| | 291.6 |
| | 292.0 |
|
| Clients’ daily average trades (in thousands) | 8 | % | | 608.8 |
| | 561.8 |
| | 536.9 |
|
| Number of trading days | (1 | )% | | 250.0 |
| | 251.5 |
| | 251.0 |
|
| Daily average revenue per revenue trade | (27 | )% | | $ | 8.20 |
| | $ | 11.23 |
| | $ | 11.83 |
|
| Trading revenue | (21 | )% | | $ | 654 |
| | $ | 825 |
| | $ | 866 |
|
Trading revenue decreased in both 2016by $171 million and 2015 by $41 million in 2017 and 2016, respectively, when compared to the prior years primarily due to a decreaselower commissions rates on DARTs.
During the first quarter of 2017, we announced two trading price reductions which lowered standard equity, ETF, and option trade commissions from $8.95 to $4.95 and lowered the per contract option fee from $.75 to $.65. These reductions in commission
revenue as a resultrates reflect our continuing belief that pricing should never be an obstacle for choosing Schwab and our commitment to share the benefits of
lower commissions per revenue trade.Daily average revenue trades remained relatively flat in 2016 from 2015. Daily average revenue trades decreased in 2015 from 2014 primarily due to a lower volume of equity trades. Average revenue per revenue trade decreased 5% in 2016 compared to 2015, due to a higher proportion of trades from active traders, who typically pay a lower commission rate, as well as increased client utilization of discounted trade offers. Average revenue per revenue trade decreased 2% in 2015 compared to 2014. Over time, the percentage ofscale with clients.
With these changes, trading revenue has declined from a peak of 50%-60% of total
net revenue in the early
1990s1990’s to the current low of
8% in 2017, 11%
at December 31, 2016.in 2016 and 14% in 2015.
Other revenue includes order flow revenue, other service fees, software fees from
the Company’sour portfolio management solutions, exchange processing fees, and nonrecurring gains.
Other
Order flow revenue
decreased by $57was $114 million
or 17%, induring 2017, and $103 million for both 2016
compared toand 2015. In 2016 and 2015,
primarily due to lowerother revenue also included net litigation proceeds of $16
million in 2016 compared toand $75 million,
in 2015 relatedrespectively, relating to
the Company’sour non-agency residential mortgage-backed securities
(RMBS) portfolio. Order flow revenue was $103 million during both 2016 and 2015.Other revenue decreased by $15 million, or 4%, in 2015 compared to 2014 primarily due to lower order flow revenue. Order flow revenue was $103 million during 2015 compared to $114 million during 2014. The decrease was primarily due to changes in the composition and volume of different types of orders and the fees and rebates for such orders. Other revenue in 2015 also includes net litigation proceeds of $75 million related to the Company’s non-agency RMBS portfolio. Other revenue in 2014 includes a net insurance settlement of $45 million and net litigation proceeds of $28 million related to the Company’s non-agency RMBS portfolio.
portfolios.
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
total expenses excluding interest:
| | | | | | | | | | | | | | | | |
| | Growth Rate | | | | | | | | | | | | |
Year Ended December 31, | | 2015-2016 | | | 2016 | | | 2015 | | | 2014 |
Compensation and benefits | | 10 | % | | | $ | 2,466 | | | $ | 2,241 | | | $ | 2,184 | |
Professional services | | 10 | % | | | | 506 | | | | 459 | | | | 457 | |
Occupancy and equipment | | 13 | % | | | | 398 | | | | 353 | | | | 324 | |
Advertising and market development | | 6 | % | | | | 265 | | | | 249 | | | | 245 | |
Communications | | 2 | % | | | | 237 | | | | 233 | | | | 223 | |
Depreciation and amortization | | 4 | % | | | | 234 | | | | 224 | | | | 199 | |
Other | | 11 | % | | | | 379 | | | | 342 | | | | 311 | |
Total expenses excluding interest | | 9 | % | | | $ | 4,485 | | | $ | 4,101 | | | $ | 3,943 | |
Expenses as a percentage of total net revenues: | | | | | | | | | | | | | | | | |
Compensation and benefits | | | | | | | 33 | % | | | 35 | % | | | 36 | % |
Advertising and market development | | | | | | | 4 | % | | | 4 | % | | | 4 | % |
Compensation
|
| | | | | | | | | | | | | | |
| | Growth Rate 2016-2017 | | 2017 | | 2016 | | 2015 |
| Compensation and benefits | | | | | | | |
| Salaries and wages | 9 | % | | $ | 1,496 |
| | $ | 1,368 |
| | $ | 1,258 |
|
| Incentive compensation | 16 | % | | 797 |
| | 689 |
| | 618 |
|
| Employee benefits and other | 9 | % | | 444 |
| | 409 |
| | 365 |
|
| Total compensation and benefits | 11 | % | | $ | 2,737 |
| | $ | 2,466 |
| | $ | 2,241 |
|
| Professional services | 15 | % | | 580 |
| | 506 |
| | 459 |
|
| Occupancy and equipment | 10 | % | | 436 |
| | 398 |
| | 353 |
|
| Advertising and market development | 1 | % | | 268 |
| | 265 |
| | 249 |
|
| Communications | (3 | )% | | 231 |
| | 237 |
| | 233 |
|
| Depreciation and amortization | 15 | % | | 269 |
| | 234 |
| | 224 |
|
| Regulatory fees and assessments | 24 | % | | 179 |
| | 144 |
| | 107 |
|
| Other | 14 | % | | 268 |
| | 235 |
| | 235 |
|
| Total expenses excluding interest | 11 | % | | $ | 4,968 |
| | $ | 4,485 |
| | $ | 4,101 |
|
| Expenses as a percentage of total net revenues: | | | | | | | |
| Compensation and benefits | | | 32 | % | | 33 | % | | 35 | % |
| Advertising and market development | | | 3 | % | | 4 | % | | 4 | % |
| Full-time equivalent employees (in thousands): | | | | | | | |
| At year end | 9 | % | | 17.6 |
| | 16.2 |
| | 15.3 |
|
| Average | 6 | % | | 16.9 |
| | 15.9 |
| | 15.1 |
|
Expenses excluding interest increased in 2017 and
BenefitsCompensation2016 from the prior years by 11% and benefits expense includes salaries and wages, incentive compensation, and related employee benefits. Incentive compensation includes variable compensation, discretionary bonuses, and share-based compensation. Variable compensation includes payments to certain individuals based on their sales performance. Discretionary bonuses are based on9%, respectively. The largest drivers of the Company’s overall performance as measured by EPS. Share-based compensation primarily includes employee and board of director stock options and restricted stock.
The following table shows a comparison of certainincrease in both years were compensation and benefits components and employee data:
professional services. | | | | | | | | | | | | | | | | |
| | Growth Rate | | | | | | | | | | | | |
Year Ended December 31, | | 2015-2016 | | | 2016 | | | 2015 | | | 2014 |
Salaries and wages | | 9 | % | | | $ | 1,368 | | | $ | 1,258 | | | $ | 1,245 | |
Incentive compensation | | 11 | % | | | | 689 | | | | 618 | | | | 605 | |
Employee benefits and other | | 12 | % | | | | 409 | | | | 365 | | | | 334 | |
Total compensation and benefits expense | | 10 | % | | | $ | 2,466 | | | $ | 2,241 | | | $ | 2,184 | |
Full-time equivalent employees (in thousands) | | | | | | | | | | | | | | | | |
At year end | | 6 | % | | | | 16.2 | | | | 15.3 | | | | 14.6 | |
Average | | 5 | % | | | | 15.9 | | | | 15.1 | | | | 14.2 | |
Salaries and wages increased in 2017 and 2016 from 2015the prior years, primarily due to higherincreases in employee headcount to support the growth in the business and annual salary increases.
Incentive compensation increased in 2017 and 2016 from 2015the prior years, primarily due to higher discretionary bonus expenses, long-term incentive plan costs, and field incentive plan costs relating to increased net client asset flows. flows and increased employee headcount.
Employee benefits and other expenses increased in 2017 and 2016 from the prior years as a result of the increases in employee headcount, salaries, wages and incentive compensation.
Professional services expense increased in 2017 and 2016 from 2015 due to increases in healthcare costs and higher employee headcount.Salaries and wages increased in 2015 from 2014the prior years, primarily due to higher employee headcountspending on technology projects and annual salary increases, partially offset by a $68 million chargean increase in 2014 for estimated future severance benefitsasset management and administration related expenses resulting from changesgrowth in the Company’s geographic footprint. Incentive compensationSchwab Funds
® and Schwab ETFs™.
Occupancy and equipment expense increased in 20152017 and 2016 from 2014the prior years, primarily due to increased software maintenance expense relating to information technology systems and increases in facility operational expenses attributable to growth in Schwab’s geographic footprint.
Depreciation and amortization expenses were higher in 2017 and 2016 from the
earlier recognition of certain equity-based incentivesprior years, due to
plan changes offset by a reductionhigher amortization of internally developed software associated with our investment in
long-term incentive plan expenses. Employee benefitssoftware and
other expense increased in 2015 from 2014 due to increases in healthcare costs and higher employee headcount.technology enhancements.
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)
Expenses Excluding Compensation and Benefits
Professional services expense
Regulatory fees assessments increased in
2016 compared to 2015 primarily due to higher spending on technology services2017 and
an increase in fees paid to outsourced service providers and consultants as the Company continued to invest in the business. Professional services remained relatively flat in 2015 compared to 2014.Occupancy and equipment expense increased in 2016 and 2015 from the prior year primarily due to increased software maintenance expense relating to the Company’s information technology systems and an increase in property taxes and rent attributable to the ongoing growth in the Company’s geographic footprint.
Advertising and market development, communications, and depreciation and amortization expenses combined grew a modest 4% in 2016 and 6% in 2015, from the prior years, as a result of growth in the business, new product media campaigns and higher amortization of internally developed software associated with the Company’s investment in software and technology enhancements.
The Company’s capital expenditures were $353 million, $285 million, and $405 million in 2016, 2015, and 2014, respectively. The increase in capital expenditures in 2016 from 2015 was primarily due to higher investment in land and internal-use software, partially offset by a decrease in investment in buildings. The decrease in capital expenditures in 2015 from 2014 was primarily due to lower investment in buildings and land relating to the growth in the Company’s geographic footprint beginning in 2014. Capitalized costs for developing internal-use software were $130 million, $107 million, and $81 million in 2016, 2015, and 2014.
Other expense increased in 2016 and 2015 from the prior year primarily due to an increase in the Company’s FDIC insurance assessments which rose as a result of higher bank deposits and the effect of a new surcharge that commenced in the third quarter of 2016.
Other expenses have increased in 2017 from the prior year due to travel and entertainment, asset volume-related increases, and some miscellaneous items.
Capital expenditures were $412 million, $353 million, and $285 million in 2017, 2016, and 2015, respectively. The increase in capital expenditures in both 2017 and 2016 from the prior years was due to our growing geographical expansion in the U.S. and investments in technology projects. The largest component of capital expenditures was capitalized costs for developing internal-use software of $157 million, $130 million, and $107 million in 2017, 2016, and 2015, respectively.
Taxes on Income
The Company’s
Effective January 1, 2017, Schwab adopted Accounting Standards Update (ASU) 2016-09, which prospectively changes the accounting treatment of a portion of the tax deductions relating to equity compensation. These deductions were previously reflected directly in additional paid-in capital, a component of stockholders’ equity, and are now included in taxes on income, a component of net income. As a result of this change, our tax expense was reduced by approximately $87 million in 2017. Future effects will depend on our share price, restricted stock vesting, and the volume of equity incentive options exercised.
As previously discussed under Current Regulatory Environment and Other Developments, the Tax Act was signed into law during 2017. Among other things, the Tax Act lowers the federal corporate income tax rate from 35% to 21%, effective for tax years including or commencing January 1, 2018.
In connection with our initial analysis of the impact of the Tax Act, Schwab recognized a $46 million one-time non-cash charge to taxes on income in the fourth quarter of 2017 associated with the remeasurement of net deferred tax assets and other tax adjustments related to the Tax Act.
Schwab’s effective income tax rate on income before taxes was 35.5% in 2017 compared to 36.9% in 2016, 36.5%2016. The decrease in rates between the two years reflects the net impact of the above two items. The effective rate in 2015 and 37.5% in 2014. The 2016was 36.5%.
We estimate our effective income tax rate
includes tax benefits on tax exempt income from investmentsto be between 23% and 24% in
U.S. state and municipal securities.The 2015 effective income tax rate includes2018 as a result of the recognition of net tax benefits relating to certain current and prior-year matters.
Tax Act.
Segment Information
The Company
Schwab provides financial services to individuals and institutional clients through two segments – Investor Services and Advisor Services. The Investor Services segment provides retail brokerage and banking services, retirement plan services, and other corporate brokerage
services.services to individual investors. The Advisor Services segment provides custodial, trading, banking, and support services as well as retirement business
services.services to independent RIAs, independent retirement advisors and recordkeepers. Revenues and expenses are attributed to the
Company’s two segments based on which segment services the client.
The CompanyManagement evaluates the performance of
itsthe segments on a pre-tax basis. Segment assets and liabilities are not used for evaluating segment performance or in deciding how to allocate resources to segments. Net revenues in both segments are generated from the underlying client assets and trading activity; differences in the composition of net revenues between the segments are based on the composition of client assets, client trading frequency, and pricing unique to each. While both segments leverage the scale and efficiency of
the Company’sour platforms, segment expenses reflect the dynamics of serving millions of clients in Investor Services versus the thousands of RIAs on the advisor platform.
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)
Financial information for
the Company’s reportableour segments is presented in the following
tables:table: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Investor Services (1) | | | Advisor Services (1) | | |
| Growth Rate | | | | | | | | | | | | | Growth Rate | | | | | | | | | | | | |
Year Ended December 31, | 2015-2016 | | 2016 | | | 2015 | | | 2014 | | 2015-2016 | | 2016 | | | 2015 | | | 2014 | |
Net Revenues | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Asset management and | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
administration fees | 14 | % | | $ | 2,093 | | | $ | 1,837 | | | $ | 1,742 | | | 18 | % | | $ | 962 | | | $ | 813 | | | $ | 791 | | |
Net interest revenue | 21 | % | | | 2,591 | | | | 2,133 | | | | 2,028 | | | 86 | % | | | 731 | | | | 392 | | | | 244 | | |
Trading revenue | (6) | % | | | 524 | | | | 556 | | | | 606 | | | (3) | % | | | 301 | | | | 310 | | | | 301 | | |
Other | (15) | % | | | 199 | | | | 234 | | | | 218 | | | (23) | % | | | 72 | | | | 94 | | | | 74 | | |
Provision for loan losses | (64) | % | | | 4 | | | | 11 | | | | 4 | | | - | | | | 1 | | | | - | | | | - | | |
Net impairment losses | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
on securities | - | | | | - | | | | - | | | | (1) | | | - | | | | - | | | | - | | | | - | | |
Total net revenues | 13 | % | | | 5,411 | | | | 4,771 | | | | 4,597 | | | 28 | % | | | 2,067 | | | | 1,609 | | | | 1,410 | | |
Expenses Excluding | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Interest | 9 | % | | | 3,380 | | | | 3,090 | | | | 2,937 | | | 9 | % | | | 1,105 | | | | 1,011 | | | | 938 | | |
Income before taxes | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
on income | 21 | % | | $ | 2,031 | | | $ | 1,681 | | | $ | 1,660 | | | 61 | % | | $ | 962 | | | $ | 598 | | | $ | 472 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Unallocated | | | Total | | |
| Growth Rate | | | | | | | | | | | | | Growth Rate | | | | | | | | | | | | |
Year Ended December 31, | 2015-2016 | | 2016 | | | 2015 | | | 2014 | | 2015-2016 | | 2016 | | | 2015 | | | 2014 | |
Net Revenues | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Asset management and | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
administration fees | | | | $ | - | | | $ | - | | | $ | - | | | 15 | % | | $ | 3,055 | | | $ | 2,650 | | | $ | 2,533 | | |
Net interest revenue | | | | | - | | | | - | | | | - | | | 32 | % | | | 3,322 | | | | 2,525 | | | | 2,272 | | |
Trading revenue | | | | | - | | | | - | | | | - | | | (5) | % | | | 825 | | | | 866 | | | | 907 | | |
Other | | | | | - | | | | - | | | | 51 | | | (17) | % | | | 271 | | | | 328 | | | | 343 | | |
Provision for loan losses | | | | | - | | | | - | | | | - | | | (55) | % | | | 5 | | | | 11 | | | | 4 | | |
Net impairment losses | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
on securities | | | | | - | | | | - | | | | - | | | - | | | | - | | | | - | | | | (1) | | |
Total net revenues | | | | | - | | | | - | | | | 51 | | | 17 | % | | | 7,478 | | | | 6,380 | | | | 6,058 | | |
Expenses Excluding | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Interest | | | | | - | | | | - | | | | 68 | | | 9 | % | | | 4,485 | | | | 4,101 | | | | 3,943 | | |
Income before taxes | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
on income | | | | $ | - | | | $ | - | | | $ | (17) | | | 31 | % | | $ | 2,993 | | | $ | 2,279 | | | $ | 2,115 | | |
| |
(1)
| The Corporate Brokerage Retirement Services business was transferred from the Investor Services segment to the Advisor Services segment in the fourth quarter of 2015. Prior period information has been recast to reflect these changes.
|
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Investor Services | | Advisor Services | | Total |
| | | Growth Rate
2016-2017 | | 2017 | | 2016 | | 2015 | | Growth Rate
2016-2017 | | 2017 | | 2016 | | 2015 | | Growth Rate
2016-2017 | | 2017 | | 2016 | | 2015 |
| Year Ended December 31, | | | | | | | | | | |
| Net Revenues | | | | | | | | | | | | | | | | | | | | | | | | |
| Net interest revenue | | 25 | % | | $ | 3,231 |
| | $ | 2,591 |
| | $ | 2,133 |
| | 44 | % | | $ | 1,051 |
| | $ | 731 |
| | $ | 392 |
| | 29 | % | | $ | 4,282 |
| | $ | 3,322 |
| | $ | 2,525 |
|
| Asset management and | | | | | | | | | | | | | | | | | | | | | | | | |
| administration fees | | 12 | % | | 2,344 |
| | 2,093 |
| | 1,837 |
| | 9 | % | | 1,048 |
| | 962 |
| | 813 |
| | 11 | % | | 3,392 |
| | 3,055 |
| | 2,650 |
|
| Trading revenue | | (22 | )% | | 408 |
| | 524 |
| | 556 |
| | (18 | )% | | 246 |
| | 301 |
| | 310 |
| | (21 | )% | | 654 |
| | 825 |
| | 866 |
|
| Other | | 9 | % | | 217 |
| | 199 |
| | 234 |
| | 1 | % | | 73 |
| | 72 |
| | 94 |
| | 7 | % | | 290 |
| | 271 |
| | 328 |
|
| Provision for loan losses | | (100 | )% | | — |
| | 4 |
| | 11 |
| | (100 | )% | | — |
| | 1 |
| | — |
| | (100 | )% | | — |
| | 5 |
| | 11 |
|
| Total net revenues | | 15 | % | | 6,200 |
| | 5,411 |
| | 4,771 |
| | 17 | % | | 2,418 |
| | 2,067 |
| | 1,609 |
| | 15 | % | | 8,618 |
| | 7,478 |
| | 6,380 |
|
| Expenses Excluding | | | | | | | | | | | | | | | | | | | | | | | | |
| Interest | | 10 | % | | 3,725 |
| | 3,380 |
| | 3,090 |
| | 12 | % | | 1,243 |
| | 1,105 |
| | 1,011 |
| | 11 | % | | 4,968 |
| | 4,485 |
| | 4,101 |
|
| Income before taxes | | | | | | | | | | | | | | | | | | | | | | | | |
| on income | | 22 | % | | $ | 2,475 |
| | $ | 2,031 |
| | $ | 1,681 |
| | 22 | % | | $ | 1,175 |
| | $ | 962 |
| | $ | 598 |
| | 22 | % | | $ | 3,650 |
| | $ | 2,993 |
| | $ | 2,279 |
|
Total net revenues increased by $789 million, or 15%, in 2017 from 2016 primarily due to increases in net interest revenue and asset management and administration fees, partially offset by a decrease in trading revenue. Net interest revenue increased primarily due to higher net interest margins and higher balances of interest-earning assets. Asset management and administration fees increased primarily due to higher client assets enrolled in advisory solutions and higher net fees on money market fund assets. Trading revenue decreased primarily due to lower commission rates. Expenses excluding interest increased by $345 million, or 10%, in 2017 from 2016 primarily due to higher compensation and benefits, technology project spend, asset management and administration related expenses and regulatory fee assessments.
NetTotal net revenues increased by $640 million, or 13%, in 2016 from 2015 primarily due to increases in net interest revenue and asset management and administration fees. Net interest revenue increased primarily due to higher balances of interest-earning assets and higher interest rates on those assets. Asset management and administration fees increased primarily due to higher net yields on money market fund assets, partially offset by a reduction in client assets in Mutual Fund OneSource®. Expenses excluding interest increased by $290 million, or 9%, in 2016 from 2015 primarily due to growth in the business resulting in increases in compensation and benefits, depreciation and amortization, and occupancy and equipment expenses.Net
Advisor Services
Total net revenues increased by
$174$351 million, or
4%17%, in
20152017 from
20142016 primarily due to increases in net interest revenue
and asset management and administration fees,
and other revenue, partially offset by a decrease in trading revenue. Net interest revenue increased
mainlyprimarily due to higher balances of interest-earning assets
partially offset by the effect of lowerand higher net interest margins.
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 increased primarily due to higher fees from advice solutions, which increased mainly due to growth in client assets enrolledinvested in advisory offers. OtherETFs and equity and bond funds, and higher net fees on money market fund assets. Trading revenue increaseddecreased primarily due to litigation proceeds relating to the Company’s non-agency RMBS portfolio. Trading revenue decreased in 2015 from 2014 largely due to lower commissions per revenue trade and lower daily average revenue trades.commission rates. Expenses excluding interest increased by $153$138 million, or 5%12%, in 20152017 from 20142016 primarily due to growth in the business resulting in increases inhigher compensation and benefits, technology project spend, asset management and other expenses.
Advisor Services
Netadministration related expenses, and regulatory fee assessments.
Total net revenues increased by $458 million, or 28%, in 2016 from 2015 primarily due to increases in net interest revenue and asset management and administration fees. Net interest revenue increased primarily due to higher balances of interest-earning assets and higher interest rates on those assets. This growth in assets was bolstered by the migration of more uninvested client cash balances in the segment to Schwab Bank. Asset management and administration fees increased primarily due to higher net yields on money market fund assets. Expenses excluding interest increased by $94 million, or 9%, in 2016 from 2015 primarily due to increases in growth in the business resulting in increases in compensation and benefits, occupancy and equipment, and other expenses.
Net revenues increased by $199 million,
THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or
14%, in 2015 from 2014 primarily due to increases in net interest revenue, asset management and administration fees, and other revenue. Net interest revenue increased primarily due to higher balances of interest-earning assets, partially offset by the effect of lower net interest margins. Interest-earning assets have grown due to growth in brokerage client cash swept to Schwab Bank. Asset management and administration fees increased primarily due to higher net yields on money market fund assets and growth in client assets in equity and bond funds. Other revenue increased primarily due to litigation proceeds relating to the Company’s non-agency RMBS portfolio. Expenses excluding interest increased by $73 million, or 8%, in 2015 from 2014 primarily due to increases in growth in the business resulting in increases in compensation and benefits, advertising and marketing, other expenses.Unallocated
Other revenue decreased in 2015 from 2014 due to a net insurance settlement of $45 million in 2014.
Expenses excluding interest decreased in 2015 from 2014 as a result of a $68 million charge in 2014 for estimated future severance benefits resulting from changes in the Company’s geographic footprint.
Risk Noted)
RISK MANAGEMENT
The Company’s
Schwab’s business activities expose it to a variety of risks, including operational, credit, market, liquidity, and compliance risk. The Company has a comprehensive risk management program to identify and manage these risks and their associated potential for financial and reputational impact. Despite
the Company’sour efforts to identify areas of risk and implement risk management policies and procedures, there can be no assurance that
the CompanySchwab will not suffer unexpected losses due to these risks.
The Company’s
Our risk management process is comprised of risk identification and assessment, risk measurement, risk monitoring and reporting, and risk mitigation. The activities and
organizationsgovernance that comprise the risk management process are described below.
The Board of Directors has approved an Enterprise Risk Management (ERM) framework that incorporates
the Company’sour purpose, vision, and values that form the bedrock of
itsour corporate culture and set the tone for the organization.
The
We designed the ERM Framework
and governance structure constituteto enable a comprehensive approach to managing risks encountered by
the CompanySchwab in its business activities. The framework incorporates key concepts commensurate with the size, risk profile, complexity, and continuing growth of the Company. Risk appetite, which is defined as the amount of risk the Company is
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)
willing to accept in pursuit of its corporate strategy, is developed by executive management and approved by the Board of Directors.
Senior management takes an active role in the risk management process and has developed policies and procedures under which specific business and control units are responsible for identifying, measuring, and controlling risks.
The Global Risk Committee, which is comprised of senior executives from each major business and control function, is responsible for the oversight of risk management. This includes identifying emerging risks, assessing risk management practices and the control environment, reinforcing business accountability for risk management, supervisory controls and regulatory compliance, supporting resource prioritization across the
Company,organization, and escalating significant issues to the Board of Directors.
The Company has
We have established risk metrics and reporting that enable measurement of the impact of strategy execution against risk appetite. The risk metrics, with risk limits and tolerance levels, are established for key risk categories by the Global Risk Committee and its functional risk sub-committees.
The Global Risk Committee reports,
through the Chief Risk Officer, regularly to the Risk Committee of the Board of Directors. The Risk Committee in turn assists the Board of Directors in fulfilling its oversight responsibilities with respect to
the Company’sour risk management program, including approving risk appetite statements
and related key risk appetite metrics and reviewing reports relating to risk issues from functional areas of risk management, legal, compliance, and internal audit.
Functional risk sub-committees focusing on specific areas of risk report to the Global Risk Committee. These sub-committees include the:
| ·
| | Asset-Liability Management and Pricing Committee – establishes strategies and policies for the management of corporate capital, liquidity, interest rate risk, and investments;
|
| ·
| | Compliance Risk Committee – provides oversight of compliance risk management programs and policies providing an aggregate view of compliance risk exposure;
|
| ·
| | Credit and Market Risk Oversight Committee – provides oversight of and approves credit and market risk policies, limits, and exposures in loan, investment, and positioning portfolios;
|
Compliance Risk Committee – provides oversight of compliance risk management programs and policies providing an aggregate view of compliance risk exposure; | ·
| | New Products and Services Risk Oversight Committee – provides oversight of, and approves corporate policy and procedures relating to the risk governance of new products and services; and
|
Financial Risk Oversight Committee – provides oversight of and approves credit, liquidity, capital and market risk policies, limits, and exposures; | ·
| | OperationalNew Products and Services Risk Oversight Committee – provides oversight of, and approves corporate policy and procedures relating to the risk governance of new products and services; and approves operational risk management policies, risk tolerance levels, and operational risk governance processes, and includes sub-committees covering Fiduciary, Data, Information Security, Model Governance, and Third-Party risk.
|
Operational Risk Oversight Committee – provides oversight of and approves operational risk management policies, risk tolerance levels, and operational risk governance processes, and includes sub-committees covering Fiduciary, Data, Information Security, Model Governance, and Third-Party risk.
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)
Senior management has also created an Incentive Compensation Risk Oversight Committee, which establishes policy and reviews and approves the Annual Risk Assessment of incentive compensation plans, and reports directly to the
Compensation Committee of the Board
Compensation Committee.of Directors.
The Company’s compliance, finance, internal audit, legal, and corporate risk management departments assist management and the various risk committees in evaluating, testing, and monitoring
the Company’s risk management.
In addition, the
Company’s Disclosure Committee is responsible for monitoring and evaluating the effectiveness of
the Company’sour disclosure controls and procedures and internal control over financial reporting as of the end of each fiscal quarter. The Disclosure Committee reports on this evaluation to the CEO and CFO prior to their certification required by Sections 302 and 906 of the Sarbanes Oxley Act of 2002.
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)
Operational Risk
Operational risks arise due to
potentially inadequatepotential inadequacies or
failedfailures related to people, internal processes,
people, and systems, or from external events
andor relationships impacting the Company and/or any of its key business partners and
third-parties.third parties. While operational risk is inherent in all business activities,
the Company relieswe rely on a system of internal controls and risk management practices designed to keep operational risk and operational losses within the Company’s risk appetite.
The Company hasWe have specific policies and procedures to identify and manage operational risk, and
usesuse periodic risk and control self-assessments, control testing programs, and internal audit reviews to evaluate the effectiveness of these internal controls. Where appropriate,
the Company manageswe manage the impact of operational loss and litigation expense through the purchase of insurance. The insurance program is specifically designed to address
theour key operational risks
of the Company, and to maintain compliance with local laws and regulation.
The Company’s
Schwab’s operations are highly dependent on the integrity and resiliency of
itsour critical business functions and technology systems. To the extent
the CompanySchwab experiences business or system interruptions, errors or downtime (which could result from a variety of causes, including natural disasters, terrorist attacks, technological failure, cyber attacks, changes to systems, linkages with third-party systems, and power failures),
the Company’sour business and operations could be negatively impacted. To minimize business interruptions,
the CompanySchwab maintains a backup and recovery infrastructure which includes facilities for backup and communications, a geographically dispersed workforce, and routine testing of business continuity and disaster recovery plans.
Information Security risk is the
potential forrisk of unauthorized access, use, disclosure, disruption, modification,
perusal, inspection, recording or destruction of the
Company’sfirm’s information or systems.
The Company hasWe have designed and implemented an information security program that knits together complementary tools, controls and technologies to protect systems, client accounts and data.
The CompanyWe continuously
monitorsmonitor the systems and
workswork collaboratively with government agencies, law enforcement and other financial institutions to address potential threats.
The Company usesWe use advanced monitoring systems to identify suspicious activity and deter unauthorized access by internal or external actors.
The Company limitsWe limit the number of employees who have access to clients’ personal information and
enforces internal authentication measures
are enforced to protect against the potential for social engineering. All employees who handle sensitive information are trained in privacy and security. Schwab’s fraud and cyber security teams monitor activity looking for suspicious behavior. These capabilities allow
the Companyus to identify and quickly act on any attempted intrusions.
The Company
Schwab also faces operational risk when
it employswe employ the services of various
external vendors,third parties, including domestic and international outsourcing of certain technology, processing, servicing, and support functions.
The Company manages itsWe manage the exposure to
external vendorthird party risk through contractual provisions, control standards,
and ongoing monitoring of
vendor performance. The Company maintainsthird party performance, and appropriate testing. We maintain policies and procedures regarding the standard of care expected with
Companyall data, whether the data is internal company information, employee information, or non-public client information.
The CompanyWe clearly
definesdefine for employees, contractors, and
vendorsthird parties the
Company’s expected standards of care for confidential data.
RegularWe also provide regular training
is provided by the Company in regard toon data security.
Fiduciary risk is the potential for financial or reputational loss through breach of fiduciary duties to a client. Fiduciary activities include, but are not limited to, individual and institutional trust, investment management, custody, and cash and securities processing.
The Company attempts toWe manage this risk by establishing
policy and procedures to ensure that obligations to clients are discharged faithfully and in compliance with applicable legal and regulatory requirements. Business units have the primary responsibility for adherence to the
policy and procedures applicable to their business. Guidance and control are provided through the creation, approval, and ongoing review of applicable policies by business units and various risk committees.
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)
Model risk is the potential for adverse consequences from decisions based on incorrect or misused model outputs and reports. Models are owned by several business units throughout the
Company,organization, and are used for a variety of purposes. Model use includes, but is not limited to, calculating capital requirements for hypothetical stressful environments, estimating interest and credit risk for loans and other balance sheet assets, and providing guidance in the management of client portfolios.
The Company hasWe have established a policy to describe the roles and responsibilities of all key stakeholders in model development, management, and use. All models
at the Company are registered in a centralized database and classified into different risk
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)
ratings depending on their potential financial, reputational, or regulatory impact to the Company. The model risk rating determines the scope of model governance activities.
Compliance Risk
The Company
Schwab faces
significant compliance risk
in its business, thatwhich is the
risk ofpotential exposure to legal or regulatory sanctions, fines or penalties, financial loss, or damage to reputation resulting from the failure to comply with laws, regulations, rules, or other regulatory requirements. Among other things, compliance risks relate to the suitability of client investments, conflicts of interest, disclosure obligations and performance expectations for
Company products and services, supervision of employees, and the adequacy of
the Company’sour controls. The Company and its affiliates are subject to extensive regulation by federal, state and foreign regulatory authorities, including SROs.
Such regulation is becoming increasingly extensive and complex, and regulatory proceedings and sanctions against financial services firms continue to increase.The Company attempts to
We manage compliance risk through policies, procedures and controls reasonably designed to achieve and/or monitor compliance with applicable legal and regulatory requirements. These procedures address issues such as business conduct and ethics, sales and trading practices, marketing and communications, extension of credit, client funds and securities, books and records, anti-money laundering, client privacy, and employment policies.
Despite the Company’s efforts to maintain an effective compliance program and internal controls, legal breaches and rule violations could result in reputational harm, significant losses and disciplinary sanctions, including limitations on the Company’s business activities.
Credit
and Concentration Risk
Credit risk is the potential for loss due to a borrower, counterparty, or issuer failing to perform on its contractual obligations. The Company’sOur exposure to credit risk mainly results from investing activities in our liquidity and investment portfolios, mortgage lending, margin lending and client option and futures activities, pledged asset lending, securities lending activities, mortgage lending activities, pledged asset lending, itsand our role as a counterparty in other financial contracts and other investing activities.contracts. To manage the risks of such losses, the Company haswe have established policies and procedures, which include establishing and reviewing credit limits, monitoring of credit limits and quality of counterparties, and adjusting margin, PAL, option, and futures requirements for certain securities. Collateral arrangements relating to margin loans, PALs, option positions, securities lending agreements, and resale agreements include provisions that require additional collateral in the event market fluctuations result in declines in the value of collateral received. Additionally, for margin loan, PALinstruments.
Liquidity and
securities lending agreements, collateral arrangements require that the fair value of such collateral exceeds the amounts loaned.Schwab performs clearing services for all securities transactions in its client accounts. Investment Portfolios
Schwab has exposure to credit risk dueassociated with its investment portfolios, which include U.S. agency, and non-agency mortgage-backed securities, asset-backed securities, corporate debt securities, U.S. agency notes, U.S. Treasury securities, certificates of deposit, U.S. state and municipal securities, and commercial paper.
At December 31, 2017, substantially all securities in the investment portfolios were rated investment grade. U.S. agency mortgage-backed securities do not have explicit credit ratings; however, management considers these to
its obligation to settle transactions with clearing corporations, mutual funds,be of the highest credit quality and
other financial institutions even if Schwab’s clients or a counterparty fail to meet their obligations to Schwab.rating given the guarantee of principal and interest by the U.S. government-sponsored enterprises.
Mortgage Lending Portfolio
The
Company’s bank loan portfolio includes First Mortgages, HELOCs,
PALs and other loans. The credit risk exposure related to loans is actively managed through individual loan and portfolio reviews. Management regularly reviews asset quality, including concentrations, delinquencies, nonaccrual loans, charge-offs, and recoveries. All are factors in the determination of an appropriate allowance for loan losses.
The Company’s
Our residential loan underwriting guidelines include maximum LTV ratios, cash out limits, and minimum Fair Isaac Corporation (FICO) credit scores. The specific guidelines are dependent on the individual characteristics of a loan (for example, whether the property is a primary or secondary residence, whether the loan is for investment property, whether the loan is for an initial purchase of a home or refinance of an existing home, and whether the loan size is conforming or jumbo).
The Company
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 does not originate or purchase residential loans that allow for negative amortization and does not originate or purchase subprime loans (generally defined as extensions of credit to borrowers with a FICO score of less than 620 at origination), unless the borrower has compensating credit factors.
The Company’s bank loans include $8.2 billion of adjustable rate First Mortgage loans at December 31, 2016. The Company’s adjustable rate mortgages have initial fixed interest rates for three to ten years and interest rates that adjust
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)
annually thereafter. Approximately 36% of these mortgages consisted of loans with interest-only payment terms. The interest rates on approximately 58% of these interest-only loans are not scheduled to reset for three or more years. The Company’s mortgage loans do not include interest terms described as temporary introductory rates below current market rates.
The Company’s HELOC product has a 30-year loan term with an initial draw period of ten years from the date of origination. After the initial draw period, the balance outstanding at such time is converted to a 20-year amortizing loan. The interest rate during the initial draw period and the 20-year amortizing period is a floating rate based on the prime rate plus a margin. HELOCs that convert to an amortizing loan may experience higher delinquencies and higher loss rates than those in the initial draw period. The Company’s allowance for loan loss methodology takes this increased inherent risk into consideration.
The following table presents when current outstanding HELOCs will convert to amortizing loans:
| | | |
December 31, 2016
| Balance
|
Converted to amortizing loan by period end
| $
| 469 | |
Within 1 year
| | 133 | |
> 1 year – 3 years
| | 855 | |
> 3 years – 5 years
| | 203 | |
> 5 years
| | 690 | |
Total
| $
| 2,350 | |
At December 31, 2016, $1.8 billion of the HELOC portfolio was secured by second liens on the associated properties. Second lien mortgage loans typically possess a higher degree of credit risk given the subordination to the first lien holder in the event of default. In addition to the credit monitoring activities described previously, the Company also monitors credit risk by reviewing the delinquency status of the first lien loan on the associated property. At December 31, 2016, approximately 39% of the HELOC borrowers that had a balance only paid the minimum amount of interest due.
For more information on the Company’s credit quality indicators relating to itsSchwab’s bank loans, see Item 8 – Note 6.
The Company
Securities and Instrument-Based Lending Portfolios
Collateral arrangements relating to margin loans, PALs, option and futures positions, securities lending agreements, and resale agreements include provisions that require additional collateral in the event of market fluctuations. Additionally, for margin loans, PALs, options and futures positions, and securities lending agreements, collateral arrangements require that the fair value of such collateral sufficiently exceeds the credit exposure in order to maintain a fully secured position.
Other Counterparty Exposures
Schwab performs clearing services for all securities transactions in its client accounts. Schwab has exposure to credit risk
associated with its investment portfolios, which include U.S. agency, and non-agency mortgage-backed securities, asset-backed securities, corporate debt securities, U.S. agency notes, U.S. Treasury securities, certificates of deposit, U.S. state and municipal securities, and commercial paper.At December 31, 2016, substantially all securities in the investment portfolios were rated investment grade. U.S. agency mortgage-backed securities do not have explicit credit ratings; however, management considers these to be of the highest credit quality and rating given the guarantee of principal and interest by the U.S. government-sponsored enterprises.
The Company has exposure to concentration risk when holding large positions in financial instruments collateralized by assets with similar economic characteristics or in securities of a single issuer or within a particular industry or geographical area.
The fair value of the Company’s investments in mortgage-backed securities totaled $105.9 billion at December 31, 2016. Of these, $104.9 billion were issued by U.S. agencies and $1.0 billion were issued by private entities (non-agency securities).
The fair value of the Company’s investments in asset-backed securities totaled $21.3 billion at December 31, 2016. Schwab holds $10.1 billion floating rate Federal Family Education Loan Program Asset-Backed Securities (FFELP ABS). Beginning in 2015, two Nationally Recognized Statistical Rating Organizations began placing a portion of FFELP ABS on review for downgrade. At December 31, 2016, five securities with an aggregate fair value of $1.2 billion were below investment grade. Both agencies have indicated that additional classes could be downgraded below investment grade due to the risk that some remainder of the securities could be outstanding after their legal final maturity dates. The timing of FFELP ABS principal payment is inherently uncertain given the variety of payment options availableits obligation to student loan borrowers. Loans collateralizing these securities continue to be covered by a guarantee from the Department of Education of at least 97% of principal and interest. The Company holds only senior class notes that have additional credit enhancement of 3% or more
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)
that, togethersettle transactions with the Department of Education guarantee, provide 100% or more credit enhancement. The Company has an independent credit assessment function and does not consider these securities to be impaired because it expects full payment of principal and interest. Therefore, the Company continues to assign them the highest internal credit rating.
The fair value of the Company’s investments in corporate debt securities and commercial paper totaled $10.6 billion at December 31, 2016, with 48% issued by institutions in the financial services industry. These securities are included in AFS securities, cash and cash equivalents,clearing corporations, mutual funds, and other securities owned in the Company’s consolidated balance sheets. Issuer, geographic, and sector concentrations are controlled by established credit policy limitsfinancial institutions even if Schwab’s clients or a counterparty fail to each concentration type.
Foreign Holdings
At December 31, 2016, the Company had exposuremeet their obligations to non-sovereign financial and non-financial institutions in foreign countries of $6.8 billion, with the fair value of the top three exposures being to issuers and counterparties domiciled in France at $1.9 billion, Sweden at $1.3 billion and Australia at $1.0 billion. The Company has no direct exposure to sovereign foreign governments. The Company does not have unfunded commitments to counterparties in foreign countries, nor does it have exposure as a result of credit default protection purchased or sold separately as of December 31, 2016.
In addition to the direct holdings in foreign companies, the Company has indirect exposure to foreign countries through its investments in CSIM money market funds (collectively, the Funds) resulting from brokerage clearing activities. At December 31, 2016, the Company had $108 million in investments in these Funds. Certain of the Funds’ positions include certificates of deposits, time deposits, commercial paper and corporate debt securities issued by counterparties in foreign countries. Additionally, at December 31, 2016, the Company had outstanding margin loans to foreign residents of $366 million, which are fully collateralized.
Schwab.
Market risk is the potential for changes in earnings or the value of financial instruments held by
the CompanySchwab as a result of fluctuations in interest rates, equity prices, or market conditions.
The Company is We are exposed to interest rate risk primarily from changes in market interest rates on itsour interest-earning assets relative to changes in the costs of its funding sources that finance these assets. The majority of the Company’s interest-earning assets and interest-bearing liabilities are sensitive to changes in short-term interest rates. A portion of the Company’s investment portfolios is sensitive to changes in long-term interest rates.
Net interest revenue is affected by various factors, such as the distribution and composition of interest-earning assets and interest-bearing liabilities, the spread between yields earned on interest-earning assets and rates paid on interest-bearing liabilities, which may reprice at different times or by different amounts, and the spread between short and long-term interest rates. Interest-earning assets primarily include investment securities, margin loans and bank loans. These assets are 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
the Company establisheswe establish the rates paid on certain brokerage client cash balances and bank deposits and the rates charged on certain margin
loans and bank loans, and
controlscontrol the composition of
itsour investment securities,
it haswe have some ability to manage
itsour net interest spread, depending on competitive factors and market conditions.
To mitigate the risk of declining interest revenue,
the Company haswe have established policies and procedures, which include setting guidelines on the amount of net interest revenue at risk, and monitoring the net interest margin and average maturity of
itsour interest-earning assets and funding sources. To remain within these guidelines,
the Company manageswe manage the maturity, repricing, and cash flow characteristics of the investment portfolios.
Financial instruments
held by the Company are also subject to the risk that valuations will be negatively affected by changes in demand and the underlying market for a financial instrument.
The Company is We are indirectly exposed to option, futures, and equity market fluctuations in connection with client option and futures accounts, securities collateralizing margin loans to brokerage customers, and client securities loaned out as part of the Company’s brokerage securities lending activities. Equity market valuations may also affect the level of brokerage client trading activity, margin borrowing, and overall client
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)
engagement with the Company.Schwab. Additionally, the Company earnswe earn mutual fund and ETF service fees and asset management fees based upon daily balances of certain client assets. Fluctuations in these client asset balances caused by changes in equity valuations directly impact the amount of fee revenue earned by the Company.
The Company’swe earn.
Our market risk related to financial instruments held for trading is not material.
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 Simulation
For
the Company’sSchwab’s net interest revenue sensitivity analysis,
the Company useswe use net interest revenue simulation modeling techniques to evaluate and manage the effect of changing interest rates. The simulation includes all interest-sensitive assets and liabilities. Key variables in the simulation include the repricing of financial instruments, prepayment, reinvestment, and product pricing assumptions.
The Company uses constant balances and market rates in the simulation assumptions in order to minimize the number of variables and to better isolate risks. The simulations involve assumptions that are inherently uncertain and, as a result, cannot precisely estimate net interest revenue or predict the impact of changes in interest rates on net interest revenue. Actual results may differ from simulated results due to balance growth or decline and the timing, magnitude, and frequency of interest rate changes, as well as changes in market conditions and management strategies, including changes in asset and liability mix.
If
the Company’sour guidelines for
its net interest revenue sensitivity are breached, management must report the breach to the
Company’s Corporate Asset-Liability Management and PricingFinancial Risk Oversight Committee and establish a plan to address the interest rate risk. There were no breaches of
the Company’sour net interest revenue sensitivity
guidelinesrisk limits during the years ended December 31,
20162017 or
2015.2016.
As represented by the simulations presented below,
the Company’sour investment strategy is structured to produce an increase in net interest revenue when interest rates rise and, conversely, a decrease in net interest revenue when interest rates fall.
The simulations in the following table assume that the asset and liability structure of the consolidated balance
sheetsheets would not be changed as a result of the simulated changes in interest rates. As
the Companywe actively
manages itsmanage the consolidated balance
sheetsheets and interest rate exposure, in all likelihood
the Companywe would take steps to manage additional interest rate exposure that could result from changes in the interest rate environment. The following table shows the simulated net interest revenue change over the next 12 months beginning December 31,
20162017 and
20152016 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.
| | | | | | | |
| | | | | | | |
December 31, | | 2016 | | | 2015 | | |
Increase of 100 basis points | | 6.5 | % | | 8.2 | % | |
Decrease of 100 basis points | | (9.8) | % | | (9.5) | % | |
|
| | | | |
| December 31, | 2017 |
| 2016 |
|
| Increase of 100 basis points | 3.3 | % | 6.5 | % |
| Decrease of 100 basis points | (6.2 | )% | (9.8 | )% |
The change in net interest revenue sensitivities as of December 31,
20162017 reflects the increase in
short-term interest
rates across all terms. The low client deposit rates under current Federal fund levels limits the extent to which the Company can reduce interest expense paid on funding sources. A declinerates. An increase 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, further compressing net interest margin. The increase of short-term interest rates positively impacts net interest revenue as yields on interest-earning assets rise faster than the cost of funding sources.
A decline in interest rates could negatively impact the yield on the investment and loan portfolio to a greater degree than any offsetting reduction in interest expense from funding sources, compressing net interest margin.
Liquidity risk is the potential that
the CompanySchwab will be unable to
sell assets or meet cash flow obligations when they come due without incurring unacceptable losses.
Due to its role as a source of financial strength, CSC’s liquidity needs are primarily driven by the liquidity and capital needs of
the brokerage subsidiaries,CS&Co, the capital needs of
Schwab Bank,the bank subsidiaries, the amount of dividend payments on CSC’s common and preferred stock and principal and interest due on corporate debt. The liquidity needs of
its brokerage subsidiariesCS&Co are
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)
primarily driven by client activity including trading and margin borrowing activities and capital expenditures, and the capital needs of itsthe bank subsidiarysubsidiaries are primarily driven by client deposits.
The Company has We have established liquidity policies to support the successful execution of its business strategies, while ensuring ongoing and sufficient liquidity to meet its operational needs and satisfy applicable regulatory requirements under both normal and stressstressed conditions. The Company seeksWe seek to maintain client confidence in itsthe balance sheet and the safety of client assets by maintaining liquidity and diversity of funding sources to allow the Company to meet its obligations. To this end, the Company haswe have established limits and contingency funding scenarios to support liquidity levels during both expectedbusiness as usual and stressed scenarios.
The Company employsconditions.
We employ a variety of methodologies to monitor and manage liquidity.
The Company conductsWe conduct regular liquidity stress testing to develop a consolidated view of liquidity risk exposures and to ensure
the Company’sour ability to maintain sufficient liquidity during market-related or company-specific liquidity stress events. Liquidity is also tested at key subsidiaries and results are reported
on a monthly basis to the
Company’s Corporate Asset-Liability Management and PricingFinancial Risk Oversight Committee. A number of early warning indicators are monitored to help identify emerging liquidity stresses in the market or within the
Companyorganization and are reviewed with management as appropriate.
Beginning on January 1, 2016, the
The Company
becameis subject to
the modified LCR rule, which was fully phased in on January 1, 2017 and
requires CSC to hold HQLAs equal to at least 70% of projected net cash outflows over a 30-day period, as defined by the rule. At December 31, 2016, the Company was in compliance with the
fully phased-in modified LCR
rule.rule at December 31, 2017.
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)
Primary Funding Sources
The Company’s
Schwab’s primary source of funds is cash generated by client activity: bank deposits and cash balances in client brokerage accounts.
In 2016, bank deposits swept from brokerage accounts increased $33.0 billion. These funds
wereare used to purchase investment securities
thereby funding a significant portion of the 22% growth in the Company’s consolidated balance sheet.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, and cash provided by external financing or equity offerings.
To meet daily funding needs,
the Company maintainswe maintain liquidity in the form of overnight cash deposits and short-term investments. For unanticipated liquidity needs,
the Company maintains a buffer of highly liquid investments, currently comprised of U.S. Treasury
notes.notes, is also maintained.
Additional Funding Sources
In addition to internal sources of liquidity, the CompanySchwab has sources ofaccess to external funding. CSC maintainsThe need for short-term borrowings from these facilities arises primarily from timing differences between cash flow requirements, scheduled liquidation of interest-earning investments, movements of cash to meet regulatory brokerage client cash segregation requirements and general corporate purposes. We maintain policies and procedures necessary to access funding and test discount window borrowing procedures on a $750 million committed, unsecured credit facility with a group of banks that is scheduled to expire in June 2017. periodic basis.
The following table describes external debt facilities are available at December 31, 2017:
|
| | | | | | | |
| Description | Borrower | Outstanding | Available |
Committed, unsecured credit facility with various external banks (1) | CSC | $ | — |
| $ | 750 |
|
| Uncommitted, unsecured lines of credit with various external banks | CSC, CS&Co | — |
| 1,199 |
|
Federal Reserve Bank discount window (2) | Schwab Bank | — |
| 2,458 |
|
Federal Home Loan Bank secured credit facility (3) | Schwab Bank | 15,000 |
| 17,301 |
|
Unsecured commercial paper (4) | CSC | — |
| 750 |
|
(1) Other than an overnight borrowing to test the availability, of this facility it was unused during 2016. The funds under this facility2017.
(2) Amounts available are dependent on the fair value of certain investment securities that are pledged as collateral.
(3) Amounts available for general corporate purposes. are dependent on the amount of First Mortgages, HELOCs, and the fair value of certain investment securities that are pledged as collateral.
(4) CSC has authorization from its Board of Directors to issue Commercial Paper Notes to not exceed $1.5 billion. Management has set a current limit not to exceed the amount of the committed, unsecured credit facility.
The financial covenants
for the $750 million committed credit facility require
SchwabCS&Co to maintain a minimum net capital ratio, Schwab Bank to be well capitalized, and CSC to maintain a minimum level of stockholders’ equity, adjusted to exclude AOCI. At December 31,
2016,2017, the minimum level of stockholders’ equity required under this facility was
$10.2$12.5 billion (CSC’s stockholders’ equity, excluding AOCI, at December 31,
20162017 was
$16.6$18.7 billion). Management believes these restrictions will not have a material effect on CSC’s ability to meet foreseeable dividend or funding requirements.
CSC and Schwab also have access to uncommitted, unsecured bank credit lines with several banks. The need for short-term borrowings from these sources arises primarily from timing differences between cash flow requirements, scheduled liquidation of interest-earning investments, and movements of cash to meet regulatory brokerage client cash segregation requirements. These lines were not used by CSC during 2016. Schwab used such borrowings for one day in 2016, for $15 million and there were no borrowings outstanding under these lines at December 31, 2016.
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)
To partially satisfy the margin requirement of client option transactions with the Options Clearing Corporation, the broker-dealer subsidiaries have unsecured standby letter of credit agreements (LOCs) with several banks in favor of the Options Clearing Corporation aggregating $295 million at December 31, 2016. There were no funds drawn under any of these LOCs during 2016 or 2015. In connection with its securities lending activities, the Company is required to provide collateral to certain brokerage clients. The collateral requirements were satisfied by providing cash as collateral.
Schwab Bank has access to short-term secured funding through the Federal Reserve’s discount window. Amounts available under the Federal Reserve discount window are dependent on the fair value of certain of Schwab Bank’s investment securities that are pledged as collateral. Schwab Bank maintains policies and procedures necessary to access this funding and tests discount window borrowing procedures on a periodic basis. At December 31, 2016, $849 million was available under this arrangement. Schwab Bank used such borrowings for one day during 2016 for $1 million and there were no borrowings outstanding under these lines at December 31, 2016.
Schwab Bank also maintains a secured credit facility with the Federal Home Loan Bank of San Francisco (FHLB). Amounts available under this facility are dependent on the amount of Schwab Bank’s First Mortgages, HELOCs, and the fair value of certain of Schwab Bank’s investment securities that are pledged as collateral.
Schwab Bank maintains policies and procedures necessary to access this funding and tests borrowing procedures on a periodic basis. During
2016,2017, Schwab Bank used borrowings under this agreement to purchase investment securities prior to bulk transfers.
As the bulk transfers were completed, the proceeds were used to pay down advances. There were no amounts outstanding under this facility at December 31, 2016 with $16.5 billion available based on the loans and securities currently pledged. This credit facility is also available as backup financing in the event of
unexpectedthe outflow of client cash
outflow from Schwab Bank’s balance sheet.
CSC has
authorization from its Board of Directors to issue unsecured commercial paper notes (Commercial Paper Notes) not to exceed $1.5 billion. Management has set a
current limit for the commercial paper program
not to exceed the amount of
the committed, unsecured credit facility, which
was $750 million at December 31, 2016.proceeds are used for general corporate purposes. The maturities of the Commercial Paper Notes may vary, but are not to exceed 270 days from the date of issue.
The commercial paper is not redeemable prior to maturity and cannot be voluntarily prepaid. The proceeds of the commercial paper program are to be used for general corporate purposes. CSC’s ratings for these short-term borrowings are P1 by Moody’s, A1 by Standard & Poor’s, and F1 by Fitch. CSC had no Commercial Paper Notes outstanding at December 31,
20162017 or
2015.CSC had long-term debt2016.
THE CHARLES SCHWAB CORPORATION
Management’s Discussion and Analysis of $2.9 billionFinancial Condition and Results of Operations
(Tabular Amounts in Millions, Except Ratios, or as Noted)
To partially satisfy the margin requirement of client option transactions with the Options Clearing Corporation, CS&Co has unsecured standby letter of credit agreements (LOCs) with several banks in favor of the Options Clearing Corporation aggregating $225 million at December 31, 2016 and 2015 bearing a weighted-average interest rate2017. There were no funds drawn under any of 3.37%. these LOCs during 2017 or 2016. In connection with its securities lending activities, the Company is required to provide collateral to certain brokerage clients. The collateral requirements were satisfied by providing cash as collateral.
CSC has a universal automatic shelf registration statement (Shelf Registration Statement) on file with the SEC, which enables it to issue debt, equity, and other securities.
On March 10, 2015, CSC issued $625 million aggregate principal amount of Senior Notes that mature in 2018
Borrowings
Long-term debt outstanding was $4.8 billion and
$375 million aggregate principal amount of Senior Notes that mature in 2025. The Senior Notes due 2018$2.9 billion at December 31, 2017 and
2025 have a fixed interest rate of 1.50%2016, respectively. Short-term borrowings outstanding from FHLB were $15.0 billion at December 31, 2017 and
3.00%, respectively, with interest payable semi-annually. Additionally, on November 13, 2015, CSC issued $350 million aggregate amount of 3.450% Senior Notes that mature in 2026, with interest payable semi-annually.there were none at December 31, 2016.
The following are details of the Senior Notes and short-term borrowings:
|
| | | | | | | | | | |
| December 31, 2017 | Par Outstanding | Maturity | Weighted Average
Interest Rate | Moody’s | Standard
& Poor’s | Fitch |
| Senior Notes | $ | 4,731 |
| 2018 - 2028 | 3.01% fixed | A2 | A | A |
| Short-term borrowings | $ | 15,000 |
| 2018 | 1.53% fixed | N/A | N/A | N/A |
N/A Not Applicable.
New Debt Issuances
All debt issuances in 2017 were senior unsecured obligations with interest payable semi-annually. Additional details are as follows:
|
| | | | | |
| Issuance Date | Issuance Amount | Maturity Date | Interest Rate |
| March 2, 2017 | $ | 650 |
| 2027 | 3.200% |
| December 7, 2017 | $ | 700 |
| 2028 | 3.200% |
| December 7, 2017 | $ | 800 |
| 2023 | 2.650% |
Equity Issuances and Redemptions
CSC’s
Senior and Medium-Term Notes: | | | | | | | | | | | | | | | |
| | Par | | | | | Weighted Average | | | | Standard | | | |
December 31, 2016 | Outstanding | | Maturity | | Interest Rate | | Moody’s | | & Poor’s | | Fitch | |
Senior Notes | | $ | 2,581 | | | 2018 - 2026 | | 3.03% fixed | | A2 | | A | | A | |
Medium-Term Notes | | $ | 250 | | | 2017 | | 6.375% fixed | | A2 | | A | | A | |
| | | | | | | | | | | | | | | |
On October 31, 2016, the Companypreferred stock issued and sold 600,000 depositarynet proceeds for the years ending December 31, 2017 and 2016 are as follows:
|
| | | | |
| | Date Issued and Sold | Net Proceeds |
| Series D | March 7, 2016 | $ | 725 |
|
| Series E | October 31, 2016 | $ | 591 |
|
| Series F | October 31, 2017 | $ | 492 |
|
On December 1, 2017, CSC redeemed all of the 485,000 outstanding shares each representing a 1/100th ownership interest in a share of fixed-to-floating rate non-cumulative perpetual preferred stock (Series E Preferred Stock), $0.01 par value, with a liquidation preference of $100,000 per share (equivalent to $1,000 per depositary share). The Series Eits 6.00% Non-Cumulative Perpetual Preferred Stock, has a fixed dividend rate of 4.625% through February 28, 2022, payable semi-annually,Series B (“Series B Preferred Stock”), and thereafter at a floating rate of three-month LIBOR plus a fixed spread of 3.315%, payable quarterly. Net proceeds received from the sale were $591 million.
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)
On March 7, 2016, CSC completed an equity offering of 30 millioncorresponding 19,400,000 depositary shares, each representing a 1/40th ownership interest in a share of 5.95% non-cumulative perpetual preferred stock (Series Dthe Series B Preferred Stock). The net proceeds from the sale were $725 million.Stock.
On August 3, 2015, CSC completed an equity offering of 24 million depositary shares, each representing a 1/40th ownership interest in a share of 6.00% non-cumulative perpetual preferred stock (Series C Preferred Stock). The net proceeds from the sale were $581 million. CSC’s preferred stock is rated Baa2 by Moody’s, BBB by Standard & Poor’s and BB+ by Fitch.
For further discussion of CSC’s long-term debt and information on the equity offerings, see Item 8 – Note
1312 and Note
17.16.
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)
Off-Balance Sheet Arrangements
The Company
Schwab enters into various off-balance sheet arrangements in the ordinary course of business, primarily to meet the needs of
itsour clients. These arrangements include firm commitments to extend credit. Additionally,
the CompanySchwab enters into guarantees and other similar arrangements in the ordinary course of business. For information on each of these arrangements, see Item 8 – Note 6, Note 10, Note
13,12, Note
14,13, and Note
15. 14.
Contractual Obligations
The Company’s
Schwab’s principal contractual obligations as of December 31,
20162017 are shown in the following table.
Management believesWe believe that funds generated by
its continuing operations, as well as cash provided by external financing, will continue to be the primary funding sources in meeting these obligations. Excluded from this table are liabilities recorded on the consolidated balance
sheetsheets that are generally short-term in nature (e.g., payables to brokers, dealers, and clearing
organizations)organizations and short-term borrowings) or without contractual payment terms (e.g., bank deposits, payables to brokerage clients, and deferred compensation).
| | | | | | | | | | | | | | | | |
| | Less than | | 1-3 | | 3-5 | | More than | | | | |
December 31, 2016 | | 1 Year | | Years | | Years | | 5 Years | | Total | |
Credit-related financial instruments (1) | | $ | 1,047 | | $ | 2,543 | | $ | 3,597 | | $ | 1,904 | | $ | 9,091 | |
Long-term debt (2) | | | 344 | | | 1,036 | | | 795 | | | 1,084 | | | 3,259 | |
Leases (3) | | | 110 | | | 165 | | | 103 | | | 282 | | | 660 | |
Purchase obligations (4) | | | 211 | | | 132 | | | 41 | | | 200 | | | 584 | |
Total | | $ | 1,712 | | $ | 3,876 | | $ | 4,536 | | $ | 3,470 | | $ | 13,594 | |
(1)
| Represents Schwab Bank’s commitments to extend credit to banking clients and purchase mortgage loans.
|
(2)
| Includes estimated future interest payments through 2017 for Medium-Term Notes and through 2026 for Senior Notes. Amounts exclude maturities under a finance lease obligation and unamortized discounts and premiums.
|
(3)
| Represents minimum rental commitments, net of sublease commitments, and includes facilities under the Company’s past restructuring initiatives and rental commitments under a finance lease obligation.
|
(4)
| Consists of purchase obligations for services such as advertising and marketing, telecommunications, professional services, and hardware- and software-related agreements. Includes purchase obligations that can be canceled by the Company without penalty.
|
|
| | | | | | | | | | | | | | | | | | | |
| December 31, 2017 | Less than
1 Year | | 1-3
Years | | 3-5
Years | | More than
5 Years | | Total |
Credit-related financial instruments (1) | $ | 1,622 |
| | $ | 2,842 |
| | $ | 4,254 |
| | $ | 1,945 |
| | $ | 10,663 |
|
Long-term debt (2) | 1,022 |
| | 954 |
| | 192 |
| | 3,429 |
| | 5,597 |
|
Purchase obligations (3) | 305 |
| | 219 |
| | 48 |
| | 181 |
| | 753 |
|
Leases (4) | 127 |
| | 194 |
| | 120 |
| | 289 |
| | 730 |
|
| Total | $ | 3,076 |
| | $ | 4,209 |
| | $ | 4,614 |
| | $ | 5,844 |
| | $ | 17,743 |
|
(1) Represents Schwab Bank’s commitments to extend credit to banking clients, purchase mortgage loans, and commitments to fund CRA investments.
(2) Includes estimated future interest payments through 2028 for Senior Notes. Amounts exclude maturities under a finance lease obligation and unamortized discounts and premiums.
(3) Consists of purchase obligations for services such as advertising and marketing, telecommunications, professional services, and hardware- and software-related agreements. Includes purchase obligations that can be canceled by the Company without penalty.
(4) Represents minimum rental commitments, net of sublease commitments, and includes facilities under past restructuring initiatives and rental commitments under a finance lease obligation.
CAPITAL MANAGEMENT
The Company
Schwab seeks to manage capital to a level and composition sufficient to support execution of
itsour business strategy, including anticipated balance sheet growth, providing financial support to
itsthe subsidiaries, and sustained access to the capital markets, while at the same time meeting
itsour regulatory capital requirements and serving as a source of financial strength to Schwab Bank.
The Company’sSchwab’s primary sources of capital are funds generated by the operations of
its subsidiaries and securities issuances by CSC in the capital markets. To ensure that
itSchwab has
a sufficient
amount of capital to absorb unanticipated losses or declines in asset values,
the Company haswe have adopted a policy to remain well capitalized even in stressed scenarios.
Internal guidelines are set, for both
the CompanyCSC and its regulated subsidiaries, to ensure capital levels are in line with
the Company’sour strategy and regulatory
requirements, and capitalrequirements. Capital forecasts are reviewed monthly at
Capital Planning and Asset-
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)
LiabilityAsset-Liability Management and Pricing Committee and Financial Risk Oversight Committee meetings. A number of early warning indicators are monitored to help identify potential problems that could impact capital. In addition, we monitor the Company monitors its subsidiaries’ capital levels and requirements. Subject to regulatory capital requirements and any required approvals, any excess capital held by subsidiaries is transferred to CSC in the form of dividends and returns of capital. When subsidiaries have need of additional capital, funds are provided by CSC as equity investments and also as subordinated loans (in a form approved as regulatory capital by regulators) for Schwab.CS&Co. The details and method used for each cash infusion are based on an analysis of the particular entity’s needs and financing alternatives. The amounts and structure of infusions must take into consideration maintenance of regulatory capital requirements, debt/equity ratios, and equity double leverage ratios.
The Company
Schwab conducts regular capital stress testing to assess the potential financial impacts of various adverse macroeconomic and company-specific events to which the Company could be subjected. The objective of the Company’s capital stress testing is (1) to explore various potential outcomes – including rare and extreme events and (2) to assess impacts of potential stressful outcomes on both capital and liquidity. Additionally, the Company haswe have a comprehensive Capital Contingency Plan to provide action plans for certain low probability/high impact capital events that the Company might face. The Capital Contingency Plan is issued under the authority of the Asset-Liability Management and PricingFinancial Risk Oversight Committee and provides guidelines for sustained capital events. It
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)
does not specifically address every contingency, but is designed to provide a framework for responding to any capital stress. The results of the stress testing indicate there are two scenarios which could stress the Company’s capital: (1) inflows of balance sheet cash during a period of very low interest rates and (2) outflows of balance sheet cash when other sources of financing are not available and the Company is required to sell assets to fund the flows at a loss. The Capital Contingency Plan is reviewed annually and updated as appropriate.
For additional information, see Business – Regulation in Part I, Item 1.
Regulatory Capital Requirements
CSC is subject to capital requirements set by the Federal Reserve and is required to serve as a source of strength for Schwab Bank and to provide financial assistance if Schwab Bank experiences financial distress.
The CompanySchwab is required to maintain a Tier 1 Leverage Ratio for CSC of at least 4%; however, management seeks to maintain the ratio of at least 6%. Due to the relatively low risk of
the Company’sour balance sheet assets and risk-based capital ratios at CSC and Schwab Bank that are well in excess of regulatory requirements, the Tier 1 Leverage Ratio is the most restrictive capital constraint on CSC’s asset growth.
Schwab Bank is
Banking subsidiaries are subject to capital requirements set by
the OCCtheir regulators that are substantially similar to those imposed on CSC by the Federal Reserve.
Schwab Bank’sBanking subsidiaries’ failure to remain well capitalized could result in certain mandatory and possibly additional discretionary actions by the regulators that could have a direct material effect on the bank.
The CompanySchwab’s principal banking subsidiary, Schwab Bank, is required to maintain a Tier 1 Leverage Ratio
for Schwab Bank of at least 5% to be well capitalized, but seeks to maintain the ratio of at least 6.25%. Based on its regulatory capital ratios at December 31,
2016,2017, Schwab Bank is considered well capitalized.
See Item 8 – Note 22 for a summary of both CSC and Schwab Bank’s capital ratios.
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 details CSC’s consolidated and Schwab Bank’s capital ratios:
| | | | | | | | | |
December 31, 2016 | | CSC | | | | Schwab Bank | |
Total stockholders’ equity | $ | 16,421 | | | | $ | 11,726 | | |
Less: | | | | | | | | | |
Preferred Stock | | 2,783 | | | | | - | | |
Common Equity Tier 1 Capital before regulatory adjustments | $ | 13,638 | | | | $ | 11,726 | | |
Less: | | | | | | | | | |
Goodwill, net of associated deferred tax liabilities | $ | 1,175 | | | | $ | 11 | | |
Other intangible assets, net of associated deferred tax liabilities | | 52 | | | | | - | | |
AOCI adjustment (1) | | (163) | | | | | (163) | | |
Common Equity Tier 1 Capital | $ | 12,574 | | | | $ | 11,878 | | |
Tier 1 Capital | $ | 15,357 | | | | $ | 11,878 | | |
Total Capital | | 15,384 | | | | | 11,904 | | |
Risk-Weighted Assets | | 68,179 | | | | | 59,915 | | |
Common Equity Tier 1 Capital/Risk-Weighted Assets | | 18.4 | % | | | | 19.8 | % | |
Tier 1 Capital/Risk-Weighted Assets | | 22.5 | % | | | | 19.8 | % | |
Total Capital/Risk-Weighted Assets | | 22.6 | % | | | | 19.9 | % | |
Tier 1 Leverage Ratio | | 7.2 | % | | | | 7.0 | % | |
| |
(1)
| CSC and Schwab Bank have elected to opt-out of the requirement to include most components of AOCI in CET1 Capital.
|
|
| | | | | | | | | | | | | | | |
| December 31, | 2017 | | 2016 |
| | CSC | | Schwab Bank | | CSC | | Schwab Bank |
| Total stockholders’ equity | $ | 18,525 |
| | $ | 13,224 |
| | $ | 16,421 |
| | $ | 11,726 |
|
| Less: | | | | | | | |
| Preferred Stock | 2,793 |
| | — |
| | 2,783 |
| | — |
|
| Common Equity Tier 1 Capital before regulatory adjustments | $ | 15,732 |
| | $ | 13,224 |
| | $ | 13,638 |
| | $ | 11,726 |
|
| Less: | | | | | | | |
| Goodwill, net of associated deferred tax liabilities | $ | 1,191 |
| | $ | 13 |
| | $ | 1,175 |
| | $ | 11 |
|
| Other intangible assets, net of associated deferred tax liabilities | 61 |
| | — |
| | 52 |
| | — |
|
| Deferred tax assets, net of valuation allowances and deferred tax liabilities | 2 |
| | — |
| | — |
| | — |
|
AOCI adjustment (1) | (152 | ) | | (144 | ) | | (163 | ) | | (163 | ) |
| Common Equity Tier 1 Capital | $ | 14,630 |
| | $ | 13,355 |
| | $ | 12,574 |
| | $ | 11,878 |
|
| Tier 1 Capital | $ | 17,423 |
| | $ | 13,355 |
| | $ | 15,357 |
| | $ | 11,878 |
|
| Total Capital | 17,452 |
| | 13,382 |
| | 15,384 |
| | 11,904 |
|
| Risk-Weighted Assets | 75,866 |
| | 66,519 |
| | 68,179 |
| | 59,915 |
|
| Common Equity Tier 1 Capital/Risk-Weighted Assets | 19.3 | % | | 20.1 | % | | 18.4 | % | | 19.8 | % |
| Tier 1 Capital/Risk-Weighted Assets | 23.0 | % | | 20.1 | % | | 22.5 | % | | 19.8 | % |
| Total Capital/Risk-Weighted Assets | 23.0 | % | | 20.1 | % | | 22.6 | % | | 19.9 | % |
| Tier 1 Leverage Ratio | 7.6 | % | | 7.1 | % | | 7.2 | % | | 7.0 | % |
(1) CSC and Schwab Bank have elected to opt-out of the requirement to include most components of AOCI in CET1 Capital.
Schwab Bank is also subject to regulatory requirements that restrict and govern the terms of affiliate transactions. In addition, Schwab Bank is required to provide notice to, and may be required to obtain approval from, the OCC and the Federal Reserve to declare dividends to
CSC.The Company’sthe parent company.
As a broker-dealer, subsidiaries (Schwab and optionsXpress) areCS&Co is subject to regulatory requirements of the Uniform Net Capital Rule. The rule is intended to ensure the general financial soundness and liquidity of broker-dealers. These regulations prohibit the broker-dealer subsidiariesCS&Co from paying cash dividends, making unsecured advances and loans to theirthe parent company and employees, and repaying subordinated borrowings from CSC if such payment would result in a net capital amount of less than 5% of aggregate debit balances or
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)
less than 120% of its minimum dollar requirement of $250,000. As such,
the broker-dealer subsidiaries areCS&Co is required to maintain, at all times, at least the minimum level of net capital required under Rule 15c3-1. At December 31,
2016, Schwab and optionsXpress met and2017, CS&Co exceeded
theirthe net capital requirements.
In addition to the capital requirements above, the Company’s subsidiaries are subject to various regulatory requirements that are intended to ensure financial soundness and liquidity. See Item 8 – Note
2221 for additional information on the components of stockholders’ equity and information on the capital requirements of each of the subsidiaries.
Since the initial dividend in 1989, CSC has paid
111115 consecutive quarterly dividends and has increased the quarterly dividend rate
2021 times, resulting in a 20% compounded annual growth rate, excluding the special cash dividend of $1.00 per common share in 2007. While the payment and amount of dividends are at the discretion of the Board of Directors, subject to certain regulatory and other restrictions, CSC currently targets its common stock cash dividend at approximately 20% to 30% of net income.
On April 21, 2016 the Board of Directors of the Company declared a one cent, or 17%, increase in the quarterly cash dividend to $0.07 per common share. On January 26, 2017, the Board of Directors of the Company declared a one cent, or 14%, increase in the quarterly cash dividend to $0.08 per common share.
THE CHARLES SCHWAB CORPORATION
Management’s Discussion and AnalysisOn January 25, 2018, the Board of Financial Condition and ResultsDirectors of Operations
(Tabular Amountsthe Company declared a two cent, or 25% increase in Millions, Except Ratios, or as Noted)
the quarterly cash dividend to $0.10 per common share.
The following table details the CSC cash dividends paid and per share amounts:
| | | | | | | | | | | | | | | | |
Year Ended December 31, | | 2016 | | 2015 |
| | | | | | | Per Share | | | | | | | | Per Share | |
| | Cash Paid | | | Amount | | | Cash Paid | | | Amount | |
Common Stock | | $ | 360 | | | $ | 0.27 | | | $ | 318 | | | $ | 0.24 | |
Series A Preferred Stock (1) | | | 28 | | | | 70.00 | | | | 28 | | | | 70.00 | |
Series B Preferred Stock (2) | | | 29 | | | �� | 60.00 | | | | 29 | | | | 60.00 | |
Series C Preferred Stock (2) | | | 36 | | | | 60.00 | | | | 12 | | | | 19.67 | |
Series D Preferred Stock (2,3) | | | 33 | | | | 43.65 | | | | - | | | | - | |
Series E Preferred Stock (4) | | | - | | | | - | | | | - | | | | - | |
| |
(1)
| Dividends paid semi-annually until February 1, 2022 and quarterly thereafter.
|
(2)
| Dividends paid quarterly.
|
(3)
| Series D Preferred Stock was issued on March 7, 2016.
|
(4)
| Series E Preferred Stock was issued on October31, 2016. Dividends paid semi-annually until March1, 2022 and quarterly thereafter.
|
|
| | | | | | | | | | | | | |
| Year Ended December 31, | 2017 | | 2016 |
| | Cash Paid | Per Share
Amount | | Cash Paid | Per Share
Amount |
| Common Stock | $ | 431 |
| $ | 0.32 |
| | $ | 360 |
| $ | 0.27 |
|
Series A Preferred Stock (1) | 28 |
| 70.00 |
| | 28 |
| 70.00 |
|
Series B Preferred Stock (2,6) | 29 |
| 60.00 |
| | 29 |
| 60.00 |
|
Series C Preferred Stock (2) | 36 |
| 60.00 |
| | 36 |
| 60.00 |
|
Series D Preferred Stock (2,3) | 45 |
| 59.52 |
| | 33 |
| 43.65 |
|
Series E Preferred Stock (4) | 23 |
| 3,867.01 |
| | N/A |
| N/A |
|
Series F Preferred Stock (5) | N/A |
| N/A |
| | N/A |
| N/A |
|
(1) Dividends paid semi-annually until February 1, 2022 and quarterly thereafter.
(2) Dividends paid quarterly.
(3) Series D Preferred Stock was issued on March 7, 2016.
(4) Series E Preferred Stock was issued on October 31, 2016. Dividends paid semi-annually until March 1, 2022 and quarterly thereafter.
(5) Series F Preferred Stock was issued on October 31, 2017. Dividends paid semi-annually beginning on June 1, 2018 until December 1, 2027, and quarterly thereafter.
(6) Series B Preferred Stock was redeemed on December 1, 2017.
N/A Not applicable.
There were no repurchases of CSC’s common stock in
20162017 or
2015.2016. As of December 31,
2016,2017, CSC had remaining authority from the Board of Directors to repurchase up to $596 million of its common stock, which is not subject to expiration.
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)
FOREIGN HOLDINGS
At December 31, 2017, Schwab had exposure to non-sovereign financial and non-financial institutions in foreign countries of $5.7 billion, with the fair value of the top three exposures being to issuers and counterparties domiciled in Sweden at $1.6 billion, France at $1.3 billion and Canada at $0.8 billion.
At December 31, 2017, Schwab held AFS and HTM securities with a total fair value of $99 million issued by agencies of foreign governments. These securities are explicitly guaranteed by governments of issuing agencies.
In addition to the direct holdings in foreign companies and securities issued by foreign government agencies, Schwab has indirect exposure to foreign countries through its investments in CSIM money market funds (collectively, the Funds) resulting from brokerage clearing activities. At December 31, 2017, the Company had $135 million in investments in these Funds. Certain of the Funds’ positions include certificates of deposits, time deposits, commercial paper and corporate debt securities issued by counterparties in foreign countries. Schwab had outstanding margin loans to foreign residents of $660 million at December 31, 2017.
FAIR
VALUE OF FINANCIAL INSTRUMENTSThe Company
Schwab uses the market approach to determine the fair value of certain financial assets and liabilities recorded at fair value, and to determine fair value disclosures. See Item 8 – Note 2 and Note
1615 for more information on
the Company’sour assets and liabilities recorded at fair value.
When available,
the CompanySchwab uses quoted prices in active markets to measure the fair value of assets and liabilities. When utilizing market data and bid-ask spread,
the Company useswe use the price within the bid-ask spread that best represents fair value. When quoted prices do not exist,
the Company uses prices
are obtained from independent third-party pricing services to measure the fair value of investment assets.
The CompanyWe generally
obtainsobtain prices from at least three independent pricing sources for assets recorded at fair value.
The Company’sOur primary independent pricing service provides prices based on observable trades and discounted cash flows that incorporate observable information such as yields for similar types of securities (a benchmark interest rate plus observable spreads) and weighted-average maturity for the same or similar “to-be-issued” securities. The
Company compares the prices obtained from its primary independent pricing service
are compared to the prices obtained from the additional independent pricing services to determine if the price obtained from the primary independent pricing service is reasonable.
The Company doesWe do not adjust the prices received from independent third-party pricing services unless such prices are inconsistent with the definition of fair value and result in a material difference in the recorded amounts. At December 31,
2017 and 2016,
and 2015, the Companywe did not adjust prices received from the primary independent third-party pricing service.
CRITICAL
ACCOUNTING ESTIMATES
The consolidated financial statements of the CompanySchwab have been prepared in accordance with GAAP. Item 8 – Note 2 contains more information on our significant accounting principles generally acceptedpolicies made in the U.S. connection with its application of these accounting principles.
While the majority of the
Company’s revenues, expenses, assets and liabilities are not based on estimates, there are certain accounting principles that require management to make estimates regarding matters that are uncertain and susceptible to change where such change may result in a material adverse impact on
the Company’sSchwab’s financial position and reported financial results. These critical accounting estimates are described below. Management regularly
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)
reviews the estimates and assumptions used in the preparation of the Company’s financial statements for reasonableness and adequacy.
Other-than-Temporary Impairment
Management has discussed the development and selection of
Investment SecuritiesThe Company internally conducts pre-purchase analyses and ongoing, post-purchase monitoring of investments that it owns. The Company assigns a risk rating to each issuerthese critical accounting estimates with the Audit Committee of the securities inBoard of Directors. Additionally, management has reviewed with the Audit Committee the Company’s investment securities portfolio based on these analyses. On an ongoing basis, the Company monitors credit indicators related to its securities portfoliosignificant estimates discussed in this Management’s Discussion and adjusts the internal ratings accordingly.
Management evaluates whether investment securities are OTTI on a quarterly basis. Debt securities with unrealized losses are considered OTTI if the Company intends to sell the security or if it is more likely than not that the Company will be required to sell such security before any anticipated recovery. If management determines that a security is OTTI under these circumstances, the impairment recognized in earnings is measured as the entire difference between the amortized costAnalysis of Financial Condition and the then-current fair value.
A security is also OTTI if management does not expect to recover the amortized costResults of the security. In this circumstance, the impairment recognized in earnings represents the estimated credit loss, and is measured by the difference between the present value of expected cash flows and the amortized cost of the security. Management utilizes cash flow models to estimate the expected future cash flow from the securities and to estimate the credit loss. Expected cash flows are discounted using the security’s effective interest rate.
The evaluation of whether the Company expects to recover the amortized cost of a security is inherently judgmental. The evaluation includes the consideration of multiple factors including: the magnitude and duration of the unrealized loss; the financial condition of the issuer; the payment structure of the security; external credit ratings; internal credit ratings; for asset-backed securities, the amount of credit support provided by the structure of the security to absorb credit losses on the underlying collateral; recent events specific to the issuer and the issuer’s industry; and whether the Company has received all scheduled principal and interest payments.
Valuation of Goodwill
The Company tests goodwill for impairment at least annually, or whenever indications of impairment exist. Impairment exists when the carrying amount of goodwill exceeds its implied fair value, resulting in an impairment charge for this excess. Adverse changes in the Company’s planned business operations such as unanticipated competition, a loss of key personnel, the sale of a reporting unit or a significant portion of a reporting unit, or other unforeseen developments could result in an impairment of the Company’s recorded goodwill.
The Company can elect to qualitatively assess goodwill for impairment if it is more likely than not that the fair value of a reporting unit exceeds its carrying value. A qualitative assessment considers macroeconomic and other industry-specific factors, such as trends in short-term and long-term interest rates and the ability to access capital, and Company specific factors such as market capitalization in excess of net assets, trends in revenue generating activities, and merger or acquisition activity. If the Company elects to bypass qualitatively assessing goodwill, or it is not more likely than not that the fair value of a reporting unit exceeds its carrying value, management estimates the fair values of each of the Company’s reporting units (defined as the Company’s businesses for which financial information is available and reviewed regularly by management) and compares it to their carrying values. The estimated fair values of the reporting units are established using an income approach based on a discounted cash flow model that includes significant assumptions about the future operating results and cash flows of each reporting unit, a market approach which compares each reporting unit to comparable companies in their respective industries, as well as a market capitalization analysis.
The Company’s annual goodwill impairment testing date is April 1st. In 2016, the Company elected to bypass the qualitative assessment. As of April 1, 2016, the Company determined through quantitative testing that the fair value significantly exceeded the carrying value of each of the Company’s reporting units, and concluded that goodwill was not impaired.
Operations.
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)
Allowance
Income Taxes
Schwab estimates income tax expense based on amounts expected to be owed to the various tax jurisdictions in which we operate, including federal, state and local domestic jurisdictions, and immaterial amounts owed to several foreign jurisdictions. The estimated income tax expense is reported in the consolidated statements of income in Taxes on income. Accrued taxes are reported in Other assets or Accrued expenses and other liabilities on the consolidated balance sheets and represent the net estimated amount due to or to be received from taxing jurisdictions either currently or deferred to future periods. Deferred taxes arise from differences between assets and liabilities measured for
Loan LossesThe appropriatenessfinancial reporting purposes versus income tax reporting purposes. Deferred tax assets are recognized if, in management’s judgment, their realizability is determined to be more likely than not. Uncertain tax positions that meet the more likely than not recognition threshold are measured to determine the amount of benefit to recognize. An uncertain tax position is measured at the largest amount of benefit management believes is more likely than not to be realized upon settlement. In estimating accrued taxes, we assess the relative merits and risks of the allowance is reviewed quarterlyappropriate tax treatment considering statutory, judicial and regulatory guidance in the context of the tax position. Because of the complexity of tax laws and regulations, interpretation can be difficult and subject to legal judgment given specific facts and circumstances.
Changes in the estimate of accrued taxes occur periodically due to changes in tax rates, interpretations of tax laws, the status of examinations being conducted by
management, taking into consideration current economic conditions,various taxing authorities, and newly enacted statutory, judicial and regulatory guidance that impacts the
existing loan portfolio composition, past loss experience,relative merits and risks
inherent in the portfolios.The methodology to establish an allowance for loan losses relatedof tax positions. These changes, when they occur, affect accrued taxes and can be significant to the First Mortgage and HELOC portfolios utilizes statistical models that estimate prepayments, defaults, and probable losses for the loan types based on predicted behavior of individual loans within the types. The methodology considers the effects of borrower behavior and a variety of factors including, but not limited to, interest rates, housing price movements as measured by a housing price index, economic conditions, estimated defaults and foreclosures measured by historical and expected delinquencies, changes in prepayment speeds, LTV ratios, past loss experience, estimates of future loss severities, borrower credit risk, and the adequacy of collateral. The methodology also evaluates concentrations in the loan types, including loan products within those types, year of origination, and geographical distribution of collateral.
Probable losses are forecast using a loan-level simulationoperating results of the delinquency status of the loans over the term of the loans. The simulation starts with the current relevant risk indicators, including the current delinquent status of each loan, the estimated current LTV ratio of each loan, the term and structure of each loan, current key interest rates including U.S. Treasury and LIBOR rates, and borrower FICO scores. TheCompany. See Item 8 – Note 19 for more significant variables in the simulation include delinquency roll rates, loss severity, housing prices, and interest rates. Delinquency roll rates are estimated from the Company’s historical loss experience adjusted for current trends and market information. Loss severity estimates are basedinformation on the Company’s historical loss experience and market trends. The estimated loss severity (i.e., loss given default) used in the allowance for loan loss for HELOCs is higher than that used for First Mortgages. Housing price trends are derived from historical home price indices and econometric forecasts of future home values. Factors affecting the home price index include housing inventory, unemployment, interest rates, and inflation expectations. Interest rate projections are based on the current term structure of interest rates and historical volatilities to project various possible future interest rate paths. This methodology results in loss factors that are applied to the outstanding balances to determine the allowance for loan loss for each loan type.
income taxes.
Legal and Regulatory Reserves
Reserves for legal and regulatory claims and proceedings reflect an estimate of probable losses for each matter, after considering, among other factors, the progress of the case, prior experience and the experience of others in similar cases, available defenses, insurance coverage and indemnification, and the opinions and views of legal counsel. In many cases, including most class action lawsuits, it is not possible to determine whether a loss will be incurred, or to estimate the range of that loss, until the matter is close to resolution, in which case no accrual is made until that time. Reserves are adjusted as more information becomes available. Significant judgment is required in making these estimates, and the actual cost of resolving a matter may ultimately differ materially from the amount reserved.
The Company’s management has discussed the development and selection of these critical accounting estimates with the Audit Committee. Additionally, management has reviewed with the Audit Committee the Company’s significant estimates discussed in this Management’s Discussion and Analysis of Financial Condition and Results of Operations.
See Item 8 – Note 213 for more information on critical accounting estimates.
the Company’s contingencies related to legal and regulatory reserves.
THE CHARLES SCHWAB CORPORATION
| |
Item 7A.
| Quantitative and Qualitative Disclosures About Market Risk
|
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
For a discussion of the quantitative and qualitative disclosures about market risk, see Risk Management in Part II, Item 7.
51
THE CHARLES SCHWAB CORPORATION
| |
| Item 8. | Financial Statements and Supplementary Data |
|
| | | |
| 53 |
|
| 54 |
|
| 55 |
|
| 56 |
|
| 57 |
|
| 58 |
|
Note 1. | | 58 |
|
Note 2. | | 58 |
|
Note 3. | | 67 64 |
|
Note 4. | | 67 |
|
Note 5. | | 68 65 |
|
Note 6. | | 71 69 |
|
Note 7. | | 75 |
|
Note 8. | | 75 74 |
|
Note 9. | | 76 75 |
|
Note 10. | | 76 |
|
Note 11. | | 77 76 |
|
Note 12. | | 77 |
|
Note 13. | Borrowings
| 78 |
Note 14.
| | 79 |
|
Note 15. 14. | | 81 |
|
Note 16. 15. | | 84 |
|
Note 17. 16. | | 88 86 |
|
Note 18. 17. | | 89 87 |
|
Note 19. 18. | | 90 88 |
|
Note 20. 19. | | 93 |
|
Note 21. 20. | | 95 |
|
Note 22. 21. | | 95 |
|
Note 23. 22. | | 97 |
|
Note 24. 23. | | 98 97 |
|
Note 25. 24. | | 101 99 |
|
Note 25. | | |
|
| 102 |
|
| 103 |
|
THE CHARLES SCHWAB CORPORATION
| | | | | | | | | |
Consolidated Statements of Income | | | | | | | | | |
(In Millions, Except Per Share Amounts) | | | | | | | | | |
| | | | | | | | | |
Year Ended December 31, | | | 2016 | | | 2015 | | | 2014 |
Net Revenues | | | | | | | | | |
Asset management and administration fees (1) | | $ | 3,055 | | $ | 2,650 | | $ | 2,533 |
Interest revenue | | | 3,493 | | | 2,657 | | | 2,374 |
Interest expense | | | (171) | | | (132) | | | (102) |
Net interest revenue | | | 3,322 | | | 2,525 | | | 2,272 |
Trading revenue | | | 825 | | | 866 | | | 907 |
Other | | | 271 | | | 328 | | | 343 |
Provision for loan losses | | | 5 | | | 11 | | | 4 |
Net impairment losses on securities | | | - | | | - | | | (1) |
Total net revenues | | | 7,478 | | | 6,380 | | | 6,058 |
Expenses Excluding Interest | | | | | | | | | |
Compensation and benefits | | | 2,466 | | | 2,241 | | | 2,184 |
Professional services | | | 506 | | | 459 | | | 457 |
Occupancy and equipment | | | 398 | | | 353 | | | 324 |
Advertising and market development | | | 265 | | | 249 | | | 245 |
Communications | | | 237 | | | 233 | | | 223 |
Depreciation and amortization | | | 234 | | | 224 | | | 199 |
Other | | | 379 | | | 342 | | | 311 |
Total expenses excluding interest | | | 4,485 | | | 4,101 | | | 3,943 |
Income before taxes on income | | | 2,993 | | | 2,279 | | | 2,115 |
Taxes on income | | | 1,104 | | | 832 | | | 794 |
Net Income | | | 1,889 | | | 1,447 | | | 1,321 |
Preferred stock dividends and other (2) | | | 143 | | | 83 | | | 60 |
Net Income Available to Common Stockholders | | $ | 1,746 | | $ | 1,364 | | $ | 1,261 |
Weighted-Average Common Shares Outstanding: | | | | | | | | | |
Basic | | | 1,324 | | | 1,315 | | | 1,303 |
Diluted | | | 1,334 | | | 1,327 | | | 1,315 |
Earnings Per Common Share: | | | | | | | | | |
Basic | | $ | 1.32 | | $ | 1.04 | | $ | .96 |
Diluted | | $ | 1.31 | | $ | 1.03 | | $ | .95 |
Dividends Declared Per Common Share | | $ | .27 | | $ | .24 | | $ | .24 |
| |
(1)
| Includes fee waivers of $224, $672, and $751 during the years ended December 31, 2016, 2015, and 2014, respectively,
relating to Schwab-sponsored money market funds.
|
(2)
| Includes preferred stock dividends and undistributed earnings and dividends allocated to non-vested restricted stock units.
|
|
| | | | | | | | | | | |
| Consolidated Statements of Income | | | | | |
| (In Millions, Except Per Share Amounts) | | | | | |
| | | | | | |
| Year Ended December 31, | 2017 | | 2016 | | 2015 |
| Net Revenues | | | | | |
| Interest revenue | $ | 4,624 |
| | $ | 3,493 |
| | $ | 2,657 |
|
| Interest expense | (342 | ) | | (171 | ) | | (132 | ) |
| Net interest revenue | 4,282 |
| | 3,322 |
| | 2,525 |
|
Asset management and administration fees (1) | 3,392 |
| | 3,055 |
| | 2,650 |
|
| Trading revenue | 654 |
| | 825 |
| | 866 |
|
| Other | 290 |
| | 271 |
| | 328 |
|
| Provision for loan losses | — |
| | 5 |
| | 11 |
|
| Total net revenues | 8,618 |
| | 7,478 |
| | 6,380 |
|
| Expenses Excluding Interest | | | | | |
|
| Compensation and benefits | 2,737 |
| | 2,466 |
| | 2,241 |
|
| Professional services | 580 |
| | 506 |
| | 459 |
|
| Occupancy and equipment | 436 |
| | 398 |
| | 353 |
|
| Advertising and market development | 268 |
| | 265 |
| | 249 |
|
| Communications | 231 |
| | 237 |
| | 233 |
|
| Depreciation and amortization | 269 |
| | 234 |
| | 224 |
|
| Regulatory fees and assessments | 179 |
| | 144 |
| | 107 |
|
| Other | 268 |
| | 235 |
| | 235 |
|
| Total expenses excluding interest | 4,968 |
| | 4,485 |
| | 4,101 |
|
| Income before taxes on income | 3,650 |
| | 2,993 |
| | 2,279 |
|
Taxes on income (2) | 1,296 |
| | 1,104 |
| | 832 |
|
| Net Income | 2,354 |
| | 1,889 |
| | 1,447 |
|
Preferred stock dividends and other (3) | 174 |
| | 143 |
| | 83 |
|
| Net Income Available to Common Stockholders | $ | 2,180 |
| | $ | 1,746 |
| | $ | 1,364 |
|
| Weighted-Average Common Shares Outstanding: | | | | | |
|
| Basic | 1,339 |
| | 1,324 |
| | 1,315 |
|
| Diluted | 1,353 |
| | 1,334 |
| | 1,327 |
|
| Earnings Per Common Share: | | | | | |
|
| Basic | $ | 1.63 |
| | $ | 1.32 |
| | $ | 1.04 |
|
| Diluted | $ | 1.61 |
| | $ | 1.31 |
| | $ | 1.03 |
|
| Dividends Declared Per Common Share | $ | .32 |
| | $ | .27 |
| | $ | .24 |
|
(1) Includes fee waivers of $10 million, $224 million, and $672 million during the years ended December 31, 2017, 2016, and 2015, respectively, relating to Schwab-sponsored money market funds.
(2) Includes the prospective adoption of ASU 2016-09 in 2017. See New Accounting Standards in Note 2 for additional information. Taxes on income were increased by approximately $46 million in December 2017 due to the enactment of the Tax Cuts and Jobs Act legislation resulting in the remeasurement of deferred tax assets and other tax adjustments.
(3) Includes preferred stock dividends and undistributed earnings and dividends allocated to non-vested restricted stock units.
See Notes to Consolidated Financial Statements.
- 53 -
THE CHARLES SCHWAB CORPORATION
| | | | | | | | | |
Consolidated Statements of Comprehensive Income | | | | | | | | | |
(In Millions) | | | | | | | | | |
| | | | | | | | | |
Year Ended December 31, | | | 2016 | | | 2015 | | | 2014 |
Net income | | $ | 1,889 | | $ | 1,447 | | $ | 1,321 |
Other comprehensive income (loss), before tax: | | | | | | | | | |
Change in net unrealized gain (loss) on available for sale securities: | | | | | | | | | |
Net unrealized gain (loss) | | | (44) | | | (477) | | | 255 |
Reclassification of impairment charges included in net | | | | | | | | | |
impairment losses on securities | | | - | | | - | | | 1 |
Other reclassifications included in other revenue | | | (4) | | | - | | | (7) |
Other | | | 1 | | | - | | | - |
Other comprehensive income (loss), before tax | | | (47) | | | (477) | | | 249 |
Income tax effect | | | 18 | | | 178 | | | (93) |
Other comprehensive income (loss), net of tax | | | (29) | | | (299) | | | 156 |
Comprehensive Income | | $ | 1,860 | | $ | 1,148 | | $ | 1,477 |
|
| | | | | | | | | | | | |
| Consolidated Statements of Comprehensive Income | | | | | |
| (In Millions) | | | | | |
| | | | | | |
| Year Ended December 31, | 2017 | | 2016 | | 2015 |
| Net income | $ | 2,354 |
| | $ | 1,889 |
| | $ | 1,447 |
|
| Other comprehensive income (loss), before tax: | | | | | |
| Change in net unrealized gain (loss) on available for sale securities: | | | | | |
| Net unrealized gain (loss) | 13 |
| | (44 | ) | | (477 | ) |
| Reclassification of net unrealized loss transferred to held to maturity | 227 |
| | — |
| | — |
|
| Other reclassifications included in other revenue | (12 | ) | | (4 | ) | — |
| — |
|
| Change in net unrealized gain (loss) on held to maturity securities: | | | | | |
| Reclassification of net unrealized loss transferred from available for sale | (227 | ) | | — |
| | — |
|
| Amortization of amounts previously recorded upon transfer from available for sale | 31 |
| | — |
| | — |
|
| Other | (11 | ) | | 1 |
| | — |
|
| Other comprehensive income (loss), before tax | 21 |
| | (47 | ) | | (477 | ) |
| Income tax effect | (10 | ) | | 18 |
| | 178 |
|
| Other comprehensive income (loss), net of tax | 11 |
| | (29 | ) | | (299 | ) |
| Comprehensive Income | $ | 2,365 |
| | $ | 1,860 |
| | $ | 1,148 |
|
See Notes to Consolidated Financial Statements.
THE CHARLES SCHWAB CORPORATION
| | | | | | |
Consolidated Balance Sheets | | | | | | |
(In Millions, Except Per Share and Share Amounts) | | | | | | |
| | | | |
December 31, | | 2016 | | 2015 (1) |
Assets | | | | | | |
Cash and cash equivalents | | $ | 10,828 | | $ | 11,978 |
Cash and investments segregated and on deposit for regulatory purposes | | | | | | |
(including resale agreements of $9,547 and $8,088 at December 31, 2016 | | | | | | |
and 2015, respectively) | | | 22,174 | | | 19,598 |
Receivables from brokers, dealers, and clearing organizations | | | 728 | �� | | 582 |
Receivables from brokerage clients — net | | | 17,155 | | | 17,313 |
Other securities owned — at fair value | | | 449 | | | 533 |
Available for sale securities | | | 77,365 | | | 65,646 |
Held to maturity securities (fair value — $74,444 and $50,088 at December 31, | | | | | | |
2016 and 2015, respectively) | | | 75,203 | | | 50,007 |
Bank loans — net | | | 15,403 | | | 14,334 |
Equipment, office facilities, and property — net | | | 1,299 | | | 1,145 |
Goodwill | | | 1,227 | | | 1,227 |
Intangible assets — net | | | 144 | | | 181 |
Other assets | | | 1,408 | | | 1,161 |
Total assets | | $ | 223,383 | | $ | 183,705 |
Liabilities and Stockholders’ Equity | | | | | | |
Bank deposits | | $ | 163,454 | | $ | 129,502 |
Payables to brokers, dealers, and clearing organizations | | | 2,407 | | | 2,588 |
Payables to brokerage clients | | | 35,894 | | | 33,185 |
Accrued expenses and other liabilities | | | 2,331 | | | 2,151 |
Long-term debt | | | 2,876 | | | 2,877 |
Total liabilities | | | 206,962 | | | 170,303 |
Stockholders’ equity: | | | | | | |
Preferred stock — $.01 par value per share; aggregate liquidation preference | | | | | | |
of $2,835 and $1,485 at December 31, 2016 and 2015, respectively | | | 2,783 | | | 1,459 |
Common stock — 3 billion shares authorized; $.01 par value per share; | | | | | | |
1,487,543,446 shares issued | | | 15 | | | 15 |
Additional paid-in capital | | | 4,267 | | | 4,152 |
Retained earnings | | | 12,649 | | | 11,253 |
Treasury stock, at cost — 154,793,560 and 167,205,881 shares | | | | | | |
at December 31, 2016 and 2015, respectively | | | (3,130) | | | (3,343) |
Accumulated other comprehensive income | | | (163) | | | (134) |
Total stockholders’ equity | | | 16,421 | | | 13,402 |
Total liabilities and stockholders’ equity | | $ | 223,383 | | $ | 183,705 |
| |
(1)
| Adjusted for the retrospective adoption of ASU 2015-03. See New Accounting Standards in Note 2 for additional information.
|
|
| | | | | | | |
| Consolidated Balance Sheets | | | |
| (In Millions, Except Per Share and Share Amounts) | | | |
| | | | |
| December 31, | 2017 | | 2016 |
| Assets | | | |
| Cash and cash equivalents | $ | 14,217 |
| | $ | 10,828 |
|
| Cash and investments segregated and on deposit for regulatory purposes | | | |
| (including resale agreements of $6,596 and $9,547 at December 31, 2017 | | | |
| and 2016, respectively) | 15,139 |
| | 22,174 |
|
| Receivables from brokers, dealers, and clearing organizations | 649 |
| | 728 |
|
| Receivables from brokerage clients — net | 20,576 |
| | 17,155 |
|
| Other securities owned — at fair value | 539 |
| | 449 |
|
| Available for sale securities | 49,995 |
| | 77,365 |
|
Held to maturity securities (fair value — $120,373 and $74,444 at December 31, | | | |
| 2017 and 2016, respectively) | 120,926 |
| | 75,203 |
|
| Bank loans — net | 16,478 |
| | 15,403 |
|
| Equipment, office facilities, and property — net | 1,471 |
| | 1,299 |
|
| Goodwill | 1,227 |
| | 1,227 |
|
| Intangible assets — net | 108 |
| | 144 |
|
| Other assets | 1,949 |
| | 1,408 |
|
| Total assets | $ | 243,274 |
| | $ | 223,383 |
|
| Liabilities and Stockholders’ Equity | |
| | |
|
| Bank deposits | $ | 169,656 |
| | $ | 163,454 |
|
| Payables to brokers, dealers, and clearing organizations | 1,287 |
| | 2,407 |
|
| Payables to brokerage clients | 31,243 |
| | 35,894 |
|
| Accrued expenses and other liabilities | 2,810 |
| | 2,331 |
|
| Short-term borrowings | 15,000 |
| | — |
|
| Long-term debt | 4,753 |
| | 2,876 |
|
| Total liabilities | 224,749 |
| | 206,962 |
|
| Stockholders’ equity: | |
| | |
|
| Preferred stock — $.01 par value per share; aggregate liquidation preference | | | |
of $2,850 and $2,835 at December 31, 2017 and 2016, respectively | 2,793 |
| | 2,783 |
|
| Common stock — 3 billion shares authorized; $.01 par value per share; | | | |
| 1,487,543,446 shares issued | 15 |
| | 15 |
|
| Additional paid-in capital | 4,353 |
| | 4,267 |
|
| Retained earnings | 14,408 |
| | 12,649 |
|
| Treasury stock, at cost — 142,210,890 and 154,793,560 shares | | | |
| at December 31, 2017 and 2016, respectively | (2,892 | ) | | (3,130 | ) |
| Accumulated other comprehensive income | (152 | ) | | (163 | ) |
| Total stockholders’ equity | 18,525 |
| | 16,421 |
|
| Total liabilities and stockholders’ equity | $ | 243,274 |
| | $ | 223,383 |
|
See Notes to Consolidated Financial Statements.
- 55 -
THE CHARLES SCHWAB CORPORATION
| | | | | | | | | |
Consolidated Statements of Cash Flows | | | | | | | | | |
(In Millions) | | | | | | | | | |
| | | | | | | | | |
Year Ended December 31, | | | 2016 | | | 2015 | | | 2014 |
Cash Flows from Operating Activities | | | | | | | | | |
Net income | | $ | 1,889 | | $ | 1,447 | | $ | 1,321 |
Adjustments to reconcile net income to net cash (used for) provided by operating activities: | | | | | | | | | |
Provision for loan losses | | | (5) | | | (11) | | | (4) |
Net impairment losses on securities | | | - | | | - | | | 1 |
Share-based compensation | | | 141 | | | 135 | | | 115 |
Depreciation and amortization | | | 234 | | | 224 | | | 199 |
(Benefit) provision for deferred income taxes | | | 15 | | | (7) | | | (25) |
Premium amortization, net, on available for sale and held to maturity securities | | | 266 | | | 162 | | | 125 |
Other | | | 9 | | | (4) | | | (7) |
Net change in: | | | | | | | | | |
Cash and investments segregated and on deposit for regulatory purposes | | | (2,576) | | | 1,183 | | | 2,772 |
Receivables from brokers, dealers, and clearing organizations | | | (147) | | | (108) | | | 44 |
Receivables from brokerage clients | | | 150 | | | (1,652) | | | (1,725) |
Other securities owned | | | 84 | | | (17) | | | 1 |
Other assets | | | (93) | | | (98) | | | (30) |
Payables to brokers, dealers, and clearing organizations | | | (181) | | | 808 | | | 393 |
Payables to brokerage clients | | | 2,709 | | | (1,120) | | | (1,028) |
Accrued expenses and other liabilities | | | 167 | | | 304 | | | 196 |
Net cash provided by operating activities | | | 2,662 | | | 1,246 | | | 2,348 |
Cash Flows from Investing Activities | | | | | | | | | |
Purchases of available for sale securities | | | (29,248) | | | (21,351) | | | (15,134) |
Proceeds from sales of available for sale securities | | | 5,537 | | | 2,424 | | | 6,556 |
Principal payments on available for sale securities | | | 11,903 | | | 7,340 | | | 5,843 |
Purchases of held to maturity securities | | | (31,162) | | | (19,303) | | | (6,920) |
Principal payments on held to maturity securities | | | 5,747 | | | 3,540 | | | 2,687 |
Net increase in bank loans | | | (1,103) | | | (980) | | | (1,016) |
Purchase of equipment, office facilities, and property | | | (346) | | | (266) | | | (400) |
Purchases of Federal Home Loan Bank stock | | | (152) | | | - | | | - |
Proceeds from sales of Federal Home Loan Bank stock | | | 88 | | | 8 | | | - |
Other investing activities | | | (39) | | | (35) | | | (11) |
Net cash used for investing activities | | | (38,775) | | | (28,623) | | | (8,395) |
Cash Flows from Financing Activities | | | | | | | | | |
Net change in bank deposits | | | 33,952 | | | 26,687 | | | 9,843 |
Proceeds from short-term Federal Home Loan Bank borrowings | | | 8,504 | | | - | | | - |
Repayment of short-term Federal Home Loan Bank borrowings | | | (8,504) | | | - | | | - |
Issuance of long-term debt | | | - | | | 1,346 | | | - |
Repayment of long-term debt | | | (7) | | | (357) | | | (6) |
Net proceeds from preferred stock offerings | | | 1,316 | | | 581 | | | - |
Dividends paid | | | (486) | | | (387) | | | (373) |
Proceeds from stock options exercised and other | | | 144 | | | 90 | | | 189 |
Other financing activities | | | 44 | | | 32 | | | 29 |
Net cash provided by financing activities | | | 34,963 | | | 27,992 | | | 9,682 |
Increase (Decrease) in Cash and Cash Equivalents | | | (1,150) | | | 615 | | | 3,635 |
Cash and Cash Equivalents at Beginning of Year | | | 11,978 | | | 11,363 | | | 7,728 |
Cash and Cash Equivalents at End of Year | | $ | 10,828 | | $ | 11,978 | | $ | 11,363 |
| | | | | | | | | |
Supplemental Cash Flow Information | | | | | | | | | |
Cash paid during the year for: | | | | | | | | | |
Interest | | $ | 160 | | $ | 121 | | $ | 103 |
Income taxes | | $ | 991 | | $ | 810 | | $ | 778 |
Non-cash investing activity: | | | | | | | | | |
Securities purchased during the year but settled after year end | | $ | - | | $ | - | | $ | 143 |
|
| | | | | | | | | | | |
| Consolidated Statements of Cash Flows | | | | | |
| (In Millions) | | | | | |
| | | | | | |
| Year Ended December 31, | 2017 | | 2016 | | 2015 |
| Cash Flows from Operating Activities | | | | | |
| Net income | $ | 2,354 |
| | $ | 1,889 |
| | $ | 1,447 |
|
| Adjustments to reconcile net income to net cash (used for) provided by operating activities: | | | | | |
| Provision for loan losses | — |
| | (5 | ) | | (11 | ) |
| Share-based compensation | 153 |
| | 141 |
| | 135 |
|
| Depreciation and amortization | 269 |
| | 234 |
| | 224 |
|
| Provision (Benefit) for deferred income taxes | 58 |
| | 15 |
| | (7 | ) |
| Premium amortization, net, on available for sale and held to maturity securities | 342 |
| | 266 |
| | 162 |
|
| Other | 51 |
| | 9 |
| | (4 | ) |
| Net change in: | | | | | |
| Cash and investments segregated and on deposit for regulatory purposes | 7,035 |
| | (2,576 | ) | | 1,183 |
|
| Receivables from brokers, dealers, and clearing organizations | 74 |
| | (147 | ) | | (108 | ) |
| Receivables from brokerage clients | (3,428 | ) | | 150 |
| | (1,652 | ) |
| Other securities owned | (90 | ) | | 84 |
| | (17 | ) |
| Other assets | (177 | ) | | (93 | ) | | (98 | ) |
| Payables to brokers, dealers, and clearing organizations | (1,148 | ) | | (181 | ) | | 808 |
|
| Payables to brokerage clients | (4,651 | ) | | 2,709 |
| | (1,120 | ) |
| Accrued expenses and other liabilities | 421 |
| | 167 |
| | 304 |
|
| Net cash provided by operating activities | 1,263 |
| | 2,662 |
| | 1,246 |
|
| Cash Flows from Investing Activities | | | | | |
| Purchases of available for sale securities | (15,033 | ) | | (29,248 | ) | | (21,351 | ) |
| Proceeds from sales of available for sale securities | 8,617 |
| | 5,537 |
| | 2,424 |
|
| Principal payments on available for sale securities | 9,095 |
| | 11,903 |
| | 7,340 |
|
| Purchases of held to maturity securities | (32,925 | ) | | (31,162 | ) | | (19,303 | ) |
| Principal payments on held to maturity securities | 11,627 |
| | 5,747 |
| | 3,540 |
|
| Net increase in bank loans | (1,071 | ) | | (1,103 | ) | | (980 | ) |
| Purchase of equipment, office facilities, and property | (400 | ) | | (346 | ) | | (266 | ) |
| Purchases of Federal Home Loan Bank stock | (430 | ) | | (152 | ) | | — |
|
| Proceeds from sales of Federal Home Loan Bank stock | 106 |
| | 88 |
| | 8 |
|
| Other investing activities | (59 | ) | | (39 | ) | | (35 | ) |
| Net cash used for investing activities | (20,473 | ) | | (38,775 | ) | | (28,623 | ) |
| Cash Flows from Financing Activities | | | | | |
| Net change in bank deposits | 6,186 |
| | 33,952 |
| | 26,687 |
|
| Net proceeds from short-term borrowings | 15,000 |
| | — |
| | — |
|
| Issuance of long-term debt | 2,129 |
| | — |
| | 1,346 |
|
| Repayment of long-term debt | (257 | ) | | (7 | ) | | (357 | ) |
| Net proceeds from preferred stock offerings | 492 |
| | 1,316 |
| | 581 |
|
| Redemption of preferred stock | (485 | ) | | — |
| | — |
|
| Dividends paid | (592 | ) | | (486 | ) | | (387 | ) |
| Proceeds from stock options exercised and other | 171 |
| | 144 |
| | 90 |
|
| Other financing activities | (45 | ) | | 44 |
| | 32 |
|
| Net cash provided by financing activities | 22,599 |
| | 34,963 |
| | 27,992 |
|
| Increase (Decrease) in Cash and Cash Equivalents | 3,389 |
| | (1,150 | ) | | 615 |
|
| Cash and Cash Equivalents at Beginning of Year | 10,828 |
| | 11,978 |
| | 11,363 |
|
| Cash and Cash Equivalents at End of Year | $ | 14,217 |
| | $ | 10,828 |
| | $ | 11,978 |
|
| | | | | | |
| Supplemental Cash Flow Information | | | | | |
| Cash paid during the year for: | | | | | |
| Interest | $ | 327 |
| | $ | 160 |
| | $ | 121 |
|
| Income taxes | $ | 1,212 |
| | $ | 991 |
| | $ | 810 |
|
| Non-cash investing activity: | | | | | |
| Securities purchased during the year but settled after year end | $ | 29 |
| | $ | — |
| | $ | — |
|
See Notes to Consolidated Financial Statements.
- 56 -
THE CHARLES SCHWAB CORPORATION
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Consolidated Statements of Stockholders’ Equity | |
(In Millions) | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | Accumulated | | | | | |
| | | | | | | | | Additional | | | | | | | | | | Other | | | | | |
| Preferred | | Common Stock | | Paid-In | | Retained | | Treasury Stock, | | Comprehensive | | | | | |
| Stock | | Shares | | Amount | | Capital | | Earnings | | at cost | | Income (Loss) | | | Total | |
Balance at December 31, 2013 | $ | 869 | | 1,488 | | $ | 15 | | $ | 3,951 | | $ | 9,253 | | | $ | (3,716) | | | | $ | 9 | | | | $ | 10,381 | |
Net income | | - | | - | | | - | | | - | | | 1,321 | | | | - | | | | | - | | | | | 1,321 | |
Other comprehensive income (loss), net of tax | | - | | - | | | - | | | - | | | - | | | | - | | | | | 156 | | | | | 156 | |
Dividends declared on preferred stock | | - | | - | | | - | | | - | | | (57) | | | | - | | | | | - | | | | | (57) | |
Dividends declared on common stock | | - | | - | | | - | | | - | | | (316) | | | | - | | | | | - | | | | | (316) | |
Stock option exercises and other | | - | | - | | | - | | | (53) | | | - | | | | 240 | | | | | - | | | | | 187 | |
Share-based compensation and | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
related tax effects | | - | | - | | | - | | | 139 | | | - | | | | - | | | | | - | | | | | 139 | |
Other | | 3 | | - | | | - | | | 13 | | | (3) | | | | (21) | | | | | - | | | | | (8) | |
Balance at December 31, 2014 | | 872 | | 1,488 | | | 15 | | | 4,050 | | | 10,198 | | | | (3,497) | | | | | 165 | | | | | 11,803 | |
Net income | | - | | - | | | - | | | - | | | 1,447 | | | | - | | | | | - | | | | | 1,447 | |
Other comprehensive income (loss), net of tax | | - | | - | | | - | | | - | | | - | | | | - | | | | | (299) | | | | | (299) | |
Issuance of preferred stock | | 581 | | - | | | - | | | - | | | - | | | | - | | | | | - | | | | | 581 | |
Dividends declared on preferred stock | | - | | - | | | - | | | - | | | (69) | | | | - | | | | | - | | | | | (69) | |
Dividends declared on common stock | | - | | - | | | - | | | - | | | (318) | | | | - | | | | | - | | | | | (318) | |
Stock option exercises and other | | - | | - | | | - | | | (87) | | | - | | | | 177 | | | | | - | | | | | 90 | |
Share-based compensation and | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
related tax effects | | - | | - | | | - | | | 172 | | | - | | | | - | | | | | - | | | | | 172 | |
Other | | 6 | | - | | | - | | | 17 | | | (5) | | | | (23) | | | | | - | | | | | (5) | |
Balance at December 31, 2015 | | 1,459 | | 1,488 | | | 15 | | | 4,152 | | | 11,253 | | | | (3,343) | | | | | (134) | | | | | 13,402 | |
Net income | | - | | - | | | - | | | - | | | 1,889 | | | | - | | | | | - | | | | | 1,889 | |
Other comprehensive income (loss), net of tax | | - | | - | | | - | | | - | | | - | | | | - | | | | | (29) | | | | | (29) | |
Issuance of preferred stock | | 1,316 | | - | | | - | | | - | | | - | | | | - | | | | | - | | | | | 1,316 | |
Dividends declared on preferred stock | | - | | - | | | - | | | - | | | (126) | | | | - | | | | | - | | | | | (126) | |
Dividends declared on common stock | | - | | - | | | - | | | - | | | (360) | | | | - | | | | | - | | | | | (360) | |
Stock option exercises and other | | - | | - | | | - | | | (80) | | | - | | | | 224 | | | | | - | | | | | 144 | |
Share-based compensation and | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
related tax effects | | - | | - | | | - | | | 177 | | | - | | | | - | | | | | - | | | | | 177 | |
Other | | 8 | | - | | | - | | | 18 | | | (7) | | | | (11) | | | | | - | | | | | 8 | |
Balance at December 31, 2016 | $ | 2,783 | | 1,488 | | $ | 15 | | $ | 4,267 | | $ | 12,649 | | | $ | (3,130) | | | | $ | (163) | | | | $ | 16,421 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Consolidated Statements of Stockholders’ Equity |
| (In Millions) | | | | | | | | | | | | | |
| | | | | | Additional
Paid-In
Capital | | | | | | Accumulated Other Comprehensive
Income (Loss) | | |
| | Preferred
Stock | | Common Stock | | | Retained
Earnings | | Treasury Stock,
at cost | | | |
| | | Shares | | Amount | | | | | | Total |
| Balance at December 31, 2014 | $ | 872 |
| | 1,488 |
| | $ | 15 |
| | $ | 4,050 |
| | $ | 10,198 |
| | $ | (3,497 | ) | | $ | 165 |
| | $ | 11,803 |
|
| Net income | — |
| | — |
| | — |
| | — |
| | 1,447 |
| | — |
| | — |
| | 1,447 |
|
| Other comprehensive income (loss), net of tax | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | (299 | ) | | (299 | ) |
| Issuance of preferred stock, net | 587 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 587 |
|
| Dividends declared on preferred stock | — |
| | — |
| | — |
| | — |
| | (69 | ) | | — |
| | — |
| | (69 | ) |
| Dividends declared on common stock | — |
| | — |
| | — |
| | — |
| | (318 | ) | | — |
| | — |
| | (318 | ) |
| Stock option exercises and other | — |
| | — |
| | — |
| | (87 | ) | | — |
| | 177 |
| | — |
| | 90 |
|
| Share-based compensation and | | | | | | | | | | | | | | | |
| related tax effects | — |
| | — |
| | — |
| | 172 |
| | — |
| | — |
| | — |
| | 172 |
|
| Other | — |
| | — |
| | — |
| | 17 |
| | (5 | ) | | (23 | ) | | — |
| | (11 | ) |
| Balance at December 31, 2015 | 1,459 |
| | 1,488 |
| | 15 |
| | 4,152 |
| | 11,253 |
| | (3,343 | ) | | (134 | ) | | 13,402 |
|
| Net income | — |
| | — |
| | — |
| | — |
| | 1,889 |
| | — |
| | — |
| | 1,889 |
|
| Other comprehensive income (loss), net of tax | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | (29 | ) | | (29 | ) |
| Issuance of preferred stock, net | 1,324 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 1,324 |
|
| Dividends declared on preferred stock | — |
| | — |
| | — |
| | — |
| | (126 | ) | | — |
| | — |
| | (126 | ) |
| Dividends declared on common stock | — |
| | — |
| | — |
| | — |
| | (360 | ) | | — |
| | — |
| | (360 | ) |
| Stock option exercises and other | — |
| | — |
| | — |
| | (80 | ) | | — |
| | 224 |
| | — |
| | 144 |
|
| Share-based compensation and | | | | | | | | | | | | | | | |
| related tax effects | — |
| | — |
| | — |
| | 177 |
| | — |
| | — |
| | — |
| | 177 |
|
| Other | — |
| | — |
| | — |
| | 18 |
| | (7 | ) | | (11 | ) | | — |
| | — |
|
| Balance at December 31, 2016 | 2,783 |
| | 1,488 |
| | 15 |
| | 4,267 |
| | 12,649 |
| | (3,130 | ) | | (163 | ) | | 16,421 |
|
| Net income | — |
| | — |
| | — |
| | — |
| | 2,354 |
| | — |
| | — |
| | 2,354 |
|
| Other comprehensive income (loss), net of tax | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 11 |
| | 11 |
|
| Issuance of preferred stock, net | 492 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 492 |
|
| Redemption of preferred stock | (482 | ) |
| — |
|
| — |
|
| — |
|
| (3 | ) |
| — |
|
| — |
|
| (485 | ) |
| Dividends declared on preferred stock | — |
| | — |
| | — |
| | — |
| | (161 | ) | | — |
| | — |
| | (161 | ) |
| Dividends declared on common stock | — |
| | — |
| | — |
| | — |
| | (431 | ) | | — |
| | — |
| | (431 | ) |
| Stock option exercises and other | — |
| | — |
| | — |
| | (88 | ) | | — |
| | 259 |
| | — |
| | 171 |
|
Share-based compensation and
| | | | | | | | | | | | | | | |
| related tax effects | — |
| | — |
| | — |
| | 144 |
| | — |
| | — |
| | — |
| | 144 |
|
| Other | — |
| | — |
| | — |
| | 30 |
| | — |
| | (21 | ) | | — |
| | 9 |
|
| Balance at December 31, 2017 | $ | 2,793 |
| | 1,488 |
| | $ | 15 |
| | $ | 4,353 |
| | $ | 14,408 |
| | $ | (2,892 | ) | | $ | (152 | ) | | $ | 18,525 |
|
See Notes to Consolidated Financial Statements.
- 57 -
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
1.
| |
| 1. | Introduction and Basis of Presentation |
Introduction and Basis of PresentationCSCThe Charles Schwab Corporation (CSC) is a savings and loan holding company, engaged,headquartered in San Francisco, California. CSC was incorporated in 1986 and engages, through its subsidiaries, in wealth management, securities brokerage, banking, asset management, custody, and financial advisory services. Charles Schwab & Co., Inc. (CS&Co) is a securities broker-dealer with over 335345 domestic branch offices in 46 states, as well as a branch in each of the Commonwealth of Puerto Rico and London, England.Rico. In addition, Schwab serves clients in England, Hong Kong, Singapore, and Australia through one of CSC’svarious subsidiaries. Other significant subsidiaries include Schwab Bank, a federal savings bank, and CSIM,Charles Schwab Investment Management, Inc. (CSIM), the investment advisor for Schwab’s proprietary mutual funds which are referred to as the Schwab(Schwab Funds®), and for Schwab’s exchange-traded funds which are referred to as the Schwab(Schwab ETFs™).
The accompanying consolidated financial statements include CSC and its
majority-owned subsidiaries (collectively referred to as the Company).subsidiaries. Intercompany balances and transactions have been eliminated. These consolidated financial statements have been prepared in conformity with
accounting principles generally accepted in the U.S.,GAAP, which require management to make certain estimates and assumptions that affect the reported amounts in the accompanying financial statements. Certain estimates relate to
OTTI of investment securities, valuation of goodwill, allowance for loan losses,taxes on income and legal and regulatory reserves. Actual results may differ from those estimates.
Unless otherwise indicated, the terms “Schwab,” “the Company,” “we,” “us,” or “our” mean CSC together with its consolidated subsidiaries.
Principles of Consolidation
The Company
Schwab evaluates
for consolidation all entities in which it has financial interests
for consolidation, except for money market funds, which are specifically excluded from consolidation guidance.
ForWhen an entity
subject tois evaluated for consolidation,
the Company evaluatesSchwab determines whether
the Company’sits interest in the entity constitutes a controlling financial interest under either the variable interest entity (VIE) model or the voting interest entity (VOE) model.
Based upon the Company’s assessments, the CompanyIn evaluating whether Schwab’s interest in a VIE is
not deemed to have a controlling financial interest,
we consider whether our involvement, in
the context of the design, purpose, and
risks of the VIE, as well as any involvement of related parties, provides us with (i) the power to direct the most significant activities of the VIE and (ii) the obligation to absorb losses or receive benefits that are significant to the VIE. If both of these conditions exist, then Schwab would be the primary beneficiary of that VIE and consolidate it. Based upon the assessments for all of our interests in VIEs, there are no cases where the Company is the primary beneficiary; therefore,
iswe are not required to consolidate any VIEs. See Note 10 for further information about VIEs. The Company consolidates all VOEs in which it has majority voting interests.
For investments
Investments in entities in which
the CompanySchwab does not have a controlling financial interest
the Company accountsare accounted for
those investments under the equity method of accounting when
the Company haswe have the ability to exercise significant influence over operating and financing decisions of the entity. Investments in entities for which the Company does not have the ability to exercise significant influence are generally carried at
cost. Bothcost, except for certain investments in qualified affordable housing projects which are accounted for under the proportional amortization method. All equity method,
cost method, and
costproportional amortization method investments are included in other assets on the consolidated balance sheets.
2.
Summary of Significant Accounting Policies | |
| 2. | Summary of Significant Accounting Policies |
Interest revenue
Interest revenue is recognized as earned on interest-earning assets such as cash and cash equivalents, cash and investments segregated, receivables from brokerage clients, investment securities, and bank loans. Interest revenue from these assets is based upon average or daily balances and the applicable interest rates. Interest revenue is also recognized from securities lending activities when earned based upon the securities and amounts lent and the applicable rates.
Asset management and administration fees
Asset management and administration fees include mutual fund and ETF service fees and fees for other asset-based financial services provided to individual and institutional clients, and are recognized as revenue overservices are performed. Such fees are generally based on a percentage of the period that the related service is provided, based upon daily average asset balances. balances, which are based on quoted market prices and other observable market data.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
The Company’s policy is to recognize revenue subject to refunds because management can estimate refunds based on
Company specificCompany-specific experience. Actual refunds were
not material as of December 31, 2016 andimmaterial for all
yearsperiods presented.
The Company earns mutual fund and ETF service fees for shareholder services, administration, and investment management provided to its proprietary funds, and recordkeeping and shareholder services provided to third-party funds. Asset management and administration fees are based upon the daily balances of client assets invested in these funds. The fair values of client assets included in proprietary and third-party mutual funds and ETFs are based on quoted market prices and other observable market data. The Company also earns asset management fees for advice solutions, which include managed portfolios, specialized strategies and customized investment advice. Other asset management and administration fees include various asset-based fees, such as trust fees, 401(k) recordkeeping fees, mutual fund clearing fees, collective trust fund fees, and non-balance based service and transaction fees.Interest revenue
Interest revenue represents interest earned on cash and cash equivalents, segregated cash and investments, receivables from brokers, dealers, and clearing organizations, receivables from brokerage clients, other securities owned, investment securities, and bank loans. Interest revenue is recognized in the period earned based upon average or daily asset balances and respective interest rates.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Trading revenue
Trading
Schwab generates the majority of its trading revenue
includes commission and principal transaction revenues.through commissions earned for executing trades for clients. Commission
revenue is affected by the number of revenue trades executed and the average revenue earned per revenue trade. Principal transaction revenue is primarily comprised of revenue from trading activity in fixed income securities with clients. To accommodate clients’ fixed income trading activity, the Company maintains positions in fixed income securities, including U.S. state and municipal debt obligations, U.S. Government and corporate debt, and other securities. The difference between the price at which the Company buys and sells securities to and from its clients and other broker-dealers isrevenues are recognized as
principal transaction revenue. Principal transaction revenue also includes adjustments toservices are performed at the
fair valuetime of
these securities positions.execution (i.e., on the trade date).
Cash and cash equivalents
The Company
Schwab considers all highly liquid investments
with original maturities ofthat mature in three months or less
from the time of acquisition and that are not segregated and on deposit for regulatory purposes to be cash equivalents. Cash and cash equivalents include money market funds, deposits with banks, certificates of deposit, commercial paper, and U.S. Treasury securities. Cash and cash equivalents also include balances that Schwab Bank maintains at the Federal Reserve
Bank.Bank (FRB).
Cash and investments segregated and on deposit for regulatory purposes
Cash and investments segregated and on deposit for regulatory purposes include securities purchased under agreements to resell (resale agreements), which are collateralized by U.S. Government and agency securities. Resale agreements are accounted for as collateralized financing transactions that are recorded at their contractual amounts plus accrued interest. The Company obtains control of collateral with a market value equal to or in excess of the principal amount loaned and accrued interest under resale agreements. Collateral is valued daily by the Company, with additional collateral obtained to ensure full collateralization. Cash and investments segregated also include certificates of deposit and U.S. Government securities. Certificates of deposit and U.S. Government securities are recorded at fair value. Pursuant to applicable regulations, clientthe SEC’s Customer Protection Rule, cash balances not used forcollateralizing margin lendingpositions and not swept to money market funds or bank deposit accounts, are segregated into investment accounts maintainedby Schwab for the exclusive benefit of clients by the Company’s broker-dealer subsidiaries.clients.
Receivables from brokerage clients
Receivables from brokerage clients
includesinclude margin loans to securities brokerage clients and other trading receivables from clients. Margin loans are collateralized by client securities and are carried at the amount receivable, net of an allowance for doubtful accounts. The Company monitors margin levels and requires clients to deposit additional collateral, or reduce margin positions to meet minimum collateral requirements if the fair value of the collateral changes. Receivables from brokerage clients that remain unsecured or partially secured for more than 30 days are fully reserved for in the allowance for doubtful accounts, except in the case of confirmed fraud, which is reserved immediately. Clients with margin loans have agreed to allow
the CompanySchwab to pledge collateralized securities in accordance with federal regulations. The collateral is not reflected in the consolidated financial statements.
The allowance for doubtful accounts for brokerage clients and related activity was immaterial for all periods presented.
Other securities owned are recorded at fair value based on quoted market prices or other observable market data. Unrealized gains and losses are included in trading revenue.
Investment
Securitiessecurities
AFS securities are recorded at fair value and unrealized gains and losses are reported, net of taxes, in AOCI included in stockholders’ equity. HTM securities are recorded at amortized cost based on the Company’s positive intent and ability to hold these securities to maturity. Realized gains and losses from sales of AFS securities are determined on a specific identification basis and are included in other revenue.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Management evaluates whether investment securities are OTTI on a quarterly basis. Debt securities with unrealized losses are considered OTTI if the Company intends to sell the security or if it is more likely than not that the Company will be required to sell such security before any anticipated recovery. If management determines that a security is OTTI under these circumstances, the impairment recognized in earnings is measured as the entire difference between amortized cost and fair value.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
A security is also OTTI if management does not expect to recover all of the amortized cost of the security. In this circumstance, the impairment recognized in earnings represents the estimated credit loss, and is measured by the difference between the present value of expected cash flows and the amortized cost of the security. Where appropriate,
management utilizes cash flow models
to estimate the expected future cash flow from the securitiesare utilized to estimate the credit
loss. Expectedloss on a discounted cash
flows are discountedflow basis using the security’s effective interest rate.
The evaluation of whether
the Company expectswe expect to recover the amortized cost of a security is inherently judgmental. The evaluation
includes the consideration ofconsiders multiple factors including: the magnitude and duration of the unrealized loss; the financial condition of the issuer; the payment structure of the security; external credit ratings;
our internal credit ratings; for asset-backed securities, the amount of credit support provided by the structure of the security to absorb credit losses on the underlying collateral; recent events specific to the issuer and the issuer’s industry; and whether
the Company has received all scheduled principal and interest
payments.payments have been received.
Securities borrowed and securities loaned
Securities borrowed require
the CompanySchwab to deliver cash to the lender in exchange for securities and are included in receivables from brokers, dealers, and clearing organizations. For securities loaned,
the CompanySchwab receives collateral in the form of cash in an amount equal to or greater than the market value of securities loaned. Securities loaned are included in payables to brokers, dealers, and clearing organizations. The
Company monitors the market value of securities borrowed and loaned
are monitored, with additional collateral obtained or refunded to ensure full collateralization. Fees received or paid are recorded in interest revenue or interest expense.
Bank loans and related allowance for loan losses
Bank loans are recorded at their contractual principal amounts and include unamortized direct origination costs or net purchase discounts or premiums. Direct origination costs and premiums and discounts are recognized in interest revenue using the effective interest method over the contractual life of the loan and are adjusted for actual prepayments. Additionally, loans are recorded net of an allowance for loan losses. The
Company’s loan portfolio includes four loan types: First Mortgages, HELOCs, PALs and other loans.
LoanWe use these segments
are defined as the level to which the Company disaggregates its loan types when developing and documenting
aour methodology for determining the allowance for loan losses.
PALs are collateralized by marketable securities with liquid markets. Credit lines are over-collateralized dependent on the type of security pledged. Collateral market value is monitored on a daily basis and a borrower’s committed line may be reduced or collateral may be liquidated if the collateral is in danger of falling below specified levels. As such, the loss inherent within this portfolio is limited.
The Company
Schwab records an allowance for loan losses through a charge to earnings based on
management’sour estimate of probable losses in the existing portfolio.
Management reviewsWe review the allowance for loan losses quarterly, taking into consideration current economic conditions, the composition of the existing loan portfolio, past loss experience, and risks inherent in the portfolio to ensure that the allowance for loan losses is maintained at an appropriate level.
The methodology to establish an allowance for loan losses utilizes statistical models that estimate prepayments, defaults, and probable losses for the loan segments based on predicted behavior of individual loans within the segments. The methodology considers the effects of borrower behavior and a variety of factors including, but not limited to, interest rates, housing price movements as measured by a housing price index, economic conditions, estimated defaults and foreclosures measured by historical and expected delinquencies, changes in prepayment speeds, LTV ratios, past loss experience, estimates of future loss severities, borrower credit risk, and the adequacy of collateral. The methodology also evaluates concentrations in the loan types, including loan products within those types, year of origination, and geographical distribution of collateral.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Probable losses are forecast using a loan-level simulation of the delinquency status of the loans over the term of the loans. The simulation starts with the current relevant risk indicators, including the current delinquent status of each loan, the estimated current LTV ratio (Estimated Current LTV) of each loan, the term and structure of each loan, current key interest rates including U.S. Treasury and LIBOR rates, and borrower FICO scores. The more significant variables in the simulation include delinquency roll rates, loss severity, housing prices, and interest rates. Delinquency roll rates (i.e., the rates at which loans transition through delinquency stages and ultimately result in a loss) are estimated from the Company’sour historical loss experience adjusted for current trends and market information. Loss severity estimates are based on the Company’sour historical loss experience and
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
market trends. The estimated loss severity (i.e., loss given default) used in the allowance for loan loss methodology for HELOC loans is higher than that used in the methodology for First Mortgages. Housing price trends are derived from historical home price indices and econometric forecasts of future home values. Factors affecting the home price index include housing inventory, unemployment, interest rates, and inflation expectations. Interest rate projections are based on the current term structure of interest rates and historical volatilities to project various possible future interest rate paths.
This methodology results in loss factors that are applied to the outstanding balances to determine the allowance for loan loss for each loan type.
The Company
Schwab considers loan modifications in which it makes an economic concession to a borrower experiencing financial difficulty to be troubled debt restructurings
(TDR)(TDRs).
Nonaccrual, Nonperforming and Impaired loans
First Mortgages, HELOCs, PALs, and other loans are placed on nonaccrual status upon becoming 90 days past due as to interest or principal (unless the loans are well-secured and in the process of collection), or when the full timely collection of interest or principal becomes uncertain, including loans to borrowers who have filed for bankruptcy.
For the portion of the HELOC
portfolio for which the Company is able to track the delinquency status on the associated firstloans secured by a second lien
loan, the Company places a HELOCare placed on non-accrual status if the associated first
mortgagelien is 90 days or more delinquent, regardless of the payment status of the HELOC. When a loan is placed on nonaccrual status, the accrued and unpaid interest receivable is reversed and the loan is accounted for on the cash or cost recovery method until qualifying for return to accrual status. Generally, a nonaccrual loan may be returned to accrual status when all delinquent interest and principal is repaid and the borrower demonstrates a sustained period of performance, or when the loan is both well-secured and in the process of collection and collectability is no longer doubtful. Loans on nonaccrual status and other real estate owned are considered nonperforming assets. Nonaccrual loans, other real estate owned, and TDRs are considered impaired assets, as it is probable
the Companywe will not collect all amounts due.
The Company charges off a loan in the period that it is deemed uncollectible and records a reduction in the allowance for loan losses and the loan balance.
The Company’sOur charge-off policy for First Mortgage and HELOC loans is to assess the value of the property when the loan has been delinquent for 180 days or has been discharged in bankruptcy proceedings, regardless of whether or not the property is in foreclosure, and charge-off the amount of the loan balance in excess of the estimated current value of the underlying property less estimated costs to sell.
Equipment, office facilities, and property
Equipment, office facilities, and property are recorded at cost net of accumulated depreciation and amortization, except for land, which is recorded at cost. Equipment, and office facilities, and property include certain capitalized costs of acquired or internally developed software. Costs for internally developed software are capitalized when the costs relate to development of approved projects for our internal needs that result in additional functionality. Costs related to preliminary project and post-project activities are expensed as incurred. Equipment, office facilities, and property (other than land) are depreciated on a straight-line basis over antheir estimated useful life of five to tenlives. Estimated useful lives are as follows:
|
| |
| Equipment and office facilities | 5 to 10 years |
| Buildings | 20 to 40 years |
| Software | 3 or 5 years (1) |
| Leasehold improvements | Lesser of useful life or lease term |
(1) Amortized over contractual term if less than three years. Buildings are depreciated on a straight-line basis over 20 to 40 years. Leasehold improvements are amortized on a straight-line basis over the shorter of the estimated useful life of the asset or the term of the lease. Software and certain costs incurred for purchasing or developing software for internal use are amortized on a straight-line basis over an estimated useful life of three or five years.
Equipment, office facilities, and property are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Goodwill represents the fair value of acquired businesses in excess of the fair value of the individually identified net assets acquired. Goodwill is not amortized but is tested for impairment annually or whenever indications of impairment exist. The Company’sImpairment exists when the carrying amount of goodwill exceeds its implied fair value, resulting in an impairment charge for this excess. Our annual impairment testing date is April 1st. The CompanySchwab can elect to qualitatively assess goodwill for impairment if it is more likely than not that the fair value of a reporting unit exceeds its carrying value. A qualitative assessment considers macroeconomic and other industry-specific factors, such as trends in short-term and long-term interest rates and the ability to access capital, and Company specific factors such as market capitalization in excess of net assets, trends in revenue generating activities, and merger or acquisition activity.
If the Company elects to bypass qualitatively assessing goodwill, or it is not more likely than not that the fair value of a reporting unit exceeds its carrying value, management estimates the fair values of each of the Company’s reporting units (defined as the Company’s businesses for which financial information is available and reviewed regularly by management) and compares it to their carrying values.
Based onThe estimated fair values of the
Company’s analysis, fair value significantly exceeded the carrying value for all reporting units
are established using an income approach based on a discounted cash flow model that includes significant assumptions about the future operating results and cash flows of each reporting unit, a market approach which compares each reporting unit to comparable companies in their respective industries, as
of its annual testing date.well as a market capitalization analysis.
Intangible assets
Intangible
Finite-lived intangible assets are amortized over their useful lives in a manner that best reflects their economic benefit.
IntangibleAll intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable.
The Company does not have any indefinite-lived intangible assets.
Low-Income Housing Tax Credit (LIHTC) Investments
As part of
the Company’sour community reinvestment initiatives,
the CompanySchwab invests with other institutional investors in funds that make equity investments in multifamily affordable housing properties. The Company receives tax credits and other tax benefits for these investments.
The Company accountsWe account for investments in qualified affordable housing projects using the proportional amortization method if
certain criteriathe applicable requirements are met. The proportional amortization method amortizes the cost of the investment over the period in which the investor expects to receive tax credits and other tax benefits, and the resulting amortization is recognized as a component of
income tax expense attributable to continuing operations.taxes on income. The carrying value of LIHTC investments is included in other assets on the consolidated balance sheets. Unfunded commitments related to LIHTC investments are included in accrued expenses and other liabilities on the consolidated balance sheets.
Guarantees and indemnifications
The Company
Schwab recognizes, at the inception of a guarantee, a liability equal to the estimated fair value of the obligation undertaken in issuing the guarantee. The fair values of obligations relating to guarantees are estimated based on transactions for similar guarantees or expected present value measures.
Advertising and market development
Advertising and market development activities include the cost to produce and distribute marketing campaigns as well as client incentives and discounts. Such costs are generally expensed when incurred.
Schwab provides for income taxes on all transactions that have been recognized in the consolidated financial statements. Accordingly, deferred tax assets are adjusted to reflect the tax rates at which future taxable amounts will likely be settled or realized. The effects of tax rate changes on future deferred tax assets and deferred tax liabilities, as well as other changes in income tax laws, are recorded in earnings in the period during which such changes are enacted.
The Company’s unrecognizedUnrecognized tax benefits, which are included in accrued expenses and other liabilities, represent the difference between positions taken on tax return filings and estimated potential tax settlement outcomes. Accrued interest relating to unrecognized tax benefits is recorded in
taxes on income
tax expense and penalties are recorded in other expense.
- 62 -
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Share-based compensation includes employee and board of director stock options and restricted stock units.
The CompanySchwab measures compensation expense for these share-based payment arrangements based on their estimated fair values as of the
unit’s grant date. The fair value of the share-based award is recognized over the vesting period as share-based compensation. Share-based compensation expense is based on units expected to vest and therefore is reduced for estimated forfeitures.
ForfeituresPer the Company’s accounting policy election, forfeitures are estimated at the time of grant
and reviewed annually based on the Company’s historical forfeiture
experience and revisedexperience. Share-based compensation expense is adjusted in subsequent periods if actual forfeitures differ from
those estimates. Theestimated forfeitures. Beginning January 1, 2017, the excess tax benefits
or deficiencies from the exercise of stock options and the vesting of restricted stock units are recorded in
additional paid-in capital.taxes on income.
Fair values of assets and liabilities
Fair value is defined as the price that would be received to sell an asset or the price paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurement accounting guidance describes the fair value hierarchy for disclosing assets and liabilities measured at fair value based on the inputs used to value them. The fair value hierarchy maximizes the use of observable inputs and minimizes the use of unobservable inputs. Observable inputs are based on market pricing data obtained from sources independent of the Company. A quoted price in an active market provides the most reliable evidence of fair value and is generally used to measure fair value whenever available.
Unobservable inputs reflect management’s judgment about the assumptions market participants would use in pricing the asset or liability. Where inputs used to measure fair value of an asset or liability are from different levels of the hierarchy, the asset or liability is categorized based on the lowest level input that is significant to the fair value measurement in its entirety. Assessing the significance of a particular input requires judgment. The fair value hierarchy includes three levels based on the objectivity of the inputs as follows:
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| | Level 1 inputs are quoted prices in active markets as of the measurement date for identical assets or liabilities that the Company has the ability to access. |
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| | Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include quoted prices for similar assets and liabilities in active markets, and inputs other than quoted prices that are observable for the asset or liability, such as interest rates, benchmark yields, issuer spreads, new issue data, and collateral performance. |
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| | Level 3 inputs are unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability. |
The Company’s policy is to recognize transfers of financial instruments between levels as of the beginning of the reporting period in which a transfer occurs.
Assets and liabilities measured at fair value on a recurring basis
The Company’s
Schwab’s assets and liabilities measured at fair value on a recurring basis include certain cash equivalents, certain investments segregated and on deposit for regulatory purposes, other securities owned, and AFS securities. The Company uses the market approach to determine the fair value of assets and liabilities. When available, the Company uses quoted prices in active markets to measure the fair value of assets and liabilities. When utilizing market data and bid-ask spread, the Company uses the price within the bid-ask spread that best represents fair value. When quoted prices do not exist, the Company uses prices obtained from independent third-party pricing services to measure the fair value of investment assets.
The CompanyWe generally
obtainsobtain prices from at least three independent pricing sources for assets recorded at fair value.
The Company’s
Our primary independent pricing service provides prices based on observable trades and discounted cash flows that incorporate observable information such as yields for similar types of securities (a benchmark interest rate plus observable spreads) and weighted-average maturity for the same or similar “to-be-issued” securities.
The Company comparesWe compare the prices obtained from
itsthe primary independent pricing service to the prices obtained from the additional independent pricing services to determine if the price obtained from the primary independent pricing service is reasonable.
The Company
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Schwab does not adjust the prices received from independent third-party pricing services unless such prices are inconsistent with the definition of fair value and result in a material difference in the recorded amounts.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Fair value of other financial instruments
Descriptions of the valuation methodologies and assumptions used to estimate the fair value of other financial instruments are described below.
The Company’sOur financial instruments not recorded at fair value but for which fair value can be approximated and disclosed include:
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Cash and cash equivalents are short-term in nature and accordingly are recorded at amounts that approximate fair value. |
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| | Cash and investments segregated and on deposit for regulatory purposes include cash and securities purchased under resale agreements. Securities purchased under resale agreements are short-term in nature and are backed by collateral that both exceeds the carrying value of the resale agreement and is highly liquid in nature. Accordingly, the carrying values of these financial instruments approximate their fair values.
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| | Receivables from/payables to brokers, dealers, and clearing organizations are short-term in nature, recorded at contractual amounts and historically have been settled at those values. Accordingly, the carrying values of these financial instruments approximate their fair values.
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| | Receivables from/payables to brokerage clients — net are short-term in nature, recorded at contractual amounts and historically have been settled at those values. Accordingly, the carrying values of these financial instruments approximate their fair values.
|
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| | HTM securities – The fair values of HTM securities are obtained using an independent third-party pricing service similar to investment assets recorded at fair value as discussed above.
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| | Bank loans – The fair values of the Company’s First Mortgages and HELOCs are estimated based on prices of mortgage-backed securities collateralized by similar types of loans. PALs are non-purpose revolving lines of credit secured by eligible assets; accordingly, the carrying values of these loans approximate their fair values.
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| ·
| | Financial instruments included in other assets primarily consist of LIHTC investments, cost method investments and FHLB stock, whose carrying values approximate their fair values. FHLB stock is recorded at par, which approximates its fair value.
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| | Bank deposits have no stated maturity and are recorded at the amount payable on demand as of the balance sheet date. The Company considers the carrying values of these deposits to approximate their fair values.
|
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| | Financial instruments included in accrued expenses and other liabilities consist of drafts payable and certain amounts due under contractual obligations, including unfunded LIHTC commitments. The carrying values of these instruments approximate their fair values.
|
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| | Short-term borrowings consist of commercial paper and funds drawn on Schwab Bank’s secured credit facility with the Federal Home Loan Bank of San Francisco. Due to the short-term nature of these borrowings, carrying value approximates fair value.
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| ·
| | Long-term debt – Except for the finance lease obligation, the fair values of long-term debt are estimated using indicative, non-binding quotes from independent brokers. The Company validates indicative prices for its debt through comparison to other independent non-binding quotes. The finance lease obligation is recorded at carrying value, which approximates fair value.
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- 64 -are short-term in nature and accordingly are recorded at amounts that approximate fair value.
Cash and investments segregated and on deposit for regulatory purposes include cash and securities purchased under resale agreements. Securities purchased under resale agreements are short-term in nature and are backed by collateral that both exceeds the carrying value of the resale agreement and is highly liquid in nature. Accordingly, the carrying values of these financial instruments approximate their fair values.
Receivables from/payables to brokers, dealers, and clearing organizations are short-term in nature, recorded at contractual amounts and historically have been settled at those values. Accordingly, the carrying values of these financial instruments approximate their fair values.
Receivables from/payables to brokerage clients — net are short-term in nature, recorded at contractual amounts and historically have been settled at those values. Accordingly, the carrying values of these financial instruments approximate their fair values.
HTM securities – The fair values of HTM securities are obtained using an independent third-party pricing service similar to investment assets recorded at fair value as discussed above.
Bank loans – The fair values of First Mortgages and HELOCs are estimated based on prices of mortgage-backed securities collateralized by similar types of loans. PALs are non-purpose revolving lines of credit secured by eligible assets; accordingly, the carrying values of these loans approximate their fair values.
Financial instruments included in other assets primarily consist of LIHTC investments, cost method investments and FHLB stock, whose carrying values approximate their fair values. FHLB stock is recorded at par, which approximates its fair value.
Bank deposits – Substantially all bank deposits have no stated maturity and are recorded at the amount payable on demand as of the balance sheet date. The carrying values of these deposits approximate their fair values.
Financial instruments included in accrued expenses and other liabilities consist of drafts payable and certain amounts due under contractual obligations, including unfunded LIHTC commitments. The carrying values of these instruments approximate their fair values.
Short-term borrowings consist of commercial paper, borrowings on Schwab’s uncommitted, unsecured bank credit lines, and funds drawn on Schwab Bank’s secured credit facility with the Federal Home Loan Bank of San Francisco. Due to the short-term nature of these borrowings, carrying value approximates fair value.
Long-term debt – Except for the finance lease obligation, the fair values of long-term debt are estimated using indicative, non-binding quotes from independent brokers. The Company validates indicative prices for its debt through comparison to other independent non-binding quotes. The finance lease obligation is recorded at carrying value, which approximates fair value.
Firm commitments to extend credit – Schwab extends credit to banking clients through HELOCs and PALs. The Company considers the fair value of these unused commitments to not be material because the interest rates earned on these balances are based on floating interest rates that reset monthly.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
| ·
| | Firm commitments to extend credit – The Company extends credit to banking clients through HELOCs and PALs. The Company considers the fair value of these unused commitments to not be material because the interest rates earned on these balances are based on floating interest rates that reset monthly.
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Adoption of New Accounting Standards
On January 1, 2016, the Company adopted ASU 2015-02, “Consolidation (Topic 810),” which amends the analysis a reporting entity must perform to determine whether it should consolidate certain types of legal entities. The new guidance is applicable to all entities but provides an exception for reporting entities with interests in legal entities that are required to comply with or operate in accordance with requirements that are similar to those in Rule 2a-7 of the Investment Company Act of 1940 for registered money market funds. The adoption of ASU 2015-02 did not have an impact on the Company’s consolidated financial statements or EPS, as the new guidance did not change any consolidation conclusions reached in accordance with the previous guidance.
On January 1, 2016, the Company adopted ASU 2015-03, “Interest – Imputation of Interest (Subtopic 835-30).” ASU 2015-03 requires debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. Previously, debt issuance costs were presented as a separate asset on the balance sheet. The guidance in ASU 2015-03 has been applied on a retrospective basis, which requires the adjustment of all prior period consolidated balance sheets. The effect of the adoption on the Company’s December 31, 2015 consolidated balance sheet was to decrease other assets and total assets by $13 million and to decrease long-term debt and total liabilities by $13 million. The Company considers the reclassifications immaterial.
On January 1, 2016, the Company also adopted ASU 2015-05, “Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40),” which provides new guidance that clarifies customers’ accounting for fees paid in a cloud computing arrangement. Under the new guidance, if a cloud computing arrangement includes a software license, the customer shall account for the software license element of the arrangement consistent with the acquisition of other software licenses. If the cloud computing arrangement does not include a software license, the customer shall account for the arrangement as a service contract. The guidance applies to all new arrangements entered into after January 1, 2016. The adoption of ASU 2015-05 did not have an impact on the Company’s financial statements or EPS.
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| Standard | Description | Required Date of Adoption | Effects on the Financial Statements or Other Significant Matters |
| ASU 2016-09, “Stock Compensation - Improvements to Employee Share-Based Payment Accounting (Topic 718)” | Requires entities to recognize the income tax effects for the difference between GAAP and federal income tax treatment (i.e., excess tax benefit or deficiency) of share-based awards in the income statement when the awards vest or are settled, rather than recording such effects in additional paid-in capital.
Provides entities with an accounting policy election to account for the impact of forfeitures of awards on compensation expense as they occur or continue with the current practice of estimating forfeitures at the grant date to determine the number of awards expected to vest and adjusting that estimate as necessary.
| January 1, 2017 | The Company’s taxes on income were reduced by approximately $87 million in 2017. Future effects will depend on the Company’s share price, restricted stock vesting, and the volume of equity incentive options exercised.
The Company made an accounting policy election to continue its current practice of estimating forfeitures. |
New Accounting Standards Not Yet Adopted
In May 2014, the Financial Accounting Standards Board (FASB) issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606),” which provides new guidance on revenue recognition. The guidance clarifies that revenue from contracts with customers should be recognized in a manner that depicts the timing of the related transfer of goods or performance of services at an amount that reflects the expected consideration. The FASB has subsequently issued several amendments to the standard, including deferral of the effective date until January 1, 2018, clarification of principal versus agent considerations, narrow scope improvements and other technical corrections. Entities may elect either full or modified retrospective transition. Full retrospective transition will require a cumulative effect adjustment to retained earnings as of the earliest comparative period presented. Modified retrospective transition will require a cumulative effect adjustment to retained earnings as of the beginning of the reporting period in which the entity first applies the new guidance.
The Company plans to adopt the revenue recognition guidance in the first quarter of 2018. The guidance does not apply to revenue associated with financial instruments, including loans and securities that are accounted for under other U.S. GAAP. Accordingly, the Company does not expect an impact to net interest revenue. While the Company has not yet identified any changes in the timing of revenue recognition, the Company’s review is ongoing. The Company is evaluating the impact the new standard will have on the presentation of certain revenue streams (gross versus net reporting) and the capitalization of contract costs. The Company has not yet selected a transition method and continues to evaluate the impact the new guidance will have on its financial statements and EPS.
In January 2016, the FASB issued ASU 2016-01, “Financial Instruments – Overall (Subtopic 825-10),” which will become effective January 1, 2018. This new guidance addresses certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The main provisions of the guidance include (i) most equity investments are to be measured at fair value with changes in fair value recognized in net income, except for those accounted for under the equity method or those that do not have readily determinable fair values for which a practical expedient can be elected, (ii) requires
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| | | |
| Standard | Description | Required Date of Adoption | Effects on the Financial Statements or Other Significant Matters |
| ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)” and related ASUs | Clarifies that revenue from contracts with clients should be recognized in a manner that depicts the timing of the related transfer of goods or performance of services at an amount that reflects the expected consideration.
Adoption allows either full or modified retrospective transition. Full retrospective transition will require a cumulative effect adjustment to retained earnings as of the earliest comparative period presented. Modified retrospective transition will require a cumulative effect adjustment to retained earnings as of the beginning of the reporting period in which the entity first applies the new guidance. | January 1, 2018 | The guidance does not apply to revenue earned from the Company’s loans and securities. Accordingly, net interest revenue will not be impacted. The primary impact for the Company will be the capitalization of sales commissions paid to employees for obtaining new contracts with clients on the consolidated balance sheets. These capitalized costs will result in an asset of $219 million and a related deferred tax liability of $51 million upon adoption. The asset will subsequently be amortized to expense over time as the related revenues are recognized. The Company does not expect this guidance will have a material impact on its EPS.
The Company adopted the revenue recognition guidance as of January 1, 2018 using the modified retrospective method. The Company’s implementation work is now substantially complete. |
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THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
the use of an exit price notion when measuring the fair value of financial instruments for disclosure purposes, and (iii) requires separate presentation of financial assets and financial liabilities by measurement category and form of financial instrument on the balance sheet or in the accompanying notes. The Company does not expect the adoption of ASU 2016-01 will have a material impact on its financial statements and EPS.
In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842)” which amends the accounting for leases by lessees and lessors. The primary change as a result of the new standard is the recognition of right-of-use assets and lease liabilities by lessees for those leases classified as operating leases. Additional changes include accounting for lease origination and executory costs, required lessee reassessments during the lease term due to changes in circumstances and expanded lease disclosures. ASU 2016-02 will become effective January 1, 2019, with early adoption permitted, and requires entities to apply the new guidance using a modified retrospective transition. Modified retrospective transition requires entities to apply the new guidance as of the beginning of the earliest comparative period presented in the financial statements in which the entity first applies the new standard. Certain transition reliefs are permitted if elected by the entity. The adoption of ASU 2016-02 will result in the Company recognizing a right-of-use asset and lease liability on the consolidated balance sheet based on the present value of remaining operating lease payments (see Note 14 for the undiscounted future annual minimum rental commitments for operating leases). The Company does not expect the adoption of ASU 2016-02 will have a material impact on its EPS.
In March 2016, the FASB issued ASU 2016-09, “Stock Compensation – Improvements to Employee Share-Based Payment Accounting (Topic 718)” which amends certain aspects of how an entity accounts for share-based payments to employees. The new guidance requires entities to recognize the income tax effects for the difference between GAAP and federal income tax treatment of share-based awards in the income statement when the awards vest or are settled, rather than recording such effects in additional paid-in capital. Entities will also be permitted to elect to account for forfeitures of share-based payments as they occur or continue with current practice, which requires estimating the number of awards expected to be forfeited and adjusting the estimate when it is likely to change. ASU 2016-09 became effective January 1, 2017. The change in recognition of income tax effects of share-based awards will be applied prospectively. If an entity elects to account for forfeitures of share-based payments as they occur, such change will be applied using a modified retrospective transition method, with a cumulative-effect adjustment to retained earnings. The adoption of ASU 2016-09 will result in the Company recognizing the income tax effects of share-based awards in the income statement, thus impacting the Company’s EPS on a prospective basis. The impact of this new guidance is largely dependent on the Company’s future share price at the date of restricted stock unit vest or option exercise and, thus, is not practicable to estimate. The impact of ASU 2016-09 will likely disproportionately occur during the fourth quarter of each year due to the Company’s historic practice of granting the majority of equity compensation in that period. For historical perspective only, if ASU 2016-09 had been in effect for year ended 2016, the Company’s taxes on income as presented in the consolidated statements of income would have been reduced by $48 million and EPS increased by $0.04.
In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” which provides new guidance for recognizing impairment of most debt instruments measured at amortized cost, including loans and HTM debt securities. The new guidance will require estimating expected credit losses (CECL) over the remaining life of an instrument or a portfolio of instruments with similar risk characteristics based on relevant information about past events, current conditions and reasonable forecasts. The initial estimate of and the subsequent changes in CECL will be recognized as credit loss expense through current earnings and will be reflected as an allowance for credit losses offsetting the carrying value of the financial instrument(s) on the balance sheet. The new guidance also amends the OTTI model for AFS debt securities by requiring the use of an allowance, rather than directly reducing the carrying value of the security, and eliminating consideration of the length of time such security has been in an unrealized loss position as a factor in concluding whether a credit loss exists. ASU 2016-13 will become effective January 1, 2020, with early adoption permitted as of January 1, 2019. The new guidance will be applied through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the entity applies the new guidance except that a prospective transition is required for AFS debt securities for which an OTTI had been recognized before the effective date. The Company is currently evaluating the impact of this new guidance on its financial statements and EPS.
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| Standard | Description | Required Date of Adoption | Effects on the Financial Statements or Other Significant Matters |
| ASU 2016-01, “Financial Instruments - Overall (Subtopic 825-10)” | Requires: (i) equity investments to be measured at fair value, with changes in fair value recognized in net income, unless the equity method is applied or the equity investments do not have readily determinable fair values in which case a practical alternative may be elected; (ii) use of an exit price when measuring the fair value of financial instruments for disclosures; (iii) separate presentation of financial assets and liabilities by measurement category and form of instrument on the balance sheet or in the accompanying notes.
Adoption requires a cumulative effect adjustment to the balance sheet as of the beginning of the year of initial application, except for certain changes that require prospective adoption. | January 1, 2018 | The Company does not expect this guidance will have a material impact on its financial statements, including EPS. |
| ASU 2016-02, “Leases (Topic 842)” | Amends the accounting for leases by lessees and lessors. The primary change from the new guidance is the recognition of right-of-use assets and lease liabilities by lessees for those leases classified as operating leases. Additional changes include accounting for lease origination and executory costs, required lessee reassessments during the lease term due to changes in circumstances, and expanded lease disclosures.
Adoption requires modified retrospective transition as of the beginning of the earliest comparative period presented in the financial statements in which the entity first applies the new standard. Certain transition relief is permitted if elected by the entity. | January 1, 2019 | The Company does not expect this guidance will have a material impact on its EPS, but it will result in a gross up of the consolidated balance sheets due to recognition of right-of-use assets and lease liabilities based on the present value of remaining operating lease payments (see Note 13 for the undiscounted rental commitments for operating leases).
The Company is evaluating its adoption method due to a recently proposed ASU that provides an alternative adoption method. The Company is refining its methodology to estimate the right of use assets and lease liabilities and working on system updates to apply the lease accounting changes. The full population of contracts that may be subject to balance sheet recognition is still being evaluated, but is nearly complete. The Company has further work to perform related to disclosures. |
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THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
3.
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| Standard | Description | Required Date of Adoption | Effects on the Financial Statements or Other Significant Matters |
| ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” | Provides guidance for recognizing impairment of most debt instruments measured at amortized cost, including loans and HTM debt securities. Requires estimating current expected credit losses (CECL) over the remaining life of an instrument or a portfolio of instruments with similar risk characteristics based on relevant information about past events, current conditions, and reasonable forecasts. The initial estimate of, and the subsequent changes in, CECL will be recognized as credit loss expense through current earnings and will be reflected as an allowance for credit losses offsetting the carrying value of the financial instrument(s) on the balance sheet. Amends the OTTI model for AFS debt securities by requiring the use of an allowance, rather than directly reducing the carrying value of the security, and eliminating consideration of the length of time such security has been in an unrealized loss position as a factor in concluding whether a credit loss exists.
Adoption requires a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the entity applies the new guidance except that a prospective transition is required for AFS debt securities for which an OTTI has been recognized prior to the effective date. | January 1, 2020 (early adoption permitted) | The Company is currently evaluating the impact of this guidance on its financial statements, including EPS. Initial implementation work performed to date has focused on evaluating the Company’s impacted assets, including loans and investment securities. The Company has also been evaluating its current data and system capabilities and considering additional data sources and system enhancements. Additional work to be completed includes an in-depth analysis for each impacted asset type, selection of methods, and changes to policies and procedures. |
| ASU 2017-08, “Receivables - Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities” | Shortens the amortization period for the premium on certain callable debt securities to the earliest call date. The amendments are applicable to any purchased individual debt security with an explicit and noncontingent call feature with a fixed price on a preset date. ASU 2017-08 does not impact the accounting for callable debt securities held at a discount.
Adoption requires modified retrospective transition as of the beginning of the period of adoption through a cumulative-effect adjustment to retained earnings. | January 1, 2019 (early adoption permitted)
| The Company is currently evaluating the impact of adopting this guidance on its financial statements, including EPS. |
Receivables from and Payables
THE CHARLES SCHWAB CORPORATION
Notes to
Brokerage ClientsConsolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
| |
| 3. | Receivables from and Payables to Brokerage Clients |
Receivables from and payables to brokerage clients are detailed below:
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December 31, | | | 2016 | | | 2015 |
Receivables | | | | | | | | |
Margin loans, net of allowance for doubtful accounts | | $ | 15,257 | | | $ | 15,818 | |
Other brokerage receivables | | | 1,898 | | | | 1,495 | |
Receivables from brokerage clients – net | | $ | 17,155 | | | $ | 17,313 | |
| | | | | | | | |
Payables | | | | | | | | |
Interest-bearing payables | | $ | 28,336 | | | $ | 26,584 | |
Non-interest-bearing payables | | | 7,558 | | | | 6,601 | |
Payables to brokerage clients | | $ | 35,894 | | | $ | 33,185 | |
4.
|
| | | | | | | |
| December 31, | 2017 | | 2016 |
| Receivables | | | |
| Margin loans, net of allowance for doubtful accounts | $ | 18,331 |
| | $ | 15,257 |
|
| Other brokerage receivables | 2,245 |
| | 1,898 |
|
Receivables from brokerage clients — net | $ | 20,576 |
| | $ | 17,155 |
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| | | | |
| Payables | | | |
| Interest-bearing payables | $ | 22,840 |
| | $ | 28,336 |
|
| Non-interest-bearing payables | 8,403 |
| | 7,558 |
|
| Payables to brokerage clients | $ | 31,243 |
| | $ | 35,894 |
|
At December 31, 2017 and 2016, approximately 22% and 23%, respectively, of CS&Co’s total client accounts were located in California.
A summary of other securities owned is as follows:
| | | | | | | | |
December 31, | | | 2016 | | | 2015 |
Equity and bond mutual funds | | $ | 272 | | | $ | 205 | |
Schwab Funds® money market funds | | | 108 | | | | 261 | |
State and municipal debt obligations | | | 41 | | | | 50 | |
Equity, U.S. Government and corporate debt, and other securities | | | 28 | | | | 17 | |
Total other securities owned | | $ | 449 | | | $ | 533 | |
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| | | | | | | |
| December 31, | 2017 | | 2016 |
| Equity and bond mutual funds | $ | 318 |
| | $ | 272 |
|
Schwab Funds® money market funds | 135 |
| | 108 |
|
| State and municipal debt obligations | 52 |
| | 41 |
|
| Equity, U.S. Government and corporate debt, and other securities | 34 |
| | 28 |
|
| Total other securities owned | $ | 539 |
| | $ | 449 |
|
Equity and bond mutual funds include inventory maintained to facilitate certain Schwab Funds and third-party mutual fund clients’ transactions, and investments made by the Company relating to itsour deferred compensation plan. The Company’s positions in Schwab Funds® money market funds arise from certain overnight funding of clients’ redemption, check-writing, and debit card activities. State and municipal debt obligations, equity, U.S. Government and corporate debt, and other securities include securities held to meet clients’ trading activities.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
The amortized cost, gross unrealized gains and losses, and fair value of AFS and HTM securities are as follows: | | | | | | | | | | | | |
| | | | | Gross | | Gross | | | |
| | Amortized | | Unrealized | | Unrealized | | Fair |
December 31, 2016 | | Cost | | Gains | | Losses | | Value |
Available for sale securities: | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | $ | 33,167 | | $ | 120 | | $ | 92 | | $ | 33,195 |
Asset-backed securities | | | 20,520 | | | 29 | | | 214 | | | 20,335 |
Corporate debt securities | | | 9,850 | | | 20 | | | 18 | | | 9,852 |
U.S. Treasury securities | | | 8,679 | | | 3 | | | 59 | | | 8,623 |
Certificates of deposit | | | 2,070 | | | 2 | | | 1 | | | 2,071 |
U.S. agency notes | | | 1,915 | | | - | | | 8 | | | 1,907 |
U.S. state and municipal securities | | | 1,167 | | | 2 | | | 46 | | | 1,123 |
Commercial paper | | | 214 | | | - | | | - | | | 214 |
Non-agency commercial mortgage-backed securities | | | 45 | | | - | | | - | | | 45 |
Total available for sale securities | | $ | 77,627 | | $ | 176 | | $ | 438 | | $ | 77,365 |
Held to maturity securities: | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | $ | 72,439 | | $ | 324 | | $ | 1,086 | | $ | 71,677 |
Non-agency commercial mortgage-backed securities | | | 997 | | | 11 | | | 4 | | | 1,004 |
Asset-backed securities | | | 941 | | | - | | | - | | | 941 |
Corporate debt securities | | | 436 | | | - | | | - | | | 436 |
U.S. Treasury securities | | | 223 | | | - | | | 4 | | | 219 |
Commercial paper | | | 99 | | | - | | | - | | | 99 |
U.S. state and municipal securities | | | 68 | | | 1 | | | 1 | | | 68 |
Total held to maturity securities | | $ | 75,203 | | $ | 336 | | $ | 1,095 | | $ | 74,444 |
| | | | | | | | | | | | |
December 31, 2015 | | | | | | | | | |
| | December 31, 2017 | | Amortized
Cost | | Gross Unrealized
Gains | | Gross Unrealized
Losses | | Fair
Value |
Available for sale securities: | | | | | | | | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | $ | 22,014 | | $ | 183 | | $ | 48 | | $ | 22,149 | $ | 20,915 |
| | $ | 53 |
| | $ | 39 |
| | $ | 20,929 |
|
Asset-backed securities | | | 21,784 | | | 7 | | | 306 | | | 21,485 | |
Corporate debt securities | | | 10,764 | | | 14 | | | 31 | | | 10,747 | |
U.S. Treasury securities | | | 5,719 | | | 2 | | | 17 | | | 5,704 | 9,583 |
| | — |
| | 83 |
| | 9,500 |
|
Asset-backed securities (1) | | 9,019 |
| | 34 |
| | 6 |
| | 9,047 |
|
Corporate debt securities (2) | | 6,154 |
| | 16 |
| | 1 |
| | 6,169 |
|
Certificates of deposit | | | 1,685 | | | 1 | | | 3 | | | 1,683 | 2,040 |
| | 2 |
| | 1 |
| | 2,041 |
|
U.S. agency notes | | | 3,177 | | | - | | | 27 | | | 3,150 | 1,914 |
| | — |
| | 8 |
| | 1,906 |
|
U.S. state and municipal securities | | | 414 | | | 10 | | | - | | | 424 | |
Commercial paper (2) | | 313 |
| | — |
| | — |
| | 313 |
|
| Foreign government agency securities | | 51 |
| | — |
| | 1 |
| | 50 |
|
Non-agency commercial mortgage-backed securities | | | 298 | | | 1 | | | - | | | 299 | 40 |
| | — |
| | — |
| | 40 |
|
Other securities | | | 5 | | | - | | | - | | | 5 | |
Total available for sale securities | | $ | 65,860 | | $ | 218 | | $ | 432 | | $ | 65,646 | $ | 50,029 |
| | $ | 105 |
| | $ | 139 |
| | $ | 49,995 |
|
Held to maturity securities: | | | | | | | | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | $ | 48,785 | | $ | 391 | | $ | 293 | | $ | 48,883 | $ | 101,197 |
| | $ | 290 |
| | $ | 1,034 |
| | $ | 100,453 |
|
Asset-backed securities (1) | | 12,937 |
| | 127 |
| | 2 |
| | 13,062 |
|
Corporate debt securities (2) | | 4,078 |
| | 13 |
| | 5 |
| | 4,086 |
|
| U.S. state and municipal securities | | 1,247 |
| | 57 |
| | — |
| | 1,304 |
|
Non-agency commercial mortgage-backed securities | | 999 | | | 6 | | | 20 | | | 985 | 994 |
| | 10 |
| | 5 |
| | 999 |
|
U.S. Treasury securities | | | 223 | | | - | | | 3 | | | 220 | 223 |
| | — |
| | 3 |
| | 220 |
|
| Certificates of deposit | | 200 |
| | — |
| | — |
| | 200 |
|
| Foreign government agency securities | | 50 |
| | — |
| | 1 |
| | 49 |
|
Total held to maturity securities | | $ | 50,007 | | $ | 397 | | $ | 316 | | $ | 50,088 | $ | 120,926 |
| | $ | 497 |
| | $ | 1,050 |
| | $ | 120,373 |
|
| | | |
| | |
| | |
| | |
|
| December 31, 2016 | | |
| | |
| | |
| | |
|
| Available for sale securities: | | |
| | |
| | |
| | |
|
| U.S. agency mortgage-backed securities | | $ | 33,167 |
| | $ | 120 |
| | $ | 92 |
| | $ | 33,195 |
|
| U.S. Treasury securities | | 8,679 |
| | 3 |
| | 59 |
| | 8,623 |
|
Asset-backed securities (1) | | 20,520 |
| | 29 |
| | 214 |
| | 20,335 |
|
Corporate debt securities (2) | | 9,850 |
| | 20 |
| | 18 |
| | 9,852 |
|
| Certificates of deposit | | 2,070 |
| | 2 |
| | 1 |
| | 2,071 |
|
| U.S. agency notes | | 1,915 |
| | — |
| | 8 |
| | 1,907 |
|
Commercial paper (2) | | 214 |
| | — |
| | — |
| | 214 |
|
| Non-agency commercial mortgage-backed securities | | 45 |
| | — |
| | — |
| | 45 |
|
| U.S. state and municipal securities | | 1,167 |
| | 2 |
| | 46 |
| | 1,123 |
|
| Total available for sale securities | | $ | 77,627 |
| | $ | 176 |
| | $ | 438 |
| | $ | 77,365 |
|
| Held to maturity securities: | | |
| | |
| | |
| | |
|
| U.S. agency mortgage-backed securities | | $ | 72,439 |
| | $ | 324 |
| | $ | 1,086 |
| | $ | 71,677 |
|
Asset-backed securities (1) | | 941 |
| | — |
| | — |
| | 941 |
|
Corporate debt securities (2) | | 436 |
| | — |
| | — |
| | 436 |
|
| U.S. state and municipal securities | | 68 |
| | 1 |
| | 1 |
| | 68 |
|
| Non-agency commercial mortgage-backed securities | | 997 |
| | 11 |
| | 4 |
| | 1,004 |
|
| U.S. Treasury securities | | 223 |
| | — |
| | 4 |
| | 219 |
|
Commercial paper (2) | | 99 |
| | — |
| | — |
| | 99 |
|
| Total held to maturity securities | | $ | 75,203 |
| | $ | 336 |
| | $ | 1,095 |
| | $ | 74,444 |
|
- (1) 68Approximately 42% and 47% of Asset-backed securities held as of December 31, 2017 and 2016, respectively, were Federal Family Education Loan Program Asset-Backed Securities. Asset-backed securities collateralized by credit cards represented approximately 40% and 36% of the asset-backed securities held as of December 31, 2017 and 2016, respectively.
(2) -As of December 31, 2017 and 2016, approximately 41% and 49%, respectively, of the total AFS and HTM investments in Corporate debt securities and Commercial paper were issued by institutions in the financial services industry. As of December 31, 2017 and 2016, approximately 22% and 19% of the holdings of these securities were issued by institutions in the information technology industry.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
The increase in the HTM portfolio at December 31, 2017 compared to December 31, 2016 was primarily attributable to the transfer of $24.7 billion of investment securities from the AFS category to the HTM category during the first quarter of 2017. These securities had a total net unrealized loss of $227 million before income tax in AOCI on the date of transfer. The transfer was made to mitigate the potential volatility in regulatory capital from changes in market values in the AFS securities portfolio and the related impact to AOCI once Schwab crosses $250 billion in consolidated assets. The year after Schwab surpasses $250 billion in consolidated assets, it can no longer exclude AOCI from regulatory capital. The transfer included U.S. agency mortgage-backed securities, asset-backed securities, corporate debt securities, and U.S. state and municipal securities. The unrealized holding gains and losses on the date of transfer, are reported as a separate component of AOCI and as an adjustment to the purchase premium and discount on the securities transferred. The separate component of AOCI will be amortized or accreted into interest income over the remaining life of the securities transferred, offsetting the revised premium or discount amortization or accretion on the transferred assets.
Schwab Bank maintains a secured credit facility with the FHLB, and certain investment securities are pledged as collateral in order to secure borrowing capacity. At December 31, 2017, the Company had pledged securities with a fair value of $24.2 billion with the FHLB. Schwab Bank also pledges certain investment securities as collateral to secure borrowing capacity at the FRB discount window, and had pledged securities with a fair value of $2.5 billion as collateral for this facility at December 31, 2017. In addition, Schwab Bank pledges securities issued by federal agencies to secure certain trust deposits. The fair value of these pledged securities was
$181$923 million at December 31,
2016.A summary of securities with unrealized losses, aggregated by category and period of continuous unrealized loss, is as follows:
2017. | | | | | | | | | | | | | | | | | | |
| | Less than | | 12 months | | | | | | |
| | 12 months | | or longer | | Total |
| | Fair | | Unrealized | | Fair | | Unrealized | | Fair | | Unrealized |
December 31, 2016 | | Value | | Losses | | Value | | Losses | | Value | | Losses |
Available for sale securities: | | | | | | | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | $ | 14,816 | | $ | 69 | | $ | 2,931 | | $ | 23 | | $ | 17,747 | | $ | 92 |
Asset-backed securities | | | 1,670 | | | 13 | | | 9,237 | | | 201 | | | 10,907 | | | 214 |
Corporate debt securities | | | 2,407 | | | 17 | | | 653 | | | 1 | | | 3,060 | | | 18 |
U.S. Treasury securities | | | 6,926 | | | 59 | | | - | | | - | | | 6,926 | | | 59 |
Certificates of deposit | | | 474 | | | - | | | 100 | | | 1 | | | 574 | | | 1 |
U.S. agency notes | | | 1,907 | | | 8 | | | - | | | - | | | 1,907 | | | 8 |
U.S. state and municipal securities | | | 956 | | | 46 | | | - | | | - | | | 956 | | | 46 |
Total | | $ | 29,156 | | $ | 212 | | $ | 12,921 | | $ | 226 | | $ | 42,077 | | $ | 438 |
Held to maturity securities: | | | | | | | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | $ | 51,361 | | $ | 1,086 | | $ | - | | $ | - | | $ | 51,361 | | $ | 1,086 |
Non-agency commercial mortgage-backed | | | | | | | | | | | | | | | | | | |
securities | | | 591 | | | 4 | | | - | | | - | | | 591 | | | 4 |
U.S. Treasury securities | | | 219 | | | 4 | | | - | | | - | | | 219 | | | 4 |
U.S. state and municipal securities | | | 14 | | | 1 | | | - | | | - | | | 14 | | | 1 |
Total | | $ | 52,185 | | $ | 1,095 | | $ | - | | $ | - | | $ | 52,185 | | $ | 1,095 |
Total securities with unrealized losses (1) | | $ | 81,341 | | $ | 1,307 | | $ | 12,921 | | $ | 226 | | $ | 94,262 | | $ | 1,533 |
| | | | | | | | | | | | | | | | | | |
December 31, 2015 | | | | | | | | | | | | |
Available for sale securities: | | | | | | | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | $ | 8,541 | | $ | 47 | | $ | 813 | | $ | 1 | | $ | 9,354 | | $ | 48 |
Asset-backed securities | | | 17,127 | | | 240 | | | 2,743 | | | 66 | | | 19,870 | | | 306 |
Corporate debt securities | | | 5,433 | | | 25 | | | 942 | | | 6 | | | 6,375 | | | 31 |
U.S. Treasury securities | | | 5,010 | | | 17 | | | - | | | - | | | 5,010 | | | 17 |
Certificates of deposit | | | 773 | | | 2 | | | 599 | | | 1 | | | 1,372 | | | 3 |
U.S. agency notes | | | 1,281 | | | 10 | | | 1,547 | | | 17 | | | 2,828 | | | 27 |
Total | | $ | 38,165 | | $ | 341 | | $ | 6,644 | | $ | 91 | | $ | 44,809 | | $ | 432 |
Held to maturity securities: | | | | | | | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | $ | 24,219 | | $ | 253 | | $ | 1,842 | | $ | 40 | | $ | 26,061 | | $ | 293 |
Non-agency commercial mortgage-backed | | | | | | | | | | | | | | | | | | |
securities | | | 729 | | | 20 | | | - | | | - | | | 729 | | | 20 |
U.S. Treasury securities | | | 220 | | | 3 | | | - | | | - | | | 220 | | | 3 |
Total | | $ | 25,168 | | $ | 276 | | $ | 1,842 | | $ | 40 | | $ | 27,010 | | $ | 316 |
Total securities with unrealized losses (2) | | $ | 63,333 | | $ | 617 | | $ | 8,486 | | $ | 131 | | $ | 71,819 | | $ | 748 |
(1)
| The number of investment positions with unrealized losses totaled 627 for AFS securities and 612 for HTM securities.
|
(2)
| The number of investment positions with unrealized losses totaled 409 for AFS securities and 286 for HTM securities.
|
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Securities with unrealized losses, aggregated by category and period of continuous unrealized loss, are as follows:
|
| | | | | | | | | | | | | | | | | | | | | | |
| | Less than
12 months | | 12 months
or longer | | Total |
| December 31, 2017 | Fair
Value | | Unrealized
Losses | | Fair
Value | | Unrealized
Losses | | Fair
Value | Unrealized
Losses |
| Available for sale securities: | | | | | | | | | | |
| U.S. agency mortgage-backed securities | $ | 5,696 |
| | $ | 21 |
| | $ | 2,548 |
| | $ | 18 |
| | $ | 8,244 |
| $ | 39 |
|
| U.S. Treasury securities | 4,625 |
| | 11 |
| | 4,875 |
| | 72 |
| | 9,500 |
| 83 |
|
| Asset-backed securities | 904 |
| | 3 |
| | 424 |
| | 3 |
| | 1,328 |
| 6 |
|
| Corporate debt securities | 736 |
| | 1 |
| | 120 |
| | — |
| | 856 |
| 1 |
|
| Certificates of deposit | 799 |
| | 1 |
| | — |
| | — |
| | 799 |
| 1 |
|
| U.S. agency notes | 99 |
| | — |
| | 1,807 |
| | 8 |
| | 1,906 |
| 8 |
|
| Foreign government agency securities | 50 |
| | 1 |
| | — |
| | — |
| | 50 |
| 1 |
|
| Total | $ | 12,909 |
| | $ | 38 |
| | $ | 9,774 |
| | $ | 101 |
| | $ | 22,683 |
| $ | 139 |
|
| Held to maturity securities: | |
| | |
| | |
| | |
| | |
| |
|
| U.S. agency mortgage-backed securities | $ | 42,102 |
| | $ | 310 |
| | $ | 24,753 |
| | $ | 724 |
| | $ | 66,855 |
| $ | 1,034 |
|
| Asset-backed securities | 1,124 |
| | 2 |
| | 72 |
| | — |
| | 1,196 |
| 2 |
|
| Corporate debt securities | 1,078 |
| | 5 |
| | — |
| | — |
| | 1,078 |
| 5 |
|
| Non-agency commercial mortgage-backed securities | 607 |
| | 5 |
| | — |
| | — |
| | 607 |
| 5 |
|
| U.S. Treasury securities | 220 |
| | 3 |
| | — |
| | — |
| | 220 |
| 3 |
|
| Foreign government agency securities | 49 |
| | 1 |
| | — |
| | — |
| | 49 |
| 1 |
|
| Total | $ | 45,180 |
| | $ | 326 |
| | $ | 24,825 |
| | $ | 724 |
| | $ | 70,005 |
| $ | 1,050 |
|
Total securities with unrealized losses (1) | $ | 58,089 |
| | $ | 364 |
| | $ | 34,599 |
| | $ | 825 |
| | $ | 92,688 |
| $ | 1,189 |
|
| | |
| | |
| | |
| | |
| | |
| |
| December 31, 2016 | |
| | |
| | |
| | |
| | |
| |
| Available for sale securities: | |
| | |
| | |
| | |
| | |
| |
| U.S. agency mortgage-backed securities | $ | 14,816 |
| | $ | 69 |
| | $ | 2,931 |
| | $ | 23 |
| | $ | 17,747 |
| $ | 92 |
|
| U.S. Treasury securities | 6,926 |
| | 59 |
| | — |
| | — |
| | 6,926 |
| 59 |
|
| Asset-backed securities | 1,670 |
| | 13 |
| | 9,237 |
| | 201 |
| | 10,907 |
| 214 |
|
| Corporate debt securities | 2,407 |
| | 17 |
| | 653 |
| | 1 |
| | 3,060 |
| 18 |
|
| Certificates of deposit | 474 |
| | — |
| | 100 |
| | 1 |
| | 574 |
| 1 |
|
| U.S. agency notes | 1,907 |
| | 8 |
| | — |
| | — |
| | 1,907 |
| 8 |
|
| U.S. state and municipal securities | 956 |
| | 46 |
| | — |
| | — |
| | 956 |
| 46 |
|
| Total | $ | 29,156 |
| | $ | 212 |
| | $ | 12,921 |
| | $ | 226 |
| | $ | 42,077 |
| $ | 438 |
|
| Held to maturity securities: | |
| | |
| | |
| | |
| | |
| |
| U.S. agency mortgage-backed securities | $ | 51,361 |
| | $ | 1,086 |
| | $ | — |
| | $ | — |
| | $ | 51,361 |
| $ | 1,086 |
|
| Non-agency commercial mortgage-backed securities | 591 |
| | 4 |
| | — |
| | — |
| | 591 |
| 4 |
|
| U.S. Treasury securities | 219 |
| | 4 |
| | — |
| | — |
| | 219 |
| 4 |
|
| U.S. state and municipal securities | 14 |
| | 1 |
| | — |
| | — |
| | 14 |
| 1 |
|
| Total | $ | 52,185 |
| | $ | 1,095 |
| | $ | — |
| | $ | — |
| | $ | 52,185 |
| $ | 1,095 |
|
Total securities with unrealized losses (2) | $ | 81,341 |
| | $ | 1,307 |
| | $ | 12,921 |
| | $ | 226 |
| | $ | 94,262 |
| $ | 1,533 |
|
(1) The number of investment positions with unrealized losses totaled 251 for AFS securities and 938 for HTM securities.
(2) The number of investment positions with unrealized losses totaled 627 for AFS securities and 612 for HTM securities.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
At December 31, 2017, substantially all securities in the investment portfolios were rated investment grade. U.S. agency mortgage-backed securities do not have explicit credit ratings; however, management considers these to be of the highest credit quality and rating given the guarantee of principal and interest by the U.S. government or U.S. government-sponsored enterprises.
Management evaluates whether investment securities are OTTI on a quarterly basis as described in Note 2.
The following table is a roll forward of the amount of credit losses Amounts recognized as OTTI in earnings for OTTI securities held by the Company during the period for which a portion of the impairment was reclassified from or recognized in other comprehensive income (loss):
were immaterial in 2017, 2016, and 2015. As of December 31, 2017 and 2016, the Company did not hold any securities on which OTTI was previously recognized. | | | | | | | | | | | | |
Year Ended December 31, | | | 2016 | | | 2015 | | | 2014 |
Balance at beginning of year | | $ | 1 | | | $ | 2 | | | $ | 169 | |
Credit losses recognized into current year earnings on debt securities for | | | | | | | | | | | | |
which an OTTI was not previously recognized | | | - | | | | - | | | | 1 | |
Reductions due to sale of debt securities for which an OTTI was | | | | | | | | | | | | |
previously recognized | | | (1) | | | | (1) | | | | (168) | |
Balance at end of year | | $ | - | | | $ | 1 | | | $ | 2 | |
The maturities of AFS and HTM securities are as follows:
| | | | | | | | | | | | | | | |
| | | | | After 1 year | | After 5 years | | | | | | |
| | Within | | through | | through | | After | | | |
December 31, 2016 | | 1 year | | 5 years | | 10 years | | 10 years | | Total |
Available for sale securities: | | | | | | | | | | | | | | | |
U.S. agency mortgage-backed securities (1) | | $ | 47 | | $ | 3,475 | | $ | 16,847 | | $ | 12,826 | | $ | 33,195 |
Asset-backed securities | | | - | | | 8,728 | | | 3,799 | | | 7,808 | | | 20,335 |
Corporate debt securities | | | 2,332 | | | 7,520 | | | - | | | - | | | 9,852 |
U.S. Treasury securities | | | 1,199 | | | 6,707 | | | 717 | | | - | | | 8,623 |
Certificates of deposit | | | 651 | | | 1,420 | | | - | | | - | | | 2,071 |
U.S. agency notes | | | - | | | 1,907 | | | - | | | - | | | 1,907 |
U.S. state and municipal securities | | | - | | | - | | | 72 | | | 1,051 | | | 1,123 |
Commercial paper | | | 214 | | | - | | | - | | | - | | | 214 |
Non-agency commercial mortgage-backed | | | | | | | | | | | | | | | |
securities (1) | | | - | | | - | | | - | | | 45 | | | 45 |
Total fair value | | $ | 4,443 | | $ | 29,757 | | $ | 21,435 | | $ | 21,730 | | $ | 77,365 |
Total amortized cost | | $ | 4,440 | | $ | 29,741 | | $ | 21,519 | | $ | 21,927 | | $ | 77,627 |
Held to maturity securities: | | | | | | | | | | | | | | | |
U.S. agency mortgage-backed securities (1) | | $ | - | | $ | 5,080 | | $ | 22,954 | | $ | 43,643 | | $ | 71,677 |
Non-agency commercial mortgage-backed | | | | | | | | | | | | | | | |
securities (1) | | | - | | | - | | | 364 | | | 640 | | | 1,004 |
Asset-backed securities | | | - | | | 150 | | | 791 | | | - | | | 941 |
Corporate debt securities | | | - | | | 436 | | | - | | | - | | | 436 |
U.S. Treasury securities | | | - | | | - | | | 219 | | | - | | | 219 |
Commercial paper | | | 99 | | | - | | | - | | | - | | | 99 |
U.S. state and municipal securities | | | - | | | - | | | 6 | | | 62 | | | 68 |
Total fair value | | $ | 99 | | $ | 5,666 | | $ | 24,334 | | $ | 44,345 | | $ | 74,444 |
Total amortized cost | | $ | 99 | | $ | 5,559 | | $ | 24,500 | | $ | 45,045 | | $ | 75,203 |
(1)
| Mortgage-backed securities have been allocated to maturity groupings based on final contractual maturities. Actual maturities will differ from final contractual maturities because borrowers on a certain portion of loans underlying these securities have the right to prepay their obligations.
|
|
| | | | | | | | | | | | | | | | | | | |
| December 31, 2017 | Within
1 year | | After 1 year through
5 years | | After 5 years through
10 years | | After
10 years | | Total |
| Available for sale securities: | | | | | | | | | |
U.S. agency mortgage-backed securities (1) | $ | 61 |
| | $ | 2,253 |
| | $ | 8,282 |
| | $ | 10,333 |
| | $ | 20,929 |
|
| U.S. Treasury securities | 2,515 |
| | 6,985 |
| | — |
| | — |
| | 9,500 |
|
| Asset-backed securities | 251 |
| | 6,924 |
| | 1,261 |
| | 611 |
| | 9,047 |
|
| Corporate debt securities | 3,135 |
| | 3,034 |
| | — |
| | — |
| | 6,169 |
|
| Certificates of deposit | 575 |
| | 1,466 |
| | — |
| | — |
| | 2,041 |
|
| U.S. agency notes | 1,658 |
| | 248 |
| | — |
| | — |
| | 1,906 |
|
| Commercial paper | 313 |
| | — |
| | — |
| | — |
| | 313 |
|
| Foreign government agency securities | — |
| | 50 |
| | — |
| | — |
| | 50 |
|
Non-agency commercial mortgage-backed securities (1) | — |
| | — |
| | — |
| | 40 |
| | 40 |
|
| Total fair value | $ | 8,508 |
| | $ | 20,960 |
| | $ | 9,543 |
| | $ | 10,984 |
| | $ | 49,995 |
|
| Total amortized cost | $ | 8,517 |
| | $ | 20,999 |
| | $ | 9,546 |
| | $ | 10,967 |
| | $ | 50,029 |
|
Weighted-average yield (2) | 1.53 | % | | 1.63 | % | | 1.72 | % | | 1.79 | % | | 1.66 | % |
| Held to maturity securities: | | | | | | | | | |
U.S. agency mortgage-backed securities (1) | $ | 441 |
| | $ | 12,680 |
| | $ | 29,511 |
| | $ | 57,821 |
| | $ | 100,453 |
|
| Asset-backed securities | — |
| | 1,003 |
| | 6,245 |
| | 5,814 |
| | 13,062 |
|
| Corporate debt securities | 351 |
| | 3,206 |
| | 454 |
| | 75 |
| | 4,086 |
|
| U.S. state and municipal securities | — |
| | — |
| | 121 |
| | 1,183 |
| | 1,304 |
|
Non-agency commercial mortgage-backed securities (1) | — |
| | 362 |
| | — |
| | 637 |
| | 999 |
|
| U.S. Treasury securities | — |
| | — |
| | 220 |
| | — |
| | 220 |
|
| Certificates of deposit | — |
| | 200 |
| | — |
| | — |
| | 200 |
|
| Foreign government agency securities | — |
| | 49 |
| | — |
| | — |
| | 49 |
|
| Total fair value | $ | 792 |
| | $ | 17,500 |
| | $ | 36,551 |
| | $ | 65,530 |
| | $ | 120,373 |
|
| Total amortized cost | $ | 792 |
| | $ | 17,486 |
| | $ | 36,544 |
| | $ | 66,104 |
| | $ | 120,926 |
|
Weighted-average yield (2) | 1.97 | % | | 2.45 | % | | 2.35 | % | | 2.16 | % | | 2.26 | % |
- (1) 70Mortgage-backed securities have been allocated to maturity groupings based on final contractual maturities. Actual maturities will differ from final contractual maturities because borrowers on a certain portion of loans underlying these securities have the right to prepay their obligations.
(2) -The weighted-average yield is computed using the amortized cost at December 31, 2017.
Proceeds and gross realized gains and losses from sales of AFS securities are as follows:
|
| | | | | | | | | | | |
| Year Ended December 31, | 2017 | | 2016 | | 2015 |
| Proceeds | $ | 8,617 |
| | $ | 5,537 |
| | $ | 2,424 |
|
| Gross realized gains | 12 |
| | 4 |
| | 1 |
|
| Gross realized losses | — |
| | — |
| | 1 |
|
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Proceeds and gross realized gains and losses from sales of AFS securities are as follows:
| | | | | | | | | | | | |
Year Ended December 31, | | | 2016 | | | 2015 | | | 2014 |
Proceeds | | $ | 5,537 | | | $ | 2,424 | | | $ | 6,556 | |
Gross realized gains | | | 4 | | | | 1 | | | | 30 | |
Gross realized losses | | | - | | | | 1 | | | | 23 | |
6.Bank Loans and Related Allowance for Loan Losses
| |
| 6. | Bank Loans and Related Allowance for Loan Losses |
The composition of bank loans and delinquency analysis by loan type is as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | >90 days past | | Total past due | | | | Allowance | | Total |
| | | | 30-59 days | | 60-89 days | | due and other | | and other | | Total | | for loan | | bank |
December 31, 2016 | Current | | past due | | past due | | nonaccrual loans | | nonaccrual loans | | loans | | losses | | loans - net |
Residential real estate mortgages | $ | 9,100 | | | $ | 15 | | | | $ | 3 | | | | $ | 16 | | | | $ | 34 | | | $ | 9,134 | | $ | 17 | | $ | 9,117 |
Home equity loans and lines of credit | | 2,336 | | | | 2 | | | | | 2 | | | | | 10 | | | | | 14 | | | | 2,350 | | | 8 | | | 2,342 |
Pledged asset lines | | 3,846 | | | | 4 | | | | | 1 | | | | | - | | | | | 5 | | | | 3,851 | | | - | | | 3,851 |
Other | | 94 | | | | - | | | | | - | | | | | - | | | | | - | | | | 94 | | | 1 | | | 93 |
Total bank loans | $ | 15,376 | | | $ | 21 | | | | $ | 6 | | | | $ | 26 | | | | $ | 53 | | | $ | 15,429 | | $ | 26 | | $ | 15,403 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
December 31, 2015 | | | | | | | | | | | | | | | | | | | | | | | |
Residential real estate mortgages | $ | 8,304 | | | $ | 11 | | | | $ | 1 | | | | $ | 18 | | | | $ | 30 | | | $ | 8,334 | | $ | 20 | | $ | 8,314 |
Home equity loans and lines of credit | | 2,720 | | | | 4 | | | | | 1 | | | | | 10 | | | | | 15 | | | | 2,735 | | | 11 | | | 2,724 |
Pledged asset lines | | 3,228 | | | | 3 | | | | | 1 | | | | | - | | | | | 4 | | | | 3,232 | | | - | | | 3,232 |
Other | | 64 | | | | - | | | | | - | | | | | - | | | | | - | | | | 64 | | | - | | | 64 |
Total bank loans | $ | 14,316 | | | $ | 18 | | | | $ | 3 | | | | $ | 28 | | | | $ | 49 | | | $ | 14,365 | | $ | 31 | | $ | 14,334 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| December 31, 2017 | Current | | 30-59 days
past due | | 60-89 days
past due | | >90 days past
due and other
nonaccrual loans (3) | | Total past due and other
nonaccrual loans | | Total
loans | | Allowance for loan
losses | | Total
bank
loans - net |
First Mortgages (1,2) | $ | 9,983 |
| | $ | 14 |
| | $ | 2 |
| | $ | 17 |
| | $ | 33 |
| | $ | 10,016 |
| | $ | 16 |
| | $ | 10,000 |
|
HELOCs (1,2) | 1,928 |
| | — |
| | 3 |
| | 12 |
| | 15 |
| | 1,943 |
| | 8 |
| | 1,935 |
|
| Pledged asset lines | 4,361 |
| | 4 |
| | 4 |
| | — |
| | 8 |
| | 4,369 |
| | — |
| | 4,369 |
|
| Other | 176 |
| | — |
| | — |
| | — |
| | — |
| | 176 |
| | 2 |
| | 174 |
|
| Total bank loans | $ | 16,448 |
| | $ | 18 |
| | $ | 9 |
| | $ | 29 |
| | $ | 56 |
| | $ | 16,504 |
| | $ | 26 |
| | $ | 16,478 |
|
| | | | | | | | | | | | | | | | |
| December 31, 2016 | | | | | | | | | | | | | | | |
First Mortgages (1,2) | $ | 9,100 |
| | $ | 15 |
| | $ | 3 |
| | $ | 16 |
| | $ | 34 |
| | $ | 9,134 |
| | $ | 17 |
| | $ | 9,117 |
|
HELOCs (1,2) | 2,336 |
| | 2 |
| | 2 |
| | 10 |
| | 14 |
| | 2,350 |
| | 8 |
| | 2,342 |
|
| Pledged asset lines | 3,846 |
| | 4 |
| | 1 |
| | — |
| | 5 |
| | 3,851 |
| | — |
| | 3,851 |
|
| Other | 94 |
| | — |
| | — |
| | — |
| | — |
| | 94 |
| | 1 |
| | 93 |
|
| Total bank loans | $ | 15,376 |
| | $ | 21 |
| | $ | 6 |
| | $ | 26 |
| | $ | 53 |
| | $ | 15,429 |
| | $ | 26 |
| | $ | 15,403 |
|
(1) First Mortgages and HELOCs include unamortized premiums and discounts and direct origination costs of $78$77 million and $80$78 million at December 31, 2017 and 2016, and 2015, respectively. The Company had commitments to extend credit related to unused HELOCs, PALs, and other lines of credit, which totaled $8.4 billion and $7.4 billion at
(2) At December 31, 2017 and 2016, and 2015, respectively. The Company had commitments to purchase48% of the First Mortgage and HELOC portfolios were concentrated in California. These loans of $466 million and $260 million at December 31, 2016 and 2015, respectively. All PALs were fully collateralized by securitieshave performed in a manner consistent with fair values in excess of borrowings at December 31, 2016 and 2015.Schwab Bank providesthe portfolio as a co-branded loan origination program for Schwab Bank clients (the Program) with Quicken Loans, Inc. (Quicken Loanswhole.
(3) ®). Pursuant to the Program, Quicken Loans originates and services First Mortgages and HELOCs for Schwab Bank clients. Under the Program, Schwab Bank purchases certain First Mortgages and HELOCs that are originated by Quicken Loans. Schwab Bank purchased First Mortgages of $3.3 billion and $2.0 billion during 2016 and 2015, respectively. Schwab purchased HELOCs with commitments of $440 million and $573 million during 2016 and 2015, respectively.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Credit Quality
Changes in the allowance for loan losses were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| December 31, 2016 | December 31, 2015 | December 31, 2014 |
| Residential | | Home equity | | | | | | | | Residential | | | Home equity | | | | Residential | | Home equity | | | | |
| real estate | | loans and | | | | | | | | real estate | | | loans and | | | | real estate | | loans and | | | | |
| mortgages | | lines of credit | | | Other | | Total | mortgages | | | lines of credit | | Total | mortgages | | lines of credit | | Total |
Balance at beginning of year | | $ | 20 | | | $ | 11 | | | $ | - | | $ | 31 | | | $ | 29 | | | | $ | 13 | | | $ | 42 | | $ | 34 | | | $ | 14 | | $ | 48 | |
Charge-offs | | | (1) | | | | (1) | | | | - | | | (2) | | | | (1) | | | | | (2) | | | | (3) | | | (3) | | | | (2) | | | (5) | |
Recoveries | | | 1 | | | | 1 | | | | - | | | 2 | | | | 1 | | | | | 2 | | | | 3 | | | 2 | | | | 1 | | | 3 | |
Provision for loan losses | | | (3) | | | | (3) | | | | 1 | | | (5) | | | | (9) | | | | | (2) | | | | (11) | | | (4) | | | | - | | | (4) | |
Balance at end of year | | $ | 17 | | | $ | 8 | | | $ | 1 | | $ | 26 | | | $ | 20 | | | | $ | 11 | | | $ | 31 | | $ | 29 | | | $ | 13 | | $ | 42 | |
Substantially all of the bank loans were collectively evaluated for impairment at both December 31, 2016 and 2015. There were no loans accruing interest that were contractually 90 days or more past due at December 31, 20162017 or 2015. Nonperforming assets, which include nonaccrual loans2016.
Schwab Bank maintains a secured credit facility with the FHLB and other real estate owned, totaled $31 millionloan collateral, including First Mortgages and $36 millionHELOCs, is pledged at the FHLB in order to secure borrowing capacity. The amount of loan collateral pledged was $11.1 billion at December 31, 20162017.
Substantially all of the bank loans were collectively evaluated for impairment at both December 31, 2017 and 2015, respectively. Impaired assets, which include nonaccrual loans, other real estate owned and TDRs, totaled $45 million and $50 million2016.
Changes in the allowance for loan losses were as follows:
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | December 31, 2017 | | December 31, 2016 | | December 31, 2015 |
| | First Mortgages | | HELOCs | | Other | | Total (1) | | First Mortgages | | HELOCs | | Other | | Total (1) | | First Mortgages | | HELOCs | | Total (1) |
| Balance at beginning of year | $ | 17 |
| | $ | 8 |
| | $ | 1 |
| | $ | 26 |
| | $ | 20 |
| | $ | 11 |
| | $ | — |
| | $ | 31 |
| | $ | 29 |
| | $ | 13 |
| | $ | 42 |
|
| Charge-offs | (2 | ) | | (1 | ) | | — |
| | (3 | ) | | (1 | ) | | (1 | ) | | — |
| | (2 | ) | | (1 | ) | | (2 | ) | | (3 | ) |
| Recoveries | 1 |
| | 1 |
| | 1 |
| | 3 |
| | 1 |
| | 1 |
| | — |
| | 2 |
| | 1 |
| | 2 |
| | 3 |
|
| Provision for loan losses | — |
| | — |
| | — |
| | — |
| | (3 | ) | | (3 | ) | | 1 |
| | (5 | ) | | (9 | ) | | (2 | ) | | (11 | ) |
| Balance at end of year | $ | 16 |
| | $ | 8 |
| | $ | 2 |
| | $ | 26 |
| | $ | 17 |
| | $ | 8 |
| | $ | 1 |
| | $ | 26 |
| | $ | 20 |
| | $ | 11 |
| | $ | 31 |
|
(1) All PALs were fully collateralized by securities with fair values in excess of borrowings at December 31, 2017, 2016, and 2015, respectively. TDRs were not material at December 31, 20162015.
A summary of impaired bank loan related assets is as follows:
|
| | | | | | | |
| December 31, | 2017 | | 2016 |
Nonaccrual loans (1) | $ | 28 |
| | $ | 26 |
|
Other real estate owned (2) | 3 |
| | 5 |
|
| Total nonperforming assets | 31 |
| | 31 |
|
| Troubled debt restructurings | 11 |
| | 14 |
|
| Total impaired assets | $ | 42 |
| | $ | 45 |
|
(1) Nonaccrual loans include nonaccrual troubled debt restructurings.
(2) Included in Other assets on the consolidated balance sheets.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or
2015.as Noted)
Credit Quality
In addition to monitoring delinquency,
the CompanySchwab monitors the credit quality of First Mortgages and HELOCs by stratifying the portfolios by the following:
| ·
| | Borrower FICO scores at origination (Origination FICO);
|
| ·
| | Updated borrower FICO scores (Updated FICO);
|
Year of origination; | ·
| | Loan-to-value ratios at origination (Origination LTV)Borrower FICO scores at origination (Origination FICO); and
|
| ·
| | Estimated current LTV ratios (Estimated Current LTV).
|
Updated borrower FICO scores (Updated FICO);Loan-to-value ratios at origination (Origination LTV); and
Estimated current LTV.
Borrowers’ FICO scores are provided by an independent third-party credit reporting service and were last updated in December
2016.2017. The Origination LTV and Estimated Current LTV for a HELOC include any first lien mortgage outstanding on the same property at the time of the HELOC’s origination. The Estimated Current LTV for each loan is estimated by reference to a home price appreciation index.
As of December 31, 2016 and 2015, 48% of the Company’s HELOC and First Mortgage portfolio was concentrated in California. These loans have performed in a manner consistent with the portfolio as a whole.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
The credit quality indicators of the
Company’s bank loan portfolio are detailed below:
| | | | | | | | | | | | | | |
| | | | | Weighted | | | | | Percent of Loans | |
| | | | | Average | | Utilization | | that are on | |
December 31, 2016 | | Balance | | Updated FICO | | Rate (1) | | Nonaccrual Status | |
Residential real estate mortgages: | | | | | | | | | | | | | | |
Estimated Current LTV | | | | | | | | | | | | | | |
<70% | | $ | 8,350 | | | 774 | | | N/A | | | 0.04 | % | |
>70% – <90% | | | 743 | | | 768 | | | N/A | | | 0.35 | % | |
>90% – <100% | | | 21 | | | 747 | | | N/A | | | 2.08 | % | |
>100% | | | 20 | | | 709 | | | N/A | | | 14.50 | % | |
Total | | $ | 9,134 | | | 773 | | | N/A | | | 0.10 | % | |
Home equity loans and lines of credit: | | | | | | | | | | | | | | |
Estimated Current LTV (2) | | | | | | | | | | | | | | |
<70% | | $ | 2,070 | | | 771 | | | 35 | % | | 0.12 | % | |
>70% – <90% | | | 234 | | | 757 | | | 50 | % | | 0.40 | % | |
>90% – <100% | | | 29 | | | 747 | | | 66 | % | | 1.74 | % | |
>100% | | | 17 | | | 728 | | | 70 | % | | 3.73 | % | |
Total | | $ | 2,350 | | | 769 | | | 36 | % | | 0.20 | % | |
Pledged asset lines: | | | | | | | | | | | | | | |
Weighted Average LTV (2) | | | | | | | | | | | | | | |
=70% | | $ | 3,851 | | | 763 | | | 46 | % | | - | | |
(1)
| The Utilization Rate is calculated using the outstanding balance divided by the associated total line of credit.
|
(2)
| Represents the LTV for the full line of credit (drawn and undrawn).
|
|
| | | | | | | | | | | | |
| December 31, 2017 | Balance | | Weighted Average
Updated FICO | | Utilization
Rate (1) | | Percent of Loans that are on
Nonaccrual Status |
| First Mortgages: | | | | | | | |
| Estimated Current LTV | | | | | | | |
<70% | $ | 9,046 |
| | 775 |
| | N/A |
| | 0.09 | % |
>70% – <90% | 961 |
| | 769 |
| | N/A |
| | 0.46 | % |
>90% – <100% | 5 |
| | 714 |
| | N/A |
| | 10.49 | % |
| >100% | 4 |
| | 713 |
| | N/A |
| | 6.23 | % |
| Total | $ | 10,016 |
| | 775 |
| | N/A |
| | 0.14 | % |
| HELOCs: | | | | | | | |
Estimated Current LTV (2) | | | | | | | |
<70% | $ | 1,773 |
| | 772 |
| | 32 | % | | 0.18 | % |
>70% – <90% | 148 |
| | 755 |
| | 47 | % | | 0.84 | % |
>90% – <100% | 14 |
| | 742 |
| | 64 | % | | 2.85 | % |
| >100% | 8 |
| | 718 |
| | 72 | % | | 4.91 | % |
| Total | $ | 1,943 |
| | 770 |
| | 33 | % | | 0.27 | % |
| Pledged asset lines: | | | | | | | |
Weighted Average LTV (2) | | | | | |
| | |
|
| = 70% | $ | 4,369 |
| | 765 |
| | 41 | % | | — |
|
| December 31, 2016 | Balance | | Weighted Average
Updated FICO | | Utilization
Rate (1) | | Percent of Loans that are on
Nonaccrual Status |
| First Mortgages: | | | | | | | |
| Estimated Current LTV | | | | | | | |
<70% | $ | 8,350 |
| | 774 |
| | N/A |
| | 0.04 | % |
>70% – <90% | 743 |
| | 768 |
| | N/A |
| | 0.35 | % |
>90% – <100% | 21 |
| | 747 |
| | N/A |
| | 2.08 | % |
| >100% | 20 |
| | 709 |
| | N/A |
| | 14.50 | % |
| Total | $ | 9,134 |
| | 773 |
| | N/A |
| | 0.10 | % |
| HELOCs: | | | | | | | |
Estimated Current LTV (2) | | | | | | | |
<70% | $ | 2,070 |
| | 771 |
| | 35 | % | | 0.12 | % |
>70% – <90% | 234 |
| | 757 |
| | 50 | % | | 0.40 | % |
>90% – <100% | 29 |
| | 747 |
| | 66 | % | | 1.74 | % |
| >100% | 17 |
| | 728 |
| | 70 | % | | 3.73 | % |
| Total | $ | 2,350 |
| | 769 |
| | 36 | % | | 0.20 | % |
| Pledged asset lines: | | | | | | | |
Weighted Average LTV (2) | | | | | |
| | |
|
| = 70% | $ | 3,851 |
| | 763 |
| | 46 | % | | — |
|
(1) The Utilization Rate is calculated using the outstanding balance divided by the associated total line of credit.
(2) Represents the LTV for the full line of credit (drawn and undrawn).
| | | | | | | | | |
| | Residential | | Home equity |
| | real estate | | loans and |
December 31, 2016 | | mortgages | | lines of credit |
Year of origination | | | | | | | | | |
Pre-2012 | | $ | 1,010 | | | $ | 1,660 | | |
2012 | | | 1,126 | | | | 105 | | |
2013 | | | 1,746 | | | | 193 | | |
2014 | | | 685 | | | | 152 | | |
2015 | | | 1,458 | | | | 146 | | |
2016 | | | 3,109 | | | | 94 | | |
Total | | $ | 9,134 | | | $ | 2,350 | | |
Origination FICO | | | | | | | | | |
<620 | | $ | 8 | | | $ | - | | |
620 – 679 | | | 92 | | | | 13 | | |
680 – 739 | | | 1,427 | | | | 432 | | |
>740 | | | 7,607 | | | | 1,905 | | |
Total | | $ | 9,134 | | | $ | 2,350 | | |
Origination LTV | | | | | | | | | |
<70% | | $ | 6,865 | | | $ | 1,628 | | |
>70% – <90% | | | 2,260 | | | | 709 | | |
>90% – <100% | | | 9 | | | | 13 | | |
Total | | $ | 9,134 | | | $ | 2,350 | | |
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
| | | | | | | | | | | | | | |
| | | | | Weighted | | | | | Percent of Loans | |
| | | | | Average | | Utilization | | that are on | |
December 31, 2015 | | Balance | | Updated FICO | | Rate (1) | | Nonaccrual Status | |
Residential real estate mortgages: | | | | | | | | | | | | | | |
Estimated Current LTV | | | | | | | | | | | | | | |
<70% | | $ | 7,508 | | | 774 | | | N/A | | | 0.03 | % | |
>70% – <90% | | | 759 | | | 764 | | | N/A | | | 0.31 | % | |
>90% – <100% | | | 37 | | | 736 | | | N/A | | | 5.54 | % | |
>100% | | | 30 | | | 713 | | | N/A | | | 7.72 | % | |
Total | | $ | 8,334 | | | 773 | | | N/A | | | 0.11 | % | |
Home equity loans and lines of credit: | | | | | | | | | | | | | | |
Estimated Current LTV (2) | | | | | | | | | | | | | | |
<70% | | $ | 2,277 | | | 772 | | | 37 | % | | 0.09 | % | |
>70% – <90% | | | 373 | | | 760 | | | 50 | % | | 0.48 | % | |
>90% – <100% | | | 48 | | | 748 | | | 63 | % | | 1.02 | % | |
>100% | | | 37 | | | 739 | | | 67 | % | | 1.79 | % | |
Total | | $ | 2,735 | | | 770 | | | 39 | % | | 0.18 | % | |
Pledged asset lines: | | | | | | | | | | | | | | |
Weighted Average LTV (2) | | | | | | | | | | | | | | |
=70% | | $ | 3,232 | | | 764 | | | 49 | % | | - | | |
(1)
| The Utilization Rate is calculated using the outstanding balance divided by the associated total line of credit.
|
(2)
| Represents the LTV for the full line of credit (drawn and undrawn).
|
N/A Not applicable.
| | | | | | | | | |
| | Residential | | Home equity |
| | real estate | | loans and |
December 31, 2015 | | mortgages | | lines of credit |
Year of origination | | | | | | | | | |
Pre-2012 | | $ | 1,306 | | | $ | 2,048 | | |
2012 | | | 1,644 | | | | 125 | | |
2013 | | | 2,450 | | | | 232 | | |
2014 | | | 1,021 | | | | 188 | | |
2015 | | | 1,913 | | | | 142 | | |
Total | | $ | 8,334 | | | $ | 2,735 | | |
Origination FICO | | | | | | | | | |
<620 | | $ | 10 | | | $ | - | | |
620 – 679 | | | 88 | | | | 16 | | |
680 – 739 | | | 1,381 | | | | 498 | | |
>740 | | | 6,855 | | | | 2,221 | | |
Total | | $ | 8,334 | | | $ | 2,735 | | |
Origination LTV | | | | | | | | | |
<70% | | $ | 5,913 | | | $ | 1,858 | | |
>70% – <90% | | | 2,408 | | | | 860 | | |
>90% – <100% | | | 13 | | | | 17 | | |
Total | | $ | 8,334 | | | $ | 2,735 | | |
- 74 -
|
| | | | | | | |
| December 31, 2017 | First Mortgages | | HELOCs |
| Year of origination | | | |
|
| Pre-2013 | $ | 1,478 |
| | $ | 1,349 |
|
| 2013 | 1,326 |
| | 147 |
|
| 2014 | 530 |
| | 116 |
|
| 2015 | 1,218 |
| | 128 |
|
| 2016 | 2,886 |
| | 111 |
|
| 2017 | 2,578 |
| | 92 |
|
| Total | $ | 10,016 |
| | $ | 1,943 |
|
| Origination FICO | |
| | |
|
| <620 | $ | 6 |
| | $ | 1 |
|
| 620 – 679 | 89 |
| | 10 |
|
| 680 – 739 | 1,569 |
| | 365 |
|
>740 | 8,352 |
| | 1,567 |
|
| Total | $ | 10,016 |
| | $ | 1,943 |
|
| Origination LTV | | | |
<70% | $ | 7,569 |
| | $ | 1,360 |
|
>70% – <90% | 2,441 |
| | 574 |
|
>90% – <100% | 6 |
| | 9 |
|
| Total | $ | 10,016 |
| | $ | 1,943 |
|
| December 31, 2016 | First Mortgages | | HELOCs |
| Year of origination | | | |
|
| Pre-2013 | $ | 2,136 |
| | $ | 1,765 |
|
| 2013 | 1,746 |
| | 193 |
|
| 2014 | 685 |
| | 152 |
|
| 2015 | 1,458 |
| | 146 |
|
| 2016 | 3,109 |
| | 94 |
|
| Total | $ | 9,134 |
| | $ | 2,350 |
|
| Origination FICO | |
| | |
|
| <620 | $ | 8 |
| | $ | — |
|
| 620 – 679 | 92 |
| | 13 |
|
| 680 – 739 | 1,427 |
| | 432 |
|
>740 | 7,607 |
| | 1,905 |
|
| Total | $ | 9,134 |
| | $ | 2,350 |
|
| Origination LTV | |
| | |
|
<70% | $ | 6,865 |
| | $ | 1,628 |
|
>70% – <90% | 2,260 |
| | 709 |
|
>90% – <100% | 9 |
| | 13 |
|
| Total | $ | 9,134 |
| | $ | 2,350 |
|
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
7.
At December 31, 2017, First Mortgage loans of $9.0 billion had adjustable interest rates. Substantially all of these mortgages have initial fixed interest rates for three to ten years and interest rates that adjust annually thereafter. Approximately 33% of the balance of these mortgages consisted of loans with interest-only payment terms. The interest rates on approximately 58% of the balance of these interest-only loans are not scheduled to reset for three or more years. Schwab’s mortgage loans do not include interest terms described as temporary introductory rates below current market rates.
The HELOC product has a 30-year loan term with an initial draw period of ten years from the date of origination. After the initial draw period, the balance outstanding at such time is converted to a 20-year amortizing loan. The interest rate during the initial draw period and the 20-year amortizing period is a floating rate based on the prime rate plus a margin. HELOCs that convert to an amortizing loan may experience higher delinquencies and higher loss rates than those in the initial draw period. The allowance for loan loss methodology takes this increased inherent risk into consideration.
The following table presents when current outstanding HELOCs will convert to amortizing loans:
|
| | | |
| December 31, 2017 | Balance |
| Converted to amortizing loan by period end | $ | 437 |
|
| Within 1 year | 559 |
|
| > 1 year – 3 years | 204 |
|
| > 3 years – 5 years | 149 |
|
| > 5 years | 594 |
|
| Total | $ | 1,943 |
|
At December 31, 2017, $1.5 billion of the HELOC portfolio was secured by second liens on the associated properties. Second lien mortgage loans typically possess a higher degree of credit risk given the subordination to the first lien holder in the event of default. In addition to the credit monitoring activities described previously, Schwab also monitors credit risk by reviewing the delinquency status of the first lien loan on the associated property. At December 31, 2017, the borrowers on approximately 38% of HELOC loan balances outstanding only paid the minimum amount of interest due.
Equipment, Office Facilities, and Property | |
| 7. | Equipment, Office Facilities, and Property |
Equipment, office facilities, and property are detailed below:
| | | | | | | | | | | | |
December 31, | | | | | | | 2016 | | | 2015 |
Software | | | | | | $ | 1,335 | | | $ | 1,183 | |
Buildings | | | | | | | 807 | | | | 771 | |
Leasehold improvements | | | | | | | 342 | | | | 322 | |
Information technology equipment | | | | | | | 299 | | | | 273 | |
Furniture and equipment | | | | | | | 190 | | | | 177 | |
Telecommunications equipment | | | | | | | 67 | | | | 78 | |
Construction in progress | | | | | | | 26 | | | | 18 | |
Land | | | | | | | 168 | | | | 110 | |
Total equipment, office facilities, and property | | | | | | | 3,234 | | | | 2,932 | |
Accumulated depreciation and amortization | | | | | | | (1,935) | | | | (1,787) | |
Total equipment, office facilities, and property – net | | | | | | $ | 1,299 | | | $ | 1,145 | |
|
| | | | | | | |
| December 31, | 2017 |
| | 2016 |
|
| Software | $ | 1,490 |
| | $ | 1,335 |
|
| Buildings | 810 |
| | 807 |
|
| Leasehold improvements | 357 |
| | 342 |
|
| Information technology equipment | 326 |
| | 299 |
|
| Furniture and equipment | 193 |
| | 190 |
|
| Land | 167 |
| | 168 |
|
| Construction in progress | 142 |
| | 26 |
|
| Telecommunications equipment | 66 |
| | 67 |
|
| Total equipment, office facilities, and property | 3,551 |
| | 3,234 |
|
| Accumulated depreciation and amortization | (2,080 | ) | | (1,935 | ) |
| Total equipment, office facilities, and property — net | $ | 1,471 |
| | $ | 1,299 |
|
Depreciation and amortization expense for equipment, office facilities, and property was
$232 million, $197 million,
and $179 million
in 2017, 2016, and
$155 million in 2016, 2015,
and 2014, respectively.
8.
Intangible Assets and GoodwillIntangible assets and goodwill are detailed below:
| | | | | | | | | | | | | | | | | | | | | | |
| | December 31, 2016 | | December 31, 2015 |
| | Gross | | | | | Net | | Gross | | | | | Net |
| | Carrying | | Accumulated | | Carrying | | Carrying | | Accumulated | | Carrying |
| | Value | | Amortization | | Value | | Value | | Amortization | | Value |
Client relationships | | $ | 274 | | | $ | 169 | | | $ | 105 | | $ | 274 | | | $ | 144 | | | $ | 130 |
Technology | | | 89 | | | | 56 | | | | 33 | | | 89 | | | | 47 | | | | 42 |
Trade name | | | 16 | | | | 10 | | | | 6 | | | 16 | | | | 7 | | | | 9 |
Total intangible assets | | $ | 379 | | | $ | 235 | | | $ | 144 | | $ | 379 | | | $ | 198 | | | $ | 181 |
Amortization expense for intangible assets was $37 million, $45 million, and $44 million, in 2016, 2015, and 2014, respectively.
Estimated future annual amortization expense for intangible assets as of December 31, 2016, is as follows:
| | | | | | | | | | | | |
2017 | | | | | | | | | | $ | 37 | |
2018 | | | | | | | | | | | 30 | |
2019 | | | | | | | | | | | 27 | |
2020 | | | | | | | | | | | 22 | |
2021 | | | | | | | | | | | 15 | |
Thereafter | | | | | | | | | | | 13 | |
Total intangible assets | | | | | | | | | | $ | 144 | |
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
| |
| 8. | Intangible Assets and Goodwill |
Intangible assets and goodwill are detailed below:
|
| | | | | | | | | | | | | | | | | | | | | | |
| | December 31, 2017 | December 31, 2016 |
| | Gross Carrying
Value | | Accumulated
Amortization | | Net Carrying
Value | Gross Carrying
Value | | Accumulated
Amortization | | Net Carrying
Value |
| Client relationships | $ | 274 |
| | $ | 189 |
| | $ | 85 |
| $ | 274 |
| | $ | 169 |
| | $ | 105 |
|
| Technology | 89 |
| | 66 |
| | 23 |
| 89 |
| | 56 |
| | 33 |
|
| Trade name | 15 |
| | 15 |
| | — |
| 16 |
| | 10 |
| | 6 |
|
| Total intangible assets | $ | 378 |
| | $ | 270 |
| | $ | 108 |
| $ | 379 |
| | $ | 235 |
| | $ | 144 |
|
Amortization expense for intangible assets was $37 million in both 2017 and 2016, and $45 million in 2015.
Estimated future annual amortization expense for intangible assets as of December 31, 2017, is as follows:
|
| | | |
| 2018 | $ | 30 |
|
| 2019 | 27 |
|
| 2020 | 22 |
|
| 2021 | 15 |
|
| 2022 | 11 |
|
| Thereafter | 2 |
|
| Total | $ | 107 |
|
The changes in the carrying amount of goodwill, as allocated to
the Company’sour reportable segments for purposes of testing goodwill for impairment
going forward, are presented in the following table:
| | | | | | | | | | |
| | Investor | | Advisor | | | | |
| | Services | | Services | | Total | |
Balance at December 31, 2014 | | $ | 1,127 | | $ | 100 | | $ | 1,227 | |
Goodwill acquired and other changes during the period (1) | | | (31) | | | 31 | | | - | |
Balance at December 31, 2015 | | | 1,096 | | | 131 | | | 1,227 | |
Goodwill acquired and other changes during the period | | | - | | | - | | | - | |
Balance at December 31, 2016 | | $ | 1,096 | | $ | 131 | | $ | 1,227 | |
(1)
| During 2015, the Corporate Brokerage Retirement Services business was transferred from the Investor Services segment to the Advisor Services segment. Related goodwill amounts were transferred from the Investor Services segment to the Advisor Services segment.
|
|
| | | | | | | | | | | |
| | Investor
Services | | Advisor
Services | | Total |
| Balance at December 31, 2015 | $ | 1,096 |
| | $ | 131 |
| | $ | 1,227 |
|
| Goodwill acquired and other changes during the period | — |
| | — |
| | — |
|
| Balance at December 31, 2016 | 1,096 |
| | 131 |
| | 1,227 |
|
| Goodwill acquired and other changes during the period | — |
| | — |
| | — |
|
| Balance at December 31, 2017 | $ | 1,096 |
| | $ | 131 |
| | $ | 1,227 |
|
In testing for potential2017, Schwab elected to bypass the qualitative goodwill impairment assessment. As of goodwill on April 1, 2016, management performed an assessment2017, we have determined through quantitative testing that the fair value significantly exceeded the carrying value of each of the Company’s reporting units. As a result of this assessment, managementunits, and concluded that goodwill was not impaired. The CompanySchwab did not recognize any goodwill impairment in 2016, 2015,any of the years presented.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or
2014.as Noted)
The components of other assets are as follows:
| | | | | | | | | | | | |
December 31, | | | | | | | 2016 | | | 2015 |
Accounts receivable (1) | | | | | | $ | 451 | | | $ | 388 | |
Interest and dividends receivable | | | | | | | 325 | | | | 241 | |
Other investments (2) | | | | | | | 324 | | | | 180 | |
Deferred tax asset – net | | | | | | | 143 | | | | 145 | |
Prepaid expenses | | | | | | | 90 | | | | 101 | |
Other (3) | | | | | | | 75 | | | | 106 | |
Total other assets | | | | | | $ | 1,408 | | | $ | 1,161 | |
|
| | | | | | | |
| December 31, | 2017 | | 2016 |
Accounts receivable (1) | $ | 461 |
| | $ | 451 |
|
| Interest and dividends receivable | 413 |
| | 325 |
|
FHLB stock (2) | 405 |
| | 81 |
|
Other investments (3) | 376 |
| | 243 |
|
| Prepaid expenses | 126 |
| | 90 |
|
| Deferred tax asset — net | 76 |
| | 143 |
|
| Other | 92 |
| | 75 |
|
| Total other assets | $ | 1,949 |
| | $ | 1,408 |
|
(1) Accounts receivable includes accrued service fee income and a receivable from our loan servicer.
(2) Investments in stock of the FHLB can only be sold to the issuer at its par value. Any cash dividends received from these investments are recognized as interest income in the consolidated statements of income.
(3) Predominantly CRA-related, including LIHTC investments.
(1)
| Accounts receivable includes accrued service fee income and a receivable from the Company’s loan servicer.
|
(2)
10. | Other investments include LIHTC investments and investments in stock of the Federal Home Loan Bank of San Francisco. FHLB stock can only be sold to the issuer at its par value. Any cash dividends received from these investments are recognized as interest income in the Consolidated Statements of Income.
|
(3)
| Adjusted for retrospective adoption of ASU 2015-03. See New Accounting Standards in Note 2 for additional information.
Variable Interest Entities |
10.Variable Interest Entities
A VIE requires consolidation by the entity’s primary beneficiary. The Company evaluates
As of December 31, 2017 and 2016, all
entities in which it has a financial interestof Schwab’s involvement with VIEs is through Schwab Bank’s CRA-related investments and most of those related to
determine if the entity is a VIE and if so, whether the Company is the primary beneficiary. See “Principles of Consolidation” in Note 1 for discussion of the Company’s evaluations of VIEs and whether it is deemed to be the primary beneficiary of any VIEs in which it holds an interest. The Company was not the primary beneficiary of, and therefore, not required to consolidate any VIEs during 2016, 2015, or 2014.Community Reinvestment Act investments
Schwab Bank is subject to the CRA. The CRA is intended to encourage banks to help meet the credit needs of the communities in which they operate, including low and moderate income neighborhoods, consistent with safe and sound banking operations.LIHTC investments. As part of Schwab Bank’s community reinvestment initiatives, Schwab Bank invests with other institutional investors in funds that make equity investments in multifamily affordable housing properties. Schwab Bank receives tax credits and other tax benefits for these investments. Schwab Bank’s LIHTC investments are accounted for using
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
the proportional amortization method. See Note 2 for discussionmethod which amortizes the cost of the application ofinvestment over the proportional amortization method. Amortization,period in which the investor expects to receive tax credits and other tax benefits, recognized in relation to LIHTC investments areand the resulting amortization is included in taxes on income on the consolidated statements of income. As of December 31, 2016
Aggregate assets, liabilities and 2015,maximum exposure to loss
The aggregate assets, liabilities, and maximum exposure to loss from those VIEs in which Schwab holds a variable interest, but as to which we have concluded it is not the
majority ofprimary beneficiary, are summarized in the
Company’s VIEs related to Schwab Bank’s LIHTC investments.The carrying value of the LIHTC investments was $189 milliontable below:
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | December 31, 2017 | | December 31, 2016 |
| | Aggregate
assets | | Aggregate
liabilities | | Maximum exposure
to loss | | Aggregate
assets | | Aggregate
liabilities | | Maximum exposure to loss |
LIHTC Investments (1) | $ | 304 |
| | $ | 203 |
| | $ | 304 |
| | $ | 189 |
| | $ | 135 |
| | $ | 189 |
|
Other CRA Investments (2) | 69 |
| | — |
| | 125 |
| | 60 |
| | — |
| | 80 |
|
| Total | $ | 373 |
| | $ | 203 |
| | $ | 429 |
| | $ | 249 |
| | $ | 135 |
| | $ | 269 |
|
(1) Aggregate assets and $104 million as of December 31, 2016 and 2015, respectively, which isaggregate liabilities are included in other assets on the consolidated balance sheets. Schwab Bank recorded liabilities of $135 million and $84 million for unfunded commitments related to LIHTC investments at December 31, 2016 and 2015, respectively, which are included in accrued expenses and other liabilities, respectively, on the consolidated balance sheets.
(2) Other CRA investments are recorded using either the cost method, equity method, or as HTM securities. Aggregate assets are included in other assets, HTM securities, or bank loans – net on the consolidated balance sheets.
Schwab’s maximum exposure to loss would result from the loss of the investments, including any committed amounts. During the years ended December 31, 2017 and 2016, Schwab did not provide or intend to provide financial or other support to the VIEs that it was not contractually required to provide. Schwab Bank’s funding of these remaining commitments is dependent upon the occurrence of certain conditions, and Schwab Bank expects to pay substantially all of these commitments between
20172018 and
2020.Aggregate assets, liabilities and maximum exposure to loss
The aggregate assets, liabilities, and maximum exposure to loss from those VIEs in which the Company holds a variable interest, but as to which the Company has concluded it is not the primary beneficiary, are summarized in the table below:
2021. | | | | | | | | | | | | | | | | | | | | | | | |
| | | December 31, 2016 | | | | December 31, 2015 |
| | | | | | | | | | | Maximum | | | | | | | | | | | | Maximum |
| | | Aggregate | | | | Aggregate | | | | exposure | | | | Aggregate | | | | Aggregate | | | | exposure |
| | | assets | | | | liabilities | | | | to loss | | | | assets | | | | liabilities | | | | to loss |
LIHTC Investments | | $ | 189 | | | $ | 135 | | | $ | 189 | | | $ | 104 | | | $ | 84 | | | $ | 104 |
Other CRA Investments (1) | | | 60 | | | | - | | | | 80 | | | | 57 | | | | - | | | | 66 |
Total | | $ | 249 | | | $ | 135 | | | $ | 269 | | | $ | 161 | | | $ | 84 | | | $ | 170 |
| |
(1)
| Other CRA investments are recorded using either the cost method or the equity method. Aggregate assets are included in either other assets or bank loans – net on the consolidated balance sheets.
|
The Company’s maximum exposure to loss would result from the loss of the investments, including any committed amounts. During the years ended December 31, 2016 and 2015, the Company did not provide or intend to provide financial or other support to the VIEs that it was not contractually required to provide.
11.Bank Deposits
Bank deposits consist of interest-bearing and non-interest-bearing deposits as follows:
| | | | | | | | | | | | |
December 31, | | | | | | | 2016 | | | 2015 |
Interest-bearing deposits: | | | | | | | | | | | | |
Deposits swept from brokerage accounts | | | | | | $ | 141,146 | | | $ | 108,137 | |
Checking | | | | | | | 13,842 | | | | 12,822 | |
Savings and other | | | | | | | 7,792 | | | | 7,896 | |
Total interest-bearing deposits | | | | | | | 162,780 | | | | 128,855 | |
Non-interest-bearing deposits | | | | | | | 674 | | | | 647 | |
Total bank deposits | | | | | | $ | 163,454 | | | $ | 129,502 | |
12.Payables to Brokers, Dealers, and Clearing Organizations
Payables to brokers, dealers, and clearing organizations include securities loaned of $2.0 billion and $2.2 billion at December 31, 2016 and 2015, respectively. The cash collateral received from counterparties under securities lending transactions was equal to or greater than the market value of the securities loaned at December 31, 2016 and 2015.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
13.
Bank deposits consist of interest-bearing and non-interest-bearing deposits as follows:
|
| | | | | | | |
| December 31, | 2017 | | 2016 |
| Interest-bearing deposits: | | | |
| Deposits swept from brokerage accounts | $ | 148,212 |
| | $ | 141,146 |
|
| Checking | 13,388 |
| | 13,842 |
|
| Savings and other | 7,264 |
| | 7,792 |
|
| Total interest-bearing deposits | 168,864 |
| | 162,780 |
|
| Non-interest-bearing deposits | 792 |
| | 674 |
|
| Total bank deposits | $ | 169,656 |
| | $ | 163,454 |
|
CSC’s senior notes are unsecured obligations and rank equally with the other unsecured senior debt. CSC may redeem some or all of the senior notes of each series prior to their maturity, subject to certain restrictions, and the payment of an applicable make-whole premium in certain instances. Interest is payable semi-annually for the senior notes. The following table lists long-term debt
was netby instrument outstanding as of
unamortized debt discounts/premiums and debt issuance costs of $24 million and $29 million at December 31,
2016 and 2015, respectively. | | | | | | | | | | | | |
December 31, | | | | | | | 2016 | | | 2015 |
Senior Notes | | | | | | $ | 2,558 | | | $ | 2,553 | (1) |
Medium-Term Notes, Series A | | | | | | | 250 | | | | 249 | (1) |
Finance lease obligation | | | | | | | 68 | | | | 75 | |
Total long-term debt | | | | | | $ | 2,876 | | | $ | 2,877 | |
| | | | | | | | | | | | |
(1) | Balances as of December 31, 2015 have been recast as a result of the adoption of ASU 2015-03, to present debt issuance costs of $13 million as a direct deduction from the carrying amount of the associated debt liability, consistent with the recording of debt discounts. |
CSC has a Shelf Registration Statement on file with the SEC, which enables CSC to issue debt, equity, and other securities.
The Senior Notes outstanding at December 31, 2016, have maturities ranging from 2018 to 2026 and bear interest at a weighted-average rate of 3.03% with interest payable semi-annually.
On November 13, 2015, CSC issued $350 million aggregate principal amount of Senior Notes that mature in 2026. The Senior Notes have a fixed interest rate of 3.450% with interest payable semi-annually.
On March 10, 2015, CSC issued $625 million aggregate principal amount of Senior Notes that mature in 2018 and $375 million aggregate principal amount of Senior Notes that mature in 2025. The Senior Notes due 2018 and 2025 have a fixed interest rate of 1.50% and 3.00%, respectively, with interest payable semi-annually.
The Medium-Term Notes, Series A (Medium-Term Notes) outstanding at December 31, 2016, mature in 2017 and have a fixed interest rate of 6.375% with interest payable semi-annually.
2016.
|
| | | | | | | | | |
| | Date of | | Principal Amount Outstanding |
| | Issuance | | 2017 | | 2016 |
| Fixed-Rate Senior Notes: | | | | | |
1.500% due March 10, 2018 (1) | 03/10/15 | | $ | 625 |
| | $ | 625 |
|
| 2.200% due July 25, 2018 | 07/25/13 | | 275 |
| | 275 |
|
| 4.450% due July 22, 2020 | 07/22/10 | | 700 |
| | 700 |
|
| 3.225% due September 1, 2022 | 08/29/12 | | 256 |
| | 256 |
|
| 2.650% due January 25, 2023 | 12/07/17 | | 800 |
| | — |
|
| 3.000% due March 10, 2025 | 03/10/15 | | 375 |
| | 375 |
|
| 3.450% due February 13, 2026 | 11/13/15 | | 350 |
| | 350 |
|
| 3.200% due March 2, 2027 | 03/02/17 | | 650 |
| | — |
|
| 3.200% due January 25, 2028 | 12/07/17 | | 700 |
| | — |
|
| Total fixed-rate senior notes | | | 4,731 |
| | 2,581 |
|
| 6.375% Medium-Term Notes |
| | — |
| | 250 |
|
5.450% Finance lease obligation (2) | 06/04/04 | | 61 |
| | 68 |
|
| Unamortized discount, net | | | (14 | ) | | (13 | ) |
| Debt issuance costs |
| | (25 | ) | | (10 | ) |
| Total long-term debt | | | $ | 4,753 |
| | $ | 2,876 |
|
(1) Redeemed on February 8, 2018. See Note 25.
(2) Schwab has a finance lease obligation related to an office building and land under a 20-year lease. The remaining finance lease obligation of $68 million at December 31, 2016, is being reduced by a portion of the lease payments over the remaining lease term of eight years.through June 30, 2024.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Annual maturities on long-term debt outstanding at December 31,
2016,2017, are as follows:
| | | | | | | | | | |
2017 | | | | | | | | $ | 258 | |
2018 | | | | | | | | | 908 | |
2019 | | | | | | | | | 8 | |
2020 | | | | | | | | | 709 | |
2021 | | | | | | | | | 9 | |
Thereafter | | | | | | | | | 1,008 | |
Total maturities | | | | | | | | | 2,900 | |
Unamortized discount, net | | | | | | | | | (14) | |
Debt issuance costs | | | | | | | | | (10) | |
Total long-term debt | | | | | | | | $ | 2,876 | |
|
| | | |
| 2018 | $ | 908 |
|
| 2019 | 8 |
|
| 2020 | 709 |
|
| 2021 | 9 |
|
| 2022 | 266 |
|
| Thereafter | 2,892 |
|
| Total maturities | 4,792 |
|
| Unamortized discount, net | (14 | ) |
| Debt issuance costs | (25 | ) |
| Total long-term debt | $ | 4,753 |
|
Short-term borrowings: Schwab Bank maintains a secured credit facility with the FHLB. Amounts available under this facility are dependent on the amount of Schwab Bank’s First Mortgages, HELOCs, and the fair value of certain of Schwab Bank’s investment securities that are pledged as collateral. During 2016,As of December 31, 2017, the collateral pledged by Schwab Bank used borrowings under this agreement to purchase investment securities prior to bulk transfers.provided a total borrowing capacity of $32.3 billion of which $15.0 billion was outstanding. No amounts were outstanding under this facility as of December 31, 2016 or 2015. 2016. The Company could increase its borrowing capacity by pledging additional securities.
As a condition of the FHLB borrowings, Schwab Bank purchased $152 million ofis required to hold FHLB stock, recorded at par, and sold $88 million of FHLB stock in 2016, with the net investment recorded in other assets on the consolidated balance sheets. The investment in FHLB was $405 million and $81 million at December 31, 2017 and 2016, respectively.
| |
| 13. | Commitments and Contingencies |
Loan Portfolio:Schwab Bank sold $8provides a co-branded loan origination program for Schwab Bank clients (the Program) with Quicken Loans, Inc. (Quicken Loans®). Pursuant to the Program, Quicken Loans originates and services First Mortgages and HELOCs for Schwab Bank clients. Under the Program, Schwab Bank purchases certain First Mortgages and HELOCs that are originated by Quicken Loans. Schwab Bank purchased First Mortgages of $2.8 billion and $3.3 billion during 2017 and 2016, respectively. Schwab purchased HELOCs with commitments of $461 million and $440 million during 2017 and 2016, respectively.
The Company’s commitments to extend credit on bank lines of
FHLB stock during 2015.credit and to purchase First Mortgages are as follows: |
| | | | | | |
| December 31, | 2017 | 2016 |
| Commitments to extend credit related to unused HELOCs, PALs, and other lines of credit | $ | 10,060 |
| $ | 8,445 |
|
| Commitments to purchase First Mortgage loans | 308 |
| 466 |
|
| Total | $ | 10,368 |
| $ | 8,911 |
|
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
CSC has authorization from its Board of Directors to issue Commercial Paper Notes not to exceed $1.5 billion. Management has set a current limit for the commercial paper program not to exceed the amount of the committed, unsecured credit facility, which was $750 million at December 31, 2016. The maturities of the Commercial Paper Notes may vary, but are not to exceed 270 days from the date of issue. The commercial paper is not redeemable prior to maturity and cannot be voluntarily prepaid. The proceeds of the commercial paper program are to be used for general corporate purposes. CSC had no borrowings of Commercial Paper Notes outstanding at December 31, 2016 or 2015.
CSC maintains a $750 million committed, unsecured credit facility with a group of banks, which is scheduled to expire in June 2017. This facility replaced a similar facility that expired in June 2016. The funds under this facility are available for general corporate purposes. The financial covenants require Schwab to maintain a minimum net capital ratio, as defined, Schwab Bank to be well capitalized, as defined, and CSC to maintain a minimum level of stockholders’ equity, adjusted to exclude AOCI. At December 31, 2016, the minimum level of stockholders’ equity required under this facility was $10.2 billion (CSC’s stockholders’ equity, excluding AOCI, at December 31, 2016, was $16.6 billion). There were no borrowings outstanding under these facilities at December 31, 2016 or 2015.
To manage short-term liquidity, Schwab maintains uncommitted, unsecured bank credit lines with several banks. There were no borrowings outstanding under these lines at December 31, 2016 or 2015.
14.Commitments and Contingencies
Operating leases: The CompanySchwab has non-cancelable operating leases for office space and equipment. Future annual minimum rental commitments under these leases, net of contractual subleases are as follows: | | | | | | | | | | |
| | Operating | | | | | | | |
December 31, 2016 | | Leases | | Subleases | | Net | |
2017 | | $ | 137 | | $ | 29 | | $ | 108 | |
2018 | | | 109 | | | 8 | | | 101 | |
2019 | | | 84 | | | 4 | | | 80 | |
2020 | | | 73 | | | 4 | | | 69 | |
2021 | | | 64 | | | 5 | | | 59 | |
Thereafter | | | 318 | | | 2 | | | 316 | |
Total | | $ | 785 | | $ | 52 | | $ | 733 | |
|
| | | | | | | | | |
| December 31, 2017 | Operating
Leases | Subleases | Net |
| 2018 | $ | 137 |
| $ | 6 |
| $ | 131 |
|
| 2019 | 119 |
| 4 |
| 115 |
|
| 2020 | 109 |
| 4 |
| 105 |
|
| 2021 | 86 |
| 4 |
| 82 |
|
| 2022 | 68 |
| 2 |
| 66 |
|
| Thereafter | 310 |
| 1 |
| 309 |
|
| Total | $ | 829 |
| $ | 21 |
| $ | 808 |
|
Certain leases contain provisions for renewal options, purchase options, and rent escalations based on increases in certain costs incurred by the lessor. Rent expense relating to operating leases was
$136 million, $123 million,
and $116 million
in 2017, 2016, and
$114 million in 2016, 2015,
and 2014, respectively.
Purchase obligations:The Company Schwab has purchase obligations for services such as advertising and marketing, telecommunications, professional services, and hardware- and software-related agreements. The Company has purchase obligations as follows: | | | | | | | | | | |
December 31, 2016 | | | | | | | | | | |
2017 | | | | | | | | $ | 211 | |
2018 | | | | | | | | | 88 | |
2019 | | | | | | | | | 44 | |
2020 | | | | | | | | | 21 | |
2021 | | | | | | | | | 20 | |
Thereafter | | | | | | | | | 200 | |
Total | | | | | | | | $ | 584 | |
|
| | | |
| December 31, 2017 | |
| 2018 | $ | 305 |
|
| 2019 | 148 |
|
| 2020 | 71 |
|
| 2021 | 26 |
|
| 2022 | 22 |
|
| Thereafter | 181 |
|
| Total | $ | 753 |
|
Guarantees and indemnifications: The CompanySchwab has clients that sell (i.e., write) listed option contracts that are cleared by the Options Clearing Corporation – a clearing house that establishes margin requirements on these transactions. The CompanyWe partially satisfiessatisfy the margin requirements by arranging unsecured standby LOCs, in favor of the Options Clearing
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Corporation, which are issued by several banks. At December 31, 2016,2017, the aggregate face amount of these LOCs totaled $295$225 million. There were no funds drawn under any of these LOCs at December 31, 2016.2017. In connection with its securities lending activities, the CompanySchwab is required to provide collateral to certain brokerage clients. The Company satisfies the collateral requirements by providing cash as collateral.
The Company
Schwab also provides guarantees to securities clearing houses and exchanges under standard membership agreements, which require members to guarantee the performance of other members. Under the agreements, if another member becomes unable to satisfy its obligations to the clearing houses and exchanges, other members would be required to meet shortfalls. The Company’s liability under these arrangements is not quantifiable and may exceed the cash and securities it has posted as collateral. The potential requirement for the Company to make payments under these arrangements is remote. Accordingly, no liability has been recognized for these guarantees.
Legal contingencies: The CompanySchwab is subject to claims and lawsuits in the ordinary course of business, including arbitrations, class actions and other litigation, some of which include claims for substantial or unspecified damages. The Company is also the subject of inquiries, investigations, and proceedings by regulatory and other governmental agencies.The Company
Predicting the outcome of a litigation or regulatory matter is inherently difficult, requiring significant judgment and evaluation of various factors, including the procedural status of the matter and any recent developments; prior experience and the experience of others in similar cases; available defenses, including potential opportunities to dispose of a case on the merits or procedural grounds before trial (e.g., motions to dismiss or for summary judgment); the progress of fact discovery; the opinions of counsel and experts regarding potential damages; potential opportunities for settlement and the status of any
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
settlement discussions; and potential insurance coverage and indemnification. It may not be reasonably possible to estimate a range of potential liability until the matter is closer to resolution – pending, for example, further proceedings, the outcome of key motions or appeals, or discussions among the parties. Numerous issues may have to be developed, such as discovery of important factual matters and determination of threshold legal issues, which may include novel or unsettled questions of law. Reserves are established or adjusted or further disclosure and estimates of potential loss are provided as the matter progresses and more information becomes available.
Schwab believes it has strong defenses in all significant matters currently pending and is contesting liability and any damages claimed. Nevertheless, some of these matters may result in adverse judgments or awards, including penalties, injunctions or other relief, and the Company may also determine to settle a matter because of the uncertainty and risks of litigation. Described below are certain matters in which there is a reasonable possibility that a material loss could be incurred or where the matter may otherwise be of significant interest to stockholders. Unless otherwise noted, the Company is unable to provide a reasonable estimate of any potential liability given the stage of proceedings in the matter.
With respect to all other pending matters, based on current information and consultation with counsel, it does not appear reasonably possible that the outcome of any such matter would be material to the financial condition, operating results, or cash flows of the Company. Predicting the outcome of a litigation or regulatory matter is inherently difficult, requiring significant judgment and evaluation of various factors, including the procedural status of the matter and any recent developments; prior experience and the experience of others in similar cases; available defenses, including potential opportunities to dispose of a case on the merits or procedural grounds before trial (e.g., motions to dismiss or for summary judgment); the progress of fact discovery; the opinions of counsel and experts regarding potential damages; potential opportunities for settlement and the status of any settlement discussions; and potential insurance coverage and indemnification. It may not be possible to reasonably estimate potential liability, if any, or a range of potential liability until the matter is closer to resolution – pending, for example, further proceedings, the outcome of key motions or appeals, or discussions among the parties. Numerous issues may have to be developed, such as discovery of important factual matters and determination of threshold legal issues, which may include novel or unsettled questions of law. Reserves are established or adjusted or further disclosure and estimates of potential loss are provided as the matter progresses and more information becomes available.
Total Bond Market Fund Litigation: On August 28, 2008, a class action lawsuit was filed in the U.S. District Court for the Northern District of California on behalf of investors in the Schwab Total Bond Market Fund™. The lawsuit, which alleged violations of state law and federal securities law in connection with the fund’s investment policy, named CSIM, Schwab Investments (registrant and issuer of the fund’s shares), and certain current and former fund trustees as defendants. Allegations include that the fund improperly deviated from its stated investment objectives by investing in collateralized mortgage obligations (CMOs) and investing more than 25% of fund assets in CMOs and mortgage-backed securities without obtaining a shareholderfundholder vote. Plaintiff seeks unspecified compensatory and rescission damages, unspecified equitable and injunctive relief, costs, and attorneys’ fees.fees on behalf of a putative class of investors who held shares as of August 31, 2007, and a putative class of investors who purchased the shares between September 1, 2017 and February 27, 2009. Plaintiff’s federal securities law claim and certain of plaintiff’s state law claims were dismissed. On August 8, 2011, the court dismissed plaintiff’s remaining claims with prejudice. Plaintiff appealed to the Ninth Circuit, which issued a ruling on March 9, 2015 reversing the district court’s dismissal of the case and remanding the case for further proceedings. Plaintiff filed a fourth amended complaint on June 25, 2015, and in decisions issued October 6, 2015 and February 23, 2016, the court dismissed all claims with prejudice. Plaintiff has appealed to the Ninth Circuit, where the case is again pending.
Other MattersCrago Order Routing Litigation: On April 16, 2012, optionsXpressJuly 13, 2016, a securities class action lawsuit was charged byfiled in the SEC inU.S. District Court for the Northern District of California on behalf of a putative class of customers executing equity orders through CS&Co. The lawsuit names CS&Co and CSC as defendants and alleges that an administrative proceeding alleging violations of its close-out obligationsagreement under Regulation SHO (short sale delivery rules) in connectionwhich CS&Co routed orders to UBS Securities LLC between July 13, 2011 and December 31, 2014 violated CS&Co’s duty to seek best execution. Plaintiffs seek unspecified damages, interest, injunctive and equitable relief, and attorneys’ fees and costs. After a first amended complaint was dismissed with certain customer trading
THE CHARLES SCHWAB CORPORATION
Notesleave to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
activity. Following trial, inamend, plaintiffs filed a decision issued June 7, 2013, the judge held that optionsXpress had violated Regulation SHO and aided and abetted fraudulent trading activity by its customer, and ordered optionsXpress and the customersecond amended complaint on August 14, 2017. Defendants again moved to pay disgorgement and penalties in an amount that would not be material. The Company appealed to the SEC,dismiss, and in a decision issued August 18, 2016December 5, 2017, the court denied the motion. Defendants have answered the complaint to deny all allegations, and amended September 13, 2016,intend to vigorously contest the SEC dismissed all fraud charges but affirmed the violations of Regulation SHO and the financial sanctions imposed by its administrative law judge. This matter is now concluded.
15.lawsuit.Financia
| |
| 14. | Financial Instruments Subject to Off-Balance Sheet Credit Risk |
Off-Balance Sheet Credit Risk
or Concentration RiskOff-Balance Sheet Credit Risk
Resale and repurchase agreements: Schwab enters into collateralized resale agreements principally with other broker-dealers, which could result in losses in the event the counterparty fails to purchase the securities held as collateral for the cash advanced and the fair value of the securities declines. To mitigate this risk, Schwab requires that the counterparty deliver securities to a custodian, to be held as collateral, with a fair value at or in excess of the resale price. SchwabWe also setsset standards for the credit quality of the counterparty, monitorsmonitor the fair value of the underlying securities as compared to the related receivable, including accrued interest, and requiresrequire additional collateral where deemed appropriate. Schwab utilizes the collateral provided under these resale agreements to meet obligations under broker-dealer client protection rules, which place limitations on its ability to access such segregated securities. For Schwab to repledge or sell this collateral, it would be required to deposit cash and/or securities of an equal amount into its segregated reserve bank accounts in order to meet its segregated cash and investment requirement. The Company’sSchwab’s resale agreements are not subject to master netting arrangements.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Securities lending: The CompanySchwab loans brokerage client securities temporarily to other brokers and clearing houses in connection with its securities lending activities and receives cash as collateral for the securities loaned. Increases in security prices may cause the fair value of the securities loaned to exceed the amount of cash received as collateral. In the event the counterparty to these transactions does not return the loaned securities or provide additional cash collateral, the Companywe may be exposed to the risk of acquiring the securities at prevailing market prices in order to satisfy itsour client obligations. The CompanySchwab mitigates this risk by requiring credit approvals for counterparties, monitoring the fair value of securities loaned, and requiring additional cash as collateral when necessary. The Company borrowsWe also borrow securities from other broker-dealers to fulfill short sales by brokerage clients and deliversdeliver cash to the lender in exchange for the securities. The fair value of these borrowed securities was $213$215 million and $72$213 million at December 31, 20162017 and 2015,2016, respectively. All of the Company’sour securities lending transactions are through a program with a clearing organization, which guarantees the return of cash to us and is subject to enforceable master netting arrangements with other broker-dealers; however, the Company doeswe do not net securities lending transactions. Therefore, the Company’s securities loaned and securities borrowed are presented gross in the consolidated balance sheets.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
The following table presents information about the Company’sour resale agreements and securities lending activity to enable the users of the Company’s financial statements to evaluatedepicting the potential effect of rights of setoff between these recognized assets and recognized liabilities at December 31, 2017 and 2016.
|
| | | | | | | | | | | | | | | | | | | |
| | | | | Gross Amounts Not Offset in the
Consolidated Balance Sheets | |
| | Gross
Assets/
Liabilities | Gross Amounts Offset in the Consolidated
Balance Sheets | Net Amounts Presented in the Consolidated
Balance Sheets | Counterparty
Offsetting | Collateral | Net
Amount |
| December 31, 2017 | | | | | | | |
| Assets: | | | | | | | |
Resale agreements (1) | $ | 6,596 |
| $ | — |
| $ | 6,596 |
| $ | — |
| $ | (6,596 | ) | (2) | $ | — |
|
Securities borrowed (3) | 222 |
| — |
| 222 |
| (199 | ) | (22 | ) | | 1 |
|
| Total | $ | 6,818 |
| $ | — |
| $ | 6,818 |
| $ | (199 | ) | $ | (6,618 | ) | | $ | 1 |
|
| Liabilities: | | | | | | | |
Securities loaned (4,5) | $ | 966 |
| $ | — |
| $ | 966 |
| $ | (199 | ) | $ | (670 | ) | | $ | 97 |
|
| Total | $ | 966 |
| $ | — |
| $ | 966 |
| $ | (199 | ) | $ | (670 | ) | | $ | 97 |
|
| | | | | | | | |
| December 31, 2016 | | | | | | | |
| Assets: | | | | | | | |
Resale agreements (1) | $ | 9,547 |
| $ | — |
| $ | 9,547 |
| $ | — |
| $ | (9,547 | ) | (2) | $ | — |
|
Securities borrowed (3) | 393 |
| — |
| 393 |
| (200 | ) | (189 | ) | | 4 |
|
| Total | $ | 9,940 |
| $ | — |
| $ | 9,940 |
| $ | (200 | ) | $ | (9,736 | ) | | $ | 4 |
|
| Liabilities: | | | | | | | |
Securities loaned (4,5) | $ | 1,996 |
| $ | — |
| $ | 1,996 |
| $ | (200 | ) | $ | (1,660 | ) | | $ | 136 |
|
| Total | $ | 1,996 |
| $ | — |
| $ | 1,996 |
| $ | (200 | ) | $ | (1,660 | ) | | $ | 136 |
|
(1) Included in cash and investments segregated and on deposit for regulatory purposes in the consolidated balance sheets.
(2) Actual collateral was greater than or equal to 102% of the related assets. At December 31, 2017 and 2016, the fair value of collateral received in connection with resale agreements that are available to be repledged or sold was $6.7 billion and 2015.$9.8 billion, respectively. | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | Gross Amounts Not Offset in the | | | |
| | | | | | Gross Amounts | | Net Amounts | | Consolidated Balance Sheets | | | |
| | | Gross | | | Offset in the | | Presented in the | | | | | | | | | |
| | | Assets/ | | | Consolidated | | Consolidated | | Counterparty | | | | | Net |
| | | Liabilities | | | Balance Sheets | | Balance Sheets | | Offsetting | | Collateral | | | Amount |
December 31, 2016 | | | | | | | | | | | | | | | | | | | | | | | |
Assets: | | | | | | | | | | | | | | | | | | | | | | | |
Resale agreements (1) | | $ | 9,547 | | | $ | - | | | $ | 9,547 | | | $ | - | | | $ | (9,547) | (2) | | $ | - |
Securities borrowed (3) | | | 393 | | | | - | | | | 393 | | | | (200) | | | | (189) | | | | 4 |
Total | | $ | 9,940 | | | $ | - | | | $ | 9,940 | | | $ | (200) | | | $ | (9,736) | | | $ | 4 |
Liabilities: | | | | | | | | | | | | | | | | | | | | | | | |
Securities loaned (4,5) | | $ | 1,996 | | | $ | - | | | $ | 1,996 | | | $ | (200) | | | $ | (1,660) | | | $ | 136 |
Total | | $ | 1,996 | | | $ | - | | | $ | 1,996 | | | $ | (200) | | | $ | (1,660) | | | $ | 136 |
| | | | | | | | | | | | | | | | | | | | | | | |
December 31, 2015 | | | | | | | | | | | | | | | | | | | | | | | |
Assets: | | | | | | | | | | | | | | | | | | | | | | | |
Resale agreements (1) | | $ | 8,088 | | | $ | - | | | $ | 8,088 | | | $ | - | | | $ | (8,088) | (2) | | $ | - |
Securities borrowed (3) | | | 198 | | | | - | | | | 198 | | | | (70) | | | | (127) | | | | 1 |
Total | | $ | 8,286 | | | $ | - | | | $ | 8,286 | | | $ | (70) | | | $ | (8,215) | | | $ | 1 |
Liabilities: | | | | | | | | | | | | | | | | | | | | | | | |
Securities loaned (4,5) | | $ | 2,233 | | | $ | - | | | $ | 2,233 | | | $ | (70) | | | $ | (1,990) | | | $ | 173 |
Total | | $ | 2,233 | | | $ | - | | | $ | 2,233 | | | $ | (70) | | | $ | (1,990) | | | $ | 173 |
(1)
| Included in cash and investments segregated and on deposit for regulatory purposes in the Company’s consolidated balance sheets.
|
(2)
| Actual collateral was greater than or equal to 102% of the related assets. At December 31, 2016 and 2015, the fair value of collateral received in connection with resale agreements that are available to be repledged or sold was $9.8 billion and $8.2 billion, respectively.
|
(3)
| Included in receivables from brokers, dealers, and clearing organizations in the Company’s consolidated balance sheets.
|
(4)
| Included in payables to brokers, dealers, and clearing organizations in the Company’s consolidated balance sheets.
|
(5)
| Securities loaned are predominantly comprised of equity securities held in client brokerage accounts with overnight and continuous remaining contractual maturities.
|
(4) Included in payables to brokers, dealers, and clearing organizations in the consolidated balance sheets. The cash collateral received from counterparties under securities lending transactions was equal to or greater than the market value of the securities loaned at December 31, 2017 and 2016.(5) Securities loaned are predominantly comprised of equity securities held in client brokerage accounts with overnight and continuous remaining contractual maturities.
Client trade settlement:The Company Schwab is obligated to settle transactions with brokers and other financial institutions even if the Company’sour clients fail to meet their obligations to the Company.us. Clients are required to complete their transactions on settlement date, generally threetwo business days after the trade date. If clients do not fulfill their contractual obligations, the Companywe may incur losses. The Company hasWe have established procedures to reduce this risk by requiring deposits from clients in excess of amounts prescribed by regulatory requirements for certain types of trades, and therefore the potential to make payments under these client transactions is remote. Accordingly, no liability has been recognized for these transactions. - 82 -
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Margin lending: Clients with margin loans have agreed to allow the CompanySchwab to pledge collateralized securities in their brokerage accounts in accordance with federal regulations. The following table summarizes the fair value of client securities that were available, under such regulations, for the Company to utilizethat could have been used as collateral, and the amounts that we had pledged:
|
| | | | | | |
| December 31, | 2017 | 2016 |
| Fair value of client securities available to be pledged | $ | 25,905 |
| $ | 21,516 |
|
| Fair value of client securities pledged for: | | |
Fulfillment of requirements with the Options Clearing Corporation (1)
| 2,280 |
| 1,519 |
|
| Fulfillment of client short sales | 2,011 |
| 2,048 |
|
Securities lending to other broker-dealers
| 784 |
| 1,626 |
|
| Total collateral pledged | $ | 5,075 |
| $ | 5,193 |
|
Note: Excludes amounts available and pledged
by the Company. | | | | | | | | |
December 31, | | | 2016 | | | 2015 |
Fair value of client securities available to be pledged | | $ | 21,516 | | | $ | 22,385 | |
Fair value of client securities pledged for: | | | | | | | | |
Securities lending to other broker-dealers | | | 1,626 | | | | 1,935 | |
Fulfillment of client short sales | | | 2,048 | | | | 1,344 | |
Fulfillment of requirements with the Options Clearing Corporation (1) | | | 1,519 | | | | 1,450 | |
Total collateral pledged | | $ | 5,193 | | | $ | 4,729 | |
Note:
| Excludes amounts available and pledged for securities lending from fully-paid client securities. The fair value of fully-paid client securities available and pledged was $58 million as of December 31, 2016 and $43 million as of December 31, 2015.
|
(1) | Client securities pledged to fulfill client margin requirements for open option contracts established with the Options Clearing Corporation. |
Financial Guarantees: See Note 14 for additional information.
Concentration Risk
The Company has exposure to concentration risk when holding large positions of financial instruments collateralized by assets with similar economic characteristics or in securities of a single issuer or industry.
The fair value of the Company’s investments in mortgage-backed securities totaled $105.9 billion at December 31, 2016. Of these, $104.9 billion were issued by U.S. agencies and $1.0 billion were issued by private entities (non-agency securities). The fair value of the Company’s investments in mortgage-backed securities totaled $72.3 billion at December 31, 2015. Of these, $71.0 billion were issued by U.S. agencies and $1.3 billion were non-agency securities. These U.S. agency and non-agency securities are included in investment securities in the consolidated balance sheets.
The fair value of the Company’s investments in corporate debt securities and commercial paper totaled $10.6 billion and $11.1 billion at December 31, 2016 and 2015, respectively. At December 31, 2016, approximately 48% of these investments were issued by institutions in the financial services industry. These securities are included in investment securities, cash and cash equivalents, and other securities owned.
The Company’s bank loans include $8.2 billion and $7.5 billion of adjustable rate First Mortgages at December 31, 2016 and 2015, respectively. At December 31, 2016, approximately 36% of these mortgages consisted of loans with interest-only payment terms. At December 31, 2016, the interest rates on approximately 58% of these interest-only loans are not scheduled to reset for three or more years. For additional detail on concentrations in bank loans, see Note 6.
Fees received from Schwab’s proprietary mutual funds and ETFs represented 13%, 8%, and 7% of the Company’s net revenues in 2016, 2015, and 2014, respectively. Except for Schwab’s proprietary mutual funds and ETFs, which are considered a single client for purposes of this computation, no single client accounted for more than 10% of the Company’s net revenues in 2016, 2015, or 2014. Substantially all of the Company’s revenues and assets are generated or located in the U.S. The percentage of Schwab’s total client accounts located in California was 23% at December 31, 2016, 2015, and 2014.
The Company also has exposure to concentration risk from its margin and securities lending activities collateralized by securities of a single issuer or industry. This concentration risk is mitigated by collateral arrangements that require the fair value of such collateral exceeds the amounts loaned, as described above.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
16.
15. Fair Values of Assets and Liabilities
For a description of the fair value hierarchy and
the Company’sSchwab’s fair value methodologies, including the use of independent third-party pricing services, see Note 2.
The CompanyWe did not transfer any assets or liabilities between Level 1, Level 2, or Level 3 during
20162017 or
2015.2016. In addition, the Company did not adjust prices received from the primary independent third-party pricing service at December 31,
20162017 or
2015.2016.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following tables present the fair value hierarchy for assets measured at fair value on a recurring basis. Liabilities recorded at fair value were not material, and therefore are not included in the following tables:
| | | | | | | | | | | | | | | | | | | |
| Quoted Prices | | | | | | | | | | | | | | | |
| in Active Markets | | Significant | | | Significant | | | | | | |
| for Identical | | Other Observable | | | Unobservable | | | | | | |
| Assets | | Inputs | | | Inputs | | | | Balance at | |
December 31, 2016 | (Level 1) | | (Level 2) | | | (Level 3) | | | | Fair Value | |
Cash equivalents: | | | | | | | | | | | | | | | | | | | |
Money market funds | | $ | 1,514 | | | | $ | - | | | | $ | - | | | | $ | 1,514 | |
Total cash equivalents | | | 1,514 | | | | | - | | | | | - | | | | | 1,514 | |
Investments segregated and on deposit for | | | | | | | | | | | | | | | | | | | |
regulatory purposes: | | | | | | | | | | | | | | | | | | | |
Certificates of deposit | | | - | | | | | 2,525 | | | | | - | | | | | 2,525 | |
U.S. Government securities | | | - | | | | | 6,111 | | | | | - | | | | | 6,111 | |
Total investments segregated and on deposit for | | | | | | | | | | | | | | | | | | | |
regulatory purposes | | | - | | | | | 8,636 | | | | | - | | | | | 8,636 | |
Other securities owned: | | | | | | | | | | | | | | | | | | | |
Equity and bond mutual funds | | | 272 | | | | | - | | | | | - | | | | | 272 | |
Schwab Funds® money market funds | | | 108 | | | | | - | | | | | - | | | | | 108 | |
State and municipal debt obligations | | | - | | | | | 41 | | | | | - | | | | | 41 | |
Equity, U.S. Government and corporate debt, and | | | | | | | | | | | | | | | | | | | |
other securities | | | 2 | | | | | 26 | | | | | - | | | | | 28 | |
Total other securities owned | | | 382 | | | | | 67 | | | | | - | | | | | 449 | |
Available for sale securities: | | | | | | | | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | | - | | | | | 33,195 | | | | | - | | | | | 33,195 | |
Asset-backed securities | | | - | | | | | 20,335 | | | | | - | | | | | 20,335 | |
Corporate debt securities | | | - | | | | | 9,852 | | | | | - | | | | | 9,852 | |
U.S. Treasury securities | | | - | | | | | 8,623 | | | | | - | | | | | 8,623 | |
Certificates of deposit | | | - | | | | | 2,071 | | | | | - | | | | | 2,071 | |
U.S. agency notes | | | - | | | | | 1,907 | | | | | - | | | | | 1,907 | |
U.S. state and municipal securities | | | - | | | | | 1,123 | | | | | - | | | | | 1,123 | |
Commercial paper | | | - | | | | | 214 | | | | | - | | | | | 214 | |
Non-agency commercial mortgage-backed securities | | | - | | | | | 45 | | | | | - | | | | | 45 | |
Total available for sale securities | | | - | | | | | 77,365 | | | | | - | | | | | 77,365 | |
Total | | $ | 1,896 | | | | $ | 86,068 | | | | $ | - | | | | $ | 87,964 | |
- 84 -
|
| | | | | | | | | | | | |
| December 31, 2017 | Quoted Prices
in Active Markets
for Identical
Assets
(Level 1) | Significant
Other Observable Inputs
(Level 2) | Significant Unobservable Inputs
(Level 3) | Balance at
Fair Value |
| Cash equivalents: | | | | |
| Money market funds | $ | 2,727 |
| $ | — |
| $ | — |
| $ | 2,727 |
|
| Total cash equivalents | 2,727 |
| — |
| — |
| 2,727 |
|
| Investments segregated and on deposit for regulatory purposes: | |
| |
| |
| |
| Certificates of deposit | — |
| 2,198 |
| — |
| 2,198 |
|
| U.S. Government securities | — |
| 3,658 |
| — |
| 3,658 |
|
| Total investments segregated and on deposit for regulatory purposes | — |
| 5,856 |
| — |
| 5,856 |
|
| Other securities owned: | |
| |
| |
| |
| Equity and bond mutual funds | 318 |
| — |
| — |
| 318 |
|
Schwab Funds® money market funds | 135 |
| — |
| — |
| 135 |
|
| State and municipal debt obligations | — |
| 52 |
| — |
| 52 |
|
| Equity, U.S. Government and corporate debt, and other securities | 2 |
| 32 |
| — |
| 34 |
|
| Total other securities owned | 455 |
| 84 |
| — |
| 539 |
|
| Available for sale securities: | |
| |
| |
| |
| U.S. agency mortgage-backed securities | — |
| 20,929 |
| — |
| 20,929 |
|
| U.S. Treasury securities | — |
| 9,500 |
| — |
| 9,500 |
|
| Asset-backed securities | — |
| 9,047 |
| — |
| 9,047 |
|
| Corporate debt securities | — |
| 6,169 |
| — |
| 6,169 |
|
| Certificates of deposit | — |
| 2,041 |
| — |
| 2,041 |
|
| U.S. agency notes | — |
| 1,906 |
| — |
| 1,906 |
|
| Commercial paper | — |
| 313 |
| — |
| 313 |
|
| Foreign government agency securities | — |
| 50 |
| — |
| 50 |
|
| Non-agency commercial mortgage-backed securities | — |
| 40 |
| — |
| 40 |
|
| Total available for sale securities | — |
| 49,995 |
| — |
| 49,995 |
|
| Total | $ | 3,182 |
| $ | 55,935 |
| $ | — |
| $ | 59,117 |
|
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
| | | | | | | | | | | | | | | | | | | |
| Quoted Prices | | | | | | | | | | | | | | | |
| in Active Markets | | Significant | | | | Significant | | | | | |
| for Identical | | Other Observable | | | | Unobservable | | | | | |
| Assets | | Inputs | | | | Inputs | | | Balance at | |
December 31, 2015 | (Level 1) | | (Level 2) | | | | (Level 3) | | | Fair Value | |
Cash equivalents: | | | | | | | | | | | | | | | | | | | |
Money market funds | | $ | 1,968 | | | | $ | - | | | | $ | - | | | | $ | 1,968 | |
Commercial paper | | | - | �� | | | | 360 | | | | | - | | | | | 360 | |
Total cash equivalents | | | 1,968 | | | | | 360 | | | | | - | | | | | 2,328 | |
Investments segregated and on deposit for | | | | | | | | | | | | | | | | | | | |
regulatory purposes: | | | | | | | | | | | | | | | | | | | |
Certificates of deposit | | | - | | | | | 3,430 | | | | | - | | | | | 3,430 | |
U.S. Government securities | | | - | | | | | 4,517 | | | | | - | | | | | 4,517 | |
Total investments segregated and on deposit for | | | | | | | | | | | | | | | | | | | |
regulatory purposes | | | - | | | | | 7,947 | | | | | - | | | | | 7,947 | |
Other securities owned: | | | | | | | | | | | | | | | | | | | |
Equity and bond mutual funds | | | 205 | | | | | - | | | | | - | | | | | 205 | |
Schwab Funds® money market funds | | | 261 | | | | | - | | | | | - | | | | | 261 | |
State and municipal debt obligations | | | - | | | | | 50 | | | | | - | | | | | 50 | |
Equity, U.S. Government and corporate debt, and | | | | | | | | | | | | | | | | | | | |
other securities | | | 1 | | | | | 16 | | | | | - | | | | | 17 | |
Total other securities owned | | | 467 | | | | | 66 | | | | | - | | | | | 533 | |
Available for sale securities: | | | | | | | | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | | - | | | | | 22,149 | | | | | - | | | | | 22,149 | |
Asset-backed securities | | | - | | | | | 21,485 | | | | | - | | | | | 21,485 | |
Corporate debt securities | | | - | | | | | 10,747 | | | | | - | | | | | 10,747 | |
U.S. Treasury securities | | | - | | | | | 5,704 | | | | | - | | | | | 5,704 | |
Certificates of deposit | | | - | | | | | 1,683 | | | | | - | | | | | 1,683 | |
U.S. agency notes | | | - | | | | | 3,150 | | | | | - | | | | | 3,150 | |
U.S. state and municipal securities | | | - | | | | | 424 | | | | | - | | | | | 424 | |
Non-agency commercial mortgage-backed securities | | | - | | | | | 299 | | | | | - | | | | | 299 | |
Other securities | | | - | | | | | 5 | | | | | - | | | | | 5 | |
Total available for sale securities | | | - | | | | | 65,646 | | | | | - | | | | | 65,646 | |
Total | | $ | 2,435 | | | | $ | 74,019 | | | | $ | - | | | | $ | 76,454 | |
|
| | | | | | | | | | | | |
| December 31, 2016 | Quoted Prices
in Active Markets
for Identical
Assets
(Level 1) | Significant
Other Observable Inputs
(Level 2) | Significant Unobservable Inputs
(Level 3) | Balance at
Fair Value |
| Cash equivalents: | | | | |
| Money market funds | $ | 1,514 |
| $ | — |
| $ | — |
| $ | 1,514 |
|
| Total cash equivalents | 1,514 |
| — |
| — |
| 1,514 |
|
| Investments segregated and on deposit for regulatory purposes: | | | | |
| Certificates of deposit | — |
| 2,525 |
| — |
| 2,525 |
|
| U.S. Government securities | — |
| 6,111 |
| — |
| 6,111 |
|
| Total investments segregated and on deposit for regulatory purposes | — |
| 8,636 |
| — |
| 8,636 |
|
| Other securities owned: | |
| | | |
| Equity and bond mutual funds | 272 |
| — |
| — |
| 272 |
|
Schwab Funds® money market funds | 108 |
| — |
| — |
| 108 |
|
| State and municipal debt obligations | — |
| 41 |
| — |
| 41 |
|
| Equity, U.S. Government and corporate debt, and other securities | 2 |
| 26 |
| — |
| 28 |
|
| Total other securities owned | 382 |
| 67 |
| — |
| 449 |
|
| Available for sale securities: | | | | |
| U.S. agency mortgage-backed securities | — |
| 33,195 |
| — |
| 33,195 |
|
| U.S. Treasury securities | — |
| 8,623 |
| — |
| 8,623 |
|
| Asset-backed securities | — |
| 20,335 |
| — |
| 20,335 |
|
| Corporate debt securities | — |
| 9,852 |
| — |
| 9,852 |
|
| Certificates of deposit | — |
| 2,071 |
| — |
| 2,071 |
|
| U.S. agency notes | — |
| 1,907 |
| — |
| 1,907 |
|
| Commercial paper | — |
| 214 |
| — |
| 214 |
|
| U.S. state and municipal securities | — |
| 1,123 |
| — |
| 1,123 |
|
| Non-agency commercial mortgage-backed securities | — |
| 45 |
| — |
| 45 |
|
| Total available for sale securities | — |
| 77,365 |
| — |
| 77,365 |
|
| Total | $ | 1,896 |
| $ | 86,068 |
| $ | — |
| $ | 87,964 |
|
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Fair Value of Other Financial Instruments
Descriptions of the valuation methodologies and assumptions used to estimate the fair value of other financial instruments are also described in Note 2. There were no significant changes in these methodologies or assumptions during
2016.2017. The following tables present the fair value hierarchy for other financial instruments:
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | Quoted Prices | | | | | | | | |
| | | | | in Active Markets | | Significant | | Significant | | | | |
| | | for Identical | | Other Observable | | Unobservable | | | |
| | Carrying | | Assets | | Inputs | | Inputs | | Balance at | |
December 31, 2016 | | Amount | | (Level 1) | | (Level 2) | | (Level 3) | | Fair Value | |
Assets: | | | | | | | | | | | | | | | | | | | | | | |
Cash and cash equivalents | | $ | 9,314 | | | $ | - | | | | $ | 9,314 | | | | $ | - | | | $ | 9,314 | |
Cash and investments segregated and | | | | | | | | | | | | | | | | | | | | | | |
on deposit for regulatory purposes | | | 13,533 | | | | - | | | | | 13,533 | | | | | - | | | | 13,533 | |
Receivables from brokers, dealers, and | | | | | | | | | | | | | | | | | | | | | | |
clearing organizations | | | 728 | | | | - | | | | | 728 | | | | | - | | | | 728 | |
Receivables from brokerage clients – net | | | 17,151 | | | | - | | | | | 17,151 | | | | | - | | | | 17,151 | |
Held to maturity securities: | | | | | | | | | | | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | | 72,439 | | | | - | | | | | 71,677 | | | | | - | | | | 71,677 | |
Non-agency commercial mortgage-backed | | | | | | | | | | | | | | | | | | | | | | |
securities | | | 997 | | | | - | | | | | 1,004 | | | | | - | | | | 1,004 | |
Asset-backed securities | | | 941 | | | | - | | | | | 941 | | | | | - | | | | 941 | |
Corporate debt securities | | | 436 | | | | - | | | | | 436 | | | | | - | | | | 436 | |
U.S. Treasury securities | | | 223 | | | | - | | | | | 219 | | | | | - | | | | 219 | |
Commercial paper | | | 99 | | | | - | | | | | 99 | | | | | - | | | | 99 | |
U.S. state and municipal securities | | | 68 | | | | - | | | | | 68 | | | | | - | | | | 68 | |
Total held to maturity securities | | | 75,203 | | | | - | | | | | 74,444 | | | | | - | | | | 74,444 | |
Bank loans: (1) | | | | | | | | | | | | | | | | | | | | | | |
Residential real estate mortgages | | | 9,134 | | | | - | | | | | 9,064 | | | | | - | | | | 9,064 | |
Home equity loans and lines of credit | | | 2,350 | | | | - | | | | | 2,458 | | | | | - | | | | 2,458 | |
Pledged asset lines | | | 3,851 | | | | - | | | | | 3,851 | | | | | - | | | | 3,851 | |
Other | | | 94 | | | | - | | | | | 94 | | | | | - | | | | 94 | |
Total bank loans | | | 15,429 | | | | - | | | | | 15,467 | | | | | - | | | | 15,467 | |
Other assets | | | 328 | | | | - | | | | | 328 | | | | | - | | | | 328 | |
Total | | $ | 131,686 | | | $ | - | | | | $ | 130,965 | | | | $ | - | | | $ | 130,965 | |
Liabilities: | | | | | | | | | | | | | | | | | | | | | | |
Bank deposits | | $ | 163,454 | | | $ | - | | | | $ | 163,454 | | | | $ | - | | | $ | 163,454 | |
Payables to brokers, dealers, and clearing | | | | | | | | | | | | | | | | | | | | | | |
organizations | | | 2,407 | | | | - | | | | | 2,407 | | | | | - | | | | 2,407 | |
Payables to brokerage clients | | | 35,894 | | | | - | | | | | 35,894 | | | | | - | | | | 35,894 | |
Accrued expenses and other liabilities | | | 1,169 | | | | - | | | | | 1,169 | | | | | - | | | | 1,169 | |
Long-term debt | | | 2,876 | | | | - | | | | | 2,941 | | | | | - | | | | 2,941 | |
Total | | $ | 205,800 | | | $ | - | | | | $ | 205,865 | | | | $ | - | | | $ | 205,865 | |
(1)
| The carrying value of bank loans excludes the allowance for loan losses of $26 million at December 31, 2016.
|
|
| | | | | | | | | | | | | | | |
| December 31, 2017 | Carrying
Amount | Quoted Prices in Active Markets
for Identical
Assets
(Level 1) | Significant
Other Observable Inputs
(Level 2) | Significant Unobservable Inputs
(Level 3) | Balance at
Fair Value |
| Assets: | | | | | |
| Cash and cash equivalents | $ | 11,490 |
| $ | — |
| $ | 11,490 |
| $ | — |
| $ | 11,490 |
|
| Cash and investments segregated and on deposit for regulatory purposes | 9,277 |
| — |
| 9,277 |
| — |
| 9,277 |
|
| Receivables from brokers, dealers, and clearing organizations | 649 |
| — |
| 649 |
| — |
| 649 |
|
| Receivables from brokerage clients — net | 20,568 |
| — |
| 20,568 |
| — |
| 20,568 |
|
| Held to maturity securities: | | | | | |
| U.S. agency mortgage-backed securities | 101,197 |
| — |
| 100,453 |
| — |
| 100,453 |
|
| Asset-backed securities | 12,937 |
| — |
| 13,062 |
| — |
| 13,062 |
|
| Corporate debt securities | 4,078 |
| — |
| 4,086 |
| — |
| 4,086 |
|
| U.S. state and municipal securities | 1,247 |
| — |
| 1,304 |
| — |
| 1,304 |
|
| Non-agency commercial mortgage-backed securities | 994 |
| — |
| 999 |
| — |
| 999 |
|
| U.S. Treasury securities | 223 |
| — |
| 220 |
| — |
| 220 |
|
| Certificates of deposit | 200 |
| — |
| 200 |
| — |
| 200 |
|
| Foreign government agency securities | 50 |
| — |
| 49 |
| — |
| 49 |
|
| Total held to maturity securities | 120,926 |
| — |
| 120,373 |
| — |
| 120,373 |
|
Bank loans — net: | | | | | |
| First Mortgages | 10,000 |
| — |
| 9,917 |
| — |
| 9,917 |
|
| HELOCs | 1,935 |
| — |
| 2,025 |
| — |
| 2,025 |
|
| Pledged asset lines | 4,369 |
| — |
| 4,369 |
| — |
| 4,369 |
|
| Other | 174 |
| — |
| 174 |
| — |
| 174 |
|
Total bank loans — net | 16,478 |
| — |
| 16,485 |
| — |
| 16,485 |
|
| Other assets | 781 |
| — |
| 781 |
| — |
| 781 |
|
| Total | $ | 180,169 |
| $ | — |
| $ | 179,623 |
| $ | — |
| $ | 179,623 |
|
| Liabilities: | | | | | |
| Bank deposits | $ | 169,656 |
| $ | — |
| $ | 169,656 |
| $ | — |
| $ | 169,656 |
|
| Payables to brokers, dealers, and clearing organizations | 1,287 |
| — |
| 1,287 |
| — |
| 1,287 |
|
| Payables to brokerage clients | 31,243 |
| — |
| 31,243 |
| — |
| 31,243 |
|
| Accrued expenses and other liabilities | 1,463 |
| — |
| 1,463 |
| — |
| 1,463 |
|
| Short-term borrowings | 15,000 |
| — |
| 15,000 |
| — |
| 15,000 |
|
| Long-term debt | 4,753 |
| — |
| 4,811 |
| — |
| 4,811 |
|
| Total | $ | 223,402 |
| $ | — |
| $ | 223,460 |
| $ | — |
| $ | 223,460 |
|
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
| | | | | | | | | | | | | | | | | | | | | |
| | | | | Quoted Prices | | | | | | | |
| | | | | in Active Markets | | Significant | | Significant | | | |
| | | for Identical | | Other Observable | | Unobservable | | |
| | Carrying | | Assets | | Inputs | | Inputs | | Balance at |
December 31, 2015 | | Amount | | (Level 1) | | (Level 2) | | (Level 3) | | Fair Value |
Assets: | | | | | | | | | | | | | | | | | | | | | |
Cash and cash equivalents | | $ | 9,650 | | | $ | - | | | | $ | 9,650 | | | | $ | - | | | $ | 9,650 |
Cash and investments segregated and | | | | | | | | | | | | | | | | | | | | | |
on deposit for regulatory purposes | | | 11,647 | | | | - | | | | | 11,647 | | | | | - | | | | 11,647 |
Receivables from brokers, dealers, and | | | | | | | | | | | | | | | | | | | | | |
clearing organizations | | | 582 | | | | - | | | | | 582 | | | | | - | | | | 582 |
Receivables from brokerage clients – net | | | 17,310 | | | | - | | | | | 17,310 | | | | | - | | | | 17,310 |
Held to maturity securities: | | | | | | | | | | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | | 48,785 | | | | - | | | | | 48,883 | | | | | - | | | | 48,883 |
Non-agency commercial mortgage-backed | | | | | | | | | | | | | | | | | | | | | |
securities | | | 999 | | | | - | | | | | 985 | | | | | - | | | | 985 |
U.S. Treasury securities | | | 223 | | | | - | | | | | 220 | | | | | - | | | | 220 |
Total held to maturity securities | | | 50,007 | | | | - | | | | | 50,088 | | | | | - | | | | 50,088 |
Bank loans: (1) | | | | | | | | | | | | | | | | | | | | | |
Residential real estate mortgages | | | 8,334 | | | | - | | | | | 8,347 | | | | | - | | | | 8,347 |
Home equity loans and lines of credit | | | 2,735 | | | | - | | | | | 2,857 | | | | | - | | | | 2,857 |
Pledged asset lines | | | 3,232 | | | | - | | | | | 3,232 | | | | | - | | | | 3,232 |
Other | | | 64 | | | | - | | | | | 64 | | | | | - | | | | 64 |
Total bank loans | | | 14,365 | | | | - | | | | | 14,500 | | | | | - | | | | 14,500 |
Other assets | | | 184 | | | | - | | | | | 184 | | | | | - | | | | 184 |
Total | | $ | 103,745 | | | $ | - | | | | $ | 103,961 | | | | $ | - | | | $ | 103,961 |
Liabilities: | | | | | | | | | | | | | | | | | | | | | |
Bank deposits | | $ | 129,502 | | | $ | - | | | | $ | 129,502 | | | | $ | - | | | $ | 129,502 |
Payables to brokers, dealers, and clearing | | | | | | | | | | | | | | | | | | | | | |
organizations | | | 2,588 | | | | - | | | | | 2,588 | | | | | - | | | | 2,588 |
Payables to brokerage clients | | | 33,185 | | | | - | | | | | 33,185 | | | | | - | | | | 33,185 |
Accrued expenses and other liabilities | | | 1,115 | | | | - | | | | | 1,115 | | | | | - | | | | 1,115 |
Long-term debt (2) | | | 2,877 | | | | - | | | | | 2,967 | | | | | - | | | | 2,967 |
Total | | $ | 169,267 | | | $ | - | | | | $ | 169,357 | | | | $ | - | | | $ | 169,357 |
(1)
| The carrying value of bank loans excludes the allowance for loan losses of $31 million at December 31, 2015.
|
(2)
| The amounts as of December 31, 2015 have been recast as a result of the adoption of ASU 2015-03, to present debt issuance costs of $13 million as a direct deduction from the carrying amount of the associated debt liability, consistent with the recording of debt discounts.
|
|
| | | | | | | | | | | | | | | |
| December 31, 2016 | Carrying
Amount | Quoted Prices in Active Markets
for Identical
Assets
(Level 1) | Significant
Other Observable Inputs
(Level 2) | Significant Unobservable Inputs
(Level 3) | Balance at
Fair Value |
| Assets: | | | | | |
| Cash and cash equivalents | $ | 9,314 |
| $ | — |
| $ | 9,314 |
| $ | — |
| $ | 9,314 |
|
| Cash and investments segregated and on deposit for regulatory purposes | 13,533 |
| — |
| 13,533 |
| — |
| 13,533 |
|
| Receivables from brokers, dealers, and clearing organizations | 728 |
| — |
| 728 |
| — |
| 728 |
|
| Receivables from brokerage clients — net | 17,151 |
| — |
| 17,151 |
| — |
| 17,151 |
|
| Held to maturity securities: | | | | | |
| U.S. agency mortgage-backed securities | 72,439 |
| — |
| 71,677 |
| — |
| 71,677 |
|
| Asset-backed securities | 941 |
| — |
| 941 |
| — |
| 941 |
|
| Corporate debt securities | 436 |
| — |
| 436 |
| — |
| 436 |
|
| U.S. state and municipal securities | 68 |
| — |
| 68 |
| — |
| 68 |
|
| Non-agency commercial mortgage-backed securities | 997 |
| — |
| 1,004 |
| — |
| 1,004 |
|
| U.S. Treasury securities | 223 |
| — |
| 219 |
| — |
| 219 |
|
| Commercial paper | 99 |
| — |
| 99 |
| — |
| 99 |
|
| Total held to maturity securities | 75,203 |
| — |
| 74,444 |
| — |
| 74,444 |
|
Bank loans — net: | | | | | |
| First Mortgages | 9,117 |
| — |
| 9,064 |
| — |
| 9,064 |
|
| HELOCs | 2,342 |
| — |
| 2,458 |
| — |
| 2,458 |
|
| Pledged asset lines | 3,851 |
| — |
| 3,851 |
| — |
| 3,851 |
|
| Other | 93 |
| — |
| 94 |
| — |
| 94 |
|
Total bank loans — net | 15,403 |
| — |
| 15,467 |
| — |
| 15,467 |
|
| Other assets | 328 |
| — |
| 328 |
| — |
| 328 |
|
| Total | $ | 131,660 |
| $ | — |
| $ | 130,965 |
| $ | — |
| $ | 130,965 |
|
| Liabilities: | | | | | |
| Bank deposits | $ | 163,454 |
| $ | — |
| $ | 163,454 |
| $ | — |
| $ | 163,454 |
|
| Payables to brokers, dealers, and clearing organizations | 2,407 |
| — |
| 2,407 |
| — |
| 2,407 |
|
| Payables to brokerage clients | 35,894 |
| — |
| 35,894 |
| — |
| 35,894 |
|
| Accrued expenses and other liabilities | 1,169 |
| — |
| 1,169 |
| — |
| 1,169 |
|
| Long-term debt | 2,876 |
| — |
| 2,941 |
| — |
| 2,941 |
|
| Total | $ | 205,800 |
| $ | — |
| $ | 205,865 |
| $ | — |
| $ | 205,865 |
|
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
17.
16. Stockholders’ Equity
The Company
CSC did not issue any shares of common stock during
2017, 2016,
2015, and 2014, respectively.The Companyor 2015.
CSC was authorized to issue 9,940,000 shares of preferred stock, $0.01 par value, at December 31,
20162017 and
2015.2016. The
Company’sfollowing is a summary of CSC’s non-cumulative perpetual preferred stock
issued and outstanding
is as
follows:of such dates: | | | | | | | | | | | | | | | | | | | | | | | | | | |
December 31, | 2016 | | | 2015 |
| Shares | | | | | | | | | | | Shares | | | | | | | | |
| Issued and | | Liquidation | | | | | | | | | Issued and | | Liquidation | | | | | | |
| Outstanding | | Preference | | Liquidation | | Carrying | | | Outstanding | | Preference | | Liquidation | | Carrying |
| (In thousands) | | Per Share | | Preference | | Value | | | (In thousands) | | Per Share | | Preference | | Value |
Series A | 400 | | | | $ | 1,000 | | $ | 400 | | $ | 397 | | | 400 | | | | $ | 1,000 | | $ | 400 | | $ | 396 |
Series B | 485 | | | | | 1,000 | | | 485 | | | 482 | | | 485 | | | | | 1,000 | | | 485 | | | 480 |
Series C | 600 | | | | | 1,000 | | | 600 | | | 585 | | | 600 | | | | | 1,000 | | | 600 | | | 583 |
Series D | 750 | | | | | 1,000 | | | 750 | | | 728 | | | - | | | | | - | | | - | | | - |
Series E | 6 | | | | | 100,000 | | | 600 | | | 591 | | | - | | | | | - | | | - | | | - |
Total Preferred Stock | 2,241 | | | | | | | $ | 2,835 | | $ | 2,783 | | | 1,485 | | | | | | | $ | 1,485 | | $ | 1,459 |
The
|
| | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Dividend Rate in Effect at December 31, 2017 | | | Date at Which Dividend Rate Becomes Floating | | Floating Annual Rate of Three-month LIBOR plus: |
| | Shares Issued and Outstanding (In thousands) at December 31,(1) | Liquidation Preference Per Share | Carrying Value at December 31, | | | Earliest Redemption Date |
| | 2017 | | 2016 | | 2017 | | 2016 | Issue Date | |
| Fixed-rate: | | | | | | | | | | | | | | | |
Series B (2) | — |
| | 485 |
| | 1,000 |
| $ | — |
| | $ | 482 |
| 06/06/12 | — |
| | — |
| N/A | | N/A |
|
| Series C | 600 |
| | 600 |
| | 1,000 |
| 585 |
| | 585 |
| 08/03/15 | 6.000 | % | | 12/01/20 |
| N/A | | N/A |
|
| Series D | 750 |
| | 750 |
| | 1,000 |
| 728 |
| | 728 |
| 03/07/16 | 5.950 | % | | 06/01/21 |
| N/A | | N/A |
|
| Fixed-to-floating-rate: | | | | | | | | | | | | | | | |
| Series A | 400 |
| | 400 |
| | 1,000 |
| 397 |
| | 397 |
| 01/26/12 | 7.000 | % | | 02/01/22 |
| 02/01/22 | | 4.820 | % |
| Series E | 6 |
| | 6 |
| | 100,000 |
| 591 |
| | 591 |
| 10/31/16 | 4.625 | % | | 03/01/22 |
| 03/01/22 | | 3.315 | % |
| Series F | 5 |
| | — |
| | 100,000 |
| 492 |
| | — |
| 10/31/17 | 5.000 | % | | 12/01/27 |
| 12/01/27 | | 2.575 | % |
| Total Preferred Stock | 1,761 |
| | 2,241 |
| |
|
| $ | 2,793 |
| | $ | 2,783 |
| | | | | | | |
(1) Represented by depositary shares, except for Series A
(2) On December 1, 2017, CSC redeemed all of the outstanding shares of its 6.00% Non-Cumulative Preferred Stock, has noSeries B at their stated maturityredemption value.
Dividends on CSC’s preferred stock are not cumulative and haswill only be paid on a fixedseries of preferred stock for a dividend rate of 7.000% until February 2022 and a floating rate equal to three-month LIBOR plus 4.820% thereafter. During the fixed rate period dividends, if declared will be payable semi-annually in arrears. During the floating rate period, dividends, if declared, will be payable quarterly in arrears. Dividends are not cumulative.by CSC’s Board of Directors. Under the terms of the Series A Preferred Stock, the Company’seach series of preferred stock, CSC’s ability to pay dividends on, make distributions with respect to, or to repurchase, redeem or acquire its common stock or any preferred stock ranking on parity with or junior to the Series A Preferred Stock,series of preferred stock, is subject to restrictions in the event that the CompanyCSC does not declare and either pay or set aside a sum sufficient for payment of dividends on the Series A Preferred Stockseries of preferred stock for the immediately preceding dividend period. The Series A Preferred Stock is redeemable
Dividends on fixed-rate preferred stock are payable quarterly. Dividends on fixed-to-floating-rate preferred stock are payable semiannually while at the Company’sa fixed rate, and will become payable quarterly after converting to a floating rate.
Redemption Rights
Each series of CSC’s stock may be redeemed at CSC’s option
in whole or in part, on any dividend payment date on or after
February 1, 2022 or, in whole but not in part, within 90 daysthe earliest redemption date for that series. All outstanding preferred stock series may also be redeemed following a
regulatory capital“capital treatment event,
” as
defineddescribed in
its Certificate of Designations.The Series B Preferred Stock has no stated maturity and has a fixed dividend rate of 6.00%. Dividends, if declared, will be payable quarterly in arrears. Dividends are not cumulative. Under the terms of the Series B Preferred Stock, the Company’s ability to pay dividends on, make distributions with respect to, or to repurchase, redeem or acquire its common stock or anyeach series. Any redemption of CSC’s preferred stock ranking on parity with or junior to the Series B Preferred Stock, is subject to restrictions inapproval from the event that the Company does not declare and either pay or set aside a sum sufficient for payment of dividends on the Series B Preferred Stock for the immediately preceding dividend period. The Series B Preferred Stock is redeemable at the Company’s option, in whole or in part, on any dividend payment date on or after September 1, 2017 or, in whole but not in part, within 90 days following a regulatory capital treatment event as defined in its Certificate of Designations.
On August 3, 2015, the Company issued and sold 24 million depositary shares, each representing a 1/40th ownership interest in a share of 6.00% non-cumulative perpetual preferred stock, Series C, $0.01 par value, with a liquidation preference of $1,000 per share (equivalent to $25 per depositary share).
The Series C Preferred Stock has no stated maturity and a fixed dividend rate of 6.00%. Dividends, if declared, will be payable quarterly in arrears. Dividends are not cumulative. Under the terms of the Series C Preferred Stock, the Company’s ability to pay dividends on, make distributions with respect to, or to repurchase, redeem or acquire its common stock or any preferred stock ranking on parity with or junior to the Series C Preferred Stock, is subject to restrictions in the event that the Company does not declare and either pay or set aside a sum sufficient for payment of dividends on the Series C Preferred Stock for the immediately preceding dividend period. The Series C Preferred Stock is redeemable at the Company’s option, in whole or in part, on any dividend payment date on or after December 1, 2020 or, in whole but not in part, within 90 days following a regulatory capital treatment event as defined in its Certificate of Designations.
On March 7, 2016, the Company issued and sold 30 million depositary shares, each representing a 1/40th ownership interest in a share of 5.95% non-cumulative perpetual preferred stock, Series D, $0.01 par value, with a liquidation preference of $1,000 per share (equivalent to $25 per depositary share).
Federal Reserve.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
The Series D Preferred Stock has no stated maturity and a fixed dividend rate of 5.95%. Dividends, if declared, will be payable quarterly in arrears. Dividends are not cumulative. Under the terms of the Series D Preferred Stock, the Company’s ability to pay dividends on, make distributions with respect to, or to repurchase, redeem or acquire its common stock or any preferred stock ranking on parity with or junior to the Series D Preferred Stock, is subject to restrictions in the event that the Company does not declare and either pay or set aside a sum sufficient for payment of dividends on the Series D Preferred Stock for the immediately preceding dividend period. The Series D Preferred Stock is redeemable at the Company’s option, in whole or in part, on any dividend payment date on or after June 1, 2021 or, in whole but not in part, within 90 days following a regulatory capital treatment event as defined in its Certificate of Designations.
On October 31, 2016, the Company issued and sold 600,000 depositary shares, each representing a 1/100th ownership interest in a share of fixed-to-floating rate non-cumulative perpetual preferred stock, Series E, $0.01 par value, with a liquidation preference of $100,000 per share (equivalent to $1,000 per depositary share).
The Series E Preferred Stock has no stated maturity and a fixed dividend rate of 4.625% through February 28, 2022, payable semi-annually in arrears, and thereafter at a floating rate of three-month LIBOR plus a fixed spread of 3.315%, payable quarterly in arrears. Dividends are not cumulative. Under the terms of the Series E Preferred Stock, the Company’s ability to pay dividends on, make distributions with respect to, or to repurchase, redeem or acquire its common stock or any preferred stock ranking on parity with or junior to the Series E Preferred Stock, is subject to restrictions in the event that the Company does not declare and either pay or set aside a sum sufficient for payment of dividends on the Series E Preferred Stock for the immediately preceding dividend period. The Series E Preferred Stock is redeemable at the Company’s option, in whole or in part, on any dividend payment date on or after March 1, 2022 or, in whole but not in part, within 90 days following a regulatory capital treatment event as defined in its Certificate of Designations.
18.Accumulated Other Comprehensive Income
| |
| 17. | Accumulated Other Comprehensive Income |
AOCI represents cumulative gains and losses that are not reflected in earnings. The components of other comprehensive income (loss) are as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Year Ended December 31, | 2016 | | 2015 | | 2014 |
| Before | | Tax | | Net of | | Before | | Tax | | Net of | | Before | | Tax | | Net of |
| tax | | effect | | tax | | tax | | effect | | tax | | tax | | effect | | tax |
Change in net unrealized gain (loss) on | | | | | | | | | | | | | | | | | | | | | | | | | | |
available for sale securities: | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net unrealized gain (loss) | $ | (44) | | $ | 16 | | $ | (28) | | $ | (477) | | $ | 178 | | $ | (299) | | $ | 255 | | $ | (95) | | $ | 160 |
Reclassification of impairment charges | | | | | | | | | | | | | | | | | | | | | | | | | | |
included in net impairment losses on | | | | | | | | | | | | | | | | | | | | | | | | | | |
securities | | - | | | - | | | - | | | - | | | - | | | - | | | 1 | | | (1) | | | - |
Other reclassifications included in | | | | | | | | | | | | | | | | | | | | | | | | | | |
other revenue | | (4) | | | 2 | | | (2) | | | - | | | - | | | - | | | (7) | | | 3 | | | (4) |
Change in net unrealized gain (loss) on | | | | | | | | | | | | | | | | | | | | | | | | | | |
available for sale securities | | (48) | | | 18 | | | (30) | | | (477) | | | 178 | | | (299) | | | 249 | | | (93) | | | 156 |
Other | | 1 | | | - | | | 1 | | | - | | | - | | | - | | | - | | | - | | | - |
Other comprehensive income (loss) | $ | (47) | | $ | 18 | | $ | (29) | | $ | (477) | | $ | 178 | | $ | (299) | | $ | 249 | | $ | (93) | | $ | 156 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Year Ended December 31, | 2017 | | 2016 | | 2015 |
| | Before
tax | | Tax
effect | | Net of
tax | | Before
tax | | Tax
effect | | Net of
tax | | Before
tax | | Tax
effect | | Net of
tax |
| Change in net unrealized gain (loss) on available for sale securities: | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
|
| Net unrealized gain (loss) | $ | 13 |
| | $ | (7 | ) | | $ | 6 |
| | $ | (44 | ) | | $ | 16 |
| | $ | (28 | ) | | $ | (477 | ) | | $ | 178 |
| | $ | (299 | ) |
Reclassification of net unrealized loss on securities transferred to held to maturity (1) | 227 |
| | (85 | ) | | 142 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
| Other reclassifications included in other revenue | (12 | ) | | 4 |
| | (8 | ) | | (4 | ) | | 2 |
| | (2 | ) | | — |
| | — |
| | — |
|
| Change in net unrealized gain (loss) on held to maturity securities: |
|
| |
|
| | | |
|
| |
|
| |
|
| |
|
| |
|
| |
|
|
Reclassification of net unrealized loss on securities transferred from available for sale (1) | (227 | ) | | 85 |
| | (142 | ) | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
| Amortization of amounts previously recorded upon transfer from available for sale | 31 |
| | (11 | ) | | 20 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
| Other | (11 | ) | | 4 |
| | (7 | ) | | 1 |
| | — |
| | 1 |
| | — |
| | — |
| | — |
|
| Other comprehensive income (loss) | $ | 21 |
| | $ | (10 | ) | | $ | 11 |
| | $ | (47 | ) | | $ | 18 |
| | $ | (29 | ) | | $ | (477 | ) | | $ | 178 |
| | $ | (299 | ) |
- 89(1) -See Note 5 for discussion of the transfer of securities from the AFS category to the HTM category during the first quarter of 2017.
AOCI balances are as follows:
|
| | | |
| | Total
Accumulated Other
Comprehensive Income |
| Balance at December 31, 2014 | $ | 165 |
|
| Net unrealized gain (loss) on available for sale securities | (299 | ) |
| Balance at December 31, 2015 | $ | (134 | ) |
| Net unrealized gain (loss) on available for sale securities | (30 | ) |
| Other | $ | 1 |
|
| Balance at December 31, 2016 | $ | (163 | ) |
| Available for sale securities: | |
| Net unrealized gain (loss) | 6 |
|
| Reclassification of net unrealized loss on securities transferred to held to maturity | 142 |
|
| Other reclassifications included in other revenue | (8 | ) |
| Held to maturity securities: | |
| Reclassification of net unrealized loss on securities transferred from available for sale | (142 | ) |
| Amortization of amounts previously recorded upon transfer to held to maturity from available for sale | 20 |
|
| Other | (7 | ) |
| Balance at December 31, 2017 | $ | (152 | ) |
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
AOCI balances are as follows:
| | | | | | |
| 18. | Total
|
| Accumulated Other
|
| Comprehensive Income
|
Balance at December 31, 2013
| | | $
| 9 | | |
Net unrealized gain (loss) on available for sale securities
| | | | 156 | | |
Balance at December 31, 2014
| | | $
| 165 | | |
Net unrealized gain (loss) on available for sale securities
| | | | (299) | | |
Balance at December 31, 2015
| | | $
| (134) | | |
Net unrealized gain (loss) on available for sale securities
| | | | (30) | | |
Other
| | | | 1 | | |
Balance at December 31, 2016
| | | $
| (163) | | Employee Incentive, Retirement, Deferred Compensation, and Career Achievement Plans |
19.Employee Incentive, Retirement, Deferred Compensation, and Career Achievement Plans
The Company’s
Schwab’s share-based incentive plans provide for granting options and restricted stock units to employees, officers, and directors. In addition,
the Company offerswe offer retirement and employee stock purchase plans to eligible employees and
sponsorssponsor deferred compensation plans for eligible officers and non-employee directors.
A summary of
the Company’s share-based compensation expense and related income tax benefit is as follows:
| | | | | | | | | | | | |
Year Ended December 31, | | | 2016 | | | 2015 | | | 2014 |
Stock option expense | | $ | 45 | | | $ | 46 | | | $ | 44 | |
Restricted stock unit expense | | | 89 | | | | 83 | | | | 66 | |
Employee stock purchase plan expense | | | 7 | | | | 6 | | | | 5 | |
Total share-based compensation expense | | $ | 141 | | | $ | 135 | | | $ | 115 | |
Income tax benefit on share-based compensation expense | | $ | (53) | | | $ | (51) | | | $ | (43) | |
|
| | | | | | | | | | | |
| Year Ended December 31, | 2017 | | 2016 | | 2015 |
| Stock option expense | $ | 50 |
| | $ | 45 |
| | $ | 46 |
|
| Restricted stock unit expense | 94 |
| | 89 |
| | 83 |
|
| Employee stock purchase plan expense | 9 |
| | 7 |
| | 6 |
|
| Total share-based compensation expense | $ | 153 |
| | $ | 141 |
| | $ | 135 |
|
Income tax benefit on share-based compensation expense (1) | $ | (57 | ) | | $ | (53 | ) | | $ | (51 | ) |
(1) Excludes the 2017 income tax benefit of $87 million due to the adoption of ASU 2016-09, as disclosed in Note 2.
The Company issues shares for stock options and restricted stock units from treasury stock. At December 31,
2016,2017, the Company was authorized to grant up to
5044 million common shares under its existing stock incentive plans. Additionally, at December 31,
2016,2017, the Company had
3837 million shares reserved for future issuance under its employee stock purchase plan.
As of December 31,
2016,2017, there was
$254$268 million of total unrecognized compensation cost related to outstanding stock options and restricted stock units, which is expected to be recognized through
20202021 with a remaining weighted-average service period of 1.9 years for stock options,
2.52.4 years for restricted stock units, and
0.50.3 years for performance stock units.
Options are granted for the purchase of shares of common stock at an exercise price not less than market value on the date of grant, and expire
within seven or ten years from the date of grant. Options generally vest annually over a
three-one- to
five-yearfour-year period from the date of grant.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
The Company’s stockStock option activity is summarized below:
| | | | | | | | | | | | | | | | |
| | | | | | | | | | Weighted- | | | | |
| | | | | Weighted- | | Average | | | | |
| Number | | Average | | Remaining | | Aggregate | |
| of Options | | Exercise Price | | Contractual | | Intrinsic | |
| (In millions) | | per Share | | Life (in years) | | Value | |
Outstanding at December 31, 2015 | | 40 | | | | $ | 19.82 | | | | | | | | | |
Granted | | 6 | | | | | 30.05 | | | | | | | | | |
Exercised | | (9) | | | | | 16.77 | | | | | | | | | |
Forfeited | | - | | | | | 26.59 | | | | | | | | | |
Expired | | - | | | | | 22.57 | | | | | | | | | |
Outstanding at December 31, 2016 | | 37 | | | | $ | 22.12 | | | | 6.50 | | | $ | 649 | |
Vested and expected to vest at December 31, 2016 | | 37 | | | | $ | 22.03 | | | | 6.47 | | | $ | 646 | |
Vested and exercisable at December 31, 2016 | | 23 | | | | $ | 17.94 | | | | 5.21 | | | $ | 505 | |
|
| | | | | | | | | | | | |
| | Number
of Options
(In millions) | | Weighted- Average Exercise Price
per Share | | Weighted- Average Remaining Contractual
Life (in years) | | Aggregate Intrinsic
Value |
| Outstanding at December 31, 2016 | 37 |
| | $ | 22.12 |
| | 6.50 | | $ | 649 |
|
| Granted | 4 |
| | 43.71 |
| | | | |
| Exercised | (9 | ) | | 18.20 |
| | | | |
| Forfeited | — |
| | 31.02 |
| | | | |
| Expired | — |
| | 24.82 |
| | | | |
| Outstanding at December 31, 2017 | 32 |
| | $ | 26.16 |
| | 6.38 | | $ | 814 |
|
| Vested and expected to vest at December 31, 2017 | 31 |
| | $ | 26.02 |
| | 6.35 | | $ | 811 |
|
| Vested and exercisable at December 31, 2017 | 20 |
| | $ | 20.82 |
| | 5.02 | | $ | 612 |
|
The aggregate intrinsic value in the table above represents the difference between CSC’s closing stock price and the exercise price of each in-the-money option on the last trading day of the period presented.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Information on stock options granted and exercised is presented below:
| | | | | | | | | | | | |
Year Ended December 31, | | | 2016 | | | 2015 | | | 2014 |
Weighted-average fair value of options granted per share | | $ | 8.73 | | | $ | 8.56 | | | $ | 7.82 | |
Cash received from options exercised | | | 144 | | | | 90 | | | | 189 | |
Tax benefit realized on options exercised | | | 38 | | | | 22 | | | | 8 | |
Aggregate intrinsic value of options exercised | | | 149 | | | | 90 | | | | 86 | |
Management uses
|
| | | | | | | | | | | |
| Year Ended December 31, | 2017 | | 2016 | | 2015 |
| Weighted-average fair value of options granted per share | $ | 13.04 |
| | $ | 8.73 |
| | $ | 8.56 |
|
| Cash received from options exercised | 171 |
| | 144 |
| | 90 |
|
| Tax benefit realized on options exercised | 70 |
| | 38 |
| | 22 |
|
| Aggregate intrinsic value of options exercised | 241 |
| | 149 |
| | 90 |
|
We use an option pricing model to estimate the fair value of options granted. The model takes into account the contractual term of the stock option, expected volatility, dividend yield, and risk-free interest rate. Expected volatility is based on the implied volatility of publicly-traded options on CSC’s stock. Dividend yield is based on the average historical CSC dividend yield. The risk-free interest rate is based on the yield of a U.S. Treasury zero-coupon issue with a remaining term similar to the contractual term of the option.
Management usesWe use historical option exercise data, which includes employee termination data, to estimate the probability of future option exercises.
Management uses theThe Black-Scholes model
is used to solve for the expected life of options. The assumptions used to value the
Company’s options granted during the years presented and their expected lives were as follows:
| | | | | | | | | | | | |
Year Ended December 31, | | | 2016 | | | 2015 | | | 2014 |
Weighted-average expected dividend yield | | | 1.22 | % | | | 1.22 | % | | | 1.20 | % |
Weighted-average expected volatility | | | 30 | % | | | 28 | % | | | 28 | % |
Weighted-average risk-free interest rate | | | 1.8 | % | | | 2.2 | % | | | 2.4 | % |
Expected life (in years) | | | 4.7-7.3 | | | | 4.7 - 7.5 | | | | 4.4 - 7.2 | |
|
| | | | | | | | |
| Year Ended December 31, | 2017 | | 2016 | | 2015 |
| Weighted-average expected dividend yield | 1.06 | % | | 1.22 | % | | 1.22 | % |
| Weighted-average expected volatility | 34 | % | | 30 | % | | 28 | % |
| Weighted-average risk-free interest rate | 2.1 | % | | 1.8 | % | | 2.2 | % |
| Expected life (in years) | 4.1 - 5.3 |
| | 4.7 - 7.3 |
| | 4.7 - 7.5 |
|
Restricted stock units are awards that entitle the holder to receive shares of CSC’s common stock following a vesting period. Restricted stock units are restricted from transfer or sale and generally vest annually over a three- to five-year period, while performance-based restricted stock units also require the Company achieve certain financial or other measures prior to vesting. The fair value of restricted stock units is based on the market price of the Company’s stock on the date of grant. The grant date fair value is amortized to compensation expense on a straight-line basis over the requisite service period. The fair value of the restricted stock units that vested during each of the years
2017, 2016,
and 2015
and 2014 was
$127 million, $105 million,
and $126 million,
and $116 million, respectively.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
The Company’s restricted stock units activity is summarized below:
| | | | | | | | |
| | | | | Weighted- | |
| | Number | | Average Grant | |
| | of Units | | Date Fair Value | |
| | (In millions) | | per Unit | |
Outstanding at December 31, 2015 | | 8 | | | $ | 25.84 | | |
Granted | | 3 | | | | 30.64 | | |
Vested | | (3) | | | | 22.53 | | |
Forfeited | | - | | | | 25.80 | | |
Outstanding at December 31, 2016 | | 8 | | | $ | 29.41 | | |
|
| | | | | | |
| | Number
of Units
(In millions) | | Weighted- Average Grant Date Fair Value
per Unit |
| Outstanding at December 31, 2016 | 8 |
| | $ | 29.41 |
|
| Granted | 2 |
| | 44.23 |
|
| Vested | (3 | ) | | 28.15 |
|
| Forfeited | — |
| | 30.86 |
|
| Outstanding at December 31, 2017 | 7 |
| | $ | 35.16 |
|
Employees of the Company can participate in the Company’sSchwab’s qualified retirement plan, the SchwabPlan® Retirement Savings and Investment Plan. The Company may match certain employee contributions or make additional contributions to this plan at its discretion. The Company’s total expense was $92 million, $83 million, and $78 million in 2017, 2016, and $68 million2015, respectively.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in
2016, 2015, and 2014, respectively.Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Deferred Compensation Plans
The Company’s
Schwab’s deferred compensation plan for officers permits participants to defer the receipt of certain cash compensation. The
Company’s deferred compensation plan for non-employee directors permits participants to defer receipt of all or a portion of their director fees and to receive either a grant of stock options, or upon ceasing to serve as a director, the number of shares of CSC’s common stock that would have resulted from investing the deferred fee amount into CSC’s common stock. The deferred compensation liability was
$135$160 million and
$129$135 million at December 31,
2017 and 2016,
and 2015, respectively.
FC Career Achievement Plan
The
Company’s FC career achievement plan was implemented in January 2014 and is a noncontributory, unfunded, nonqualified plan for eligible FCs. An FC is eligible for earned cash payments after retirement contingent upon meeting certain performance levels, tenure, age and client transitioning requirements. Allocations to the plan are completed annually by the Company and are subject to general creditors of the Company. Based on the performance level achieved, an FC will receive an award calculated as a percentage of eligible compensation. Full vesting occurs when an FC reaches 60 years of age and has at least ten years of service with the Company. The Company is using the Society of Actuaries
MP-2016MP-2017 mortality improvement scale for its mortality assumptions.
The following table presents the changes in projected benefit obligation:
| | | | | | | | |
| | | | | | | | |
December 31, | | | 2016 | | | 2015 |
Projected benefit obligation at beginning of year | | $ | 17 | | | $ | 8 | |
Service and interest cost | | | 7 | | | | 8 | |
Actuarial (gain)/loss | | | 2 | | | | 1 | |
Projected benefit obligation at end of year (1) | | $ | 26 | | | $ | 17 | |
(1)
| This amount is recognized as a liability on the consolidated balance sheets and also depicts the accumulated benefit obligation.
|
|
| | | | | | | |
| December 31, | 2017 | | 2016 |
| Projected benefit obligation at beginning of year | $ | 26 |
| | $ | 17 |
|
| Benefit cost | 9 |
| | 7 |
|
| Actuarial (gain)/loss | 9 |
| | 2 |
|
Projected benefit obligation at end of year (1) | $ | 44 |
| | $ | 26 |
|
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, orThis amount is recognized as Noted)
a liability on the consolidated balance sheets and also depicts the accumulated benefit obligation.The following table presents the net benefit cost and assumptions used to determine the net benefit cost:
| | | | | | | | | | | | |
| | | | | | | | | | | | |
December 31, | | | 2016 | | | 2015 | | | 2014 |
Service and interest cost | | $ | 7 | | | $ | 8 | | | $ | 6 | |
Net benefit cost | | $ | 7 | | | $ | 8 | | | $ | 6 | |
| | | | | | | | | | | | |
Assumptions used to determine net benefit cost: | | | | | | | | | | | | |
Discount rate | | | 4.62 | % | | | 4.19 | % | | | 5.30 | % |
Rate of compensation increase | | | 3.00 | % | | | 3.00 | % | | | 3.00 | % |
Investment crediting rate for notional account balances | | | 6.50 | % | | | 6.50 | % | | | 6.50 | % |
|
| | | | | | | | | | | |
| December 31, | 2017 | | 2016 | | 2015 |
| Service cost | $ | 8 |
| | $ | 6 |
| | $ | 8 |
|
| Interest cost | 1 |
| | 1 |
| | — |
|
| Net benefit cost | $ | 9 |
| | $ | 7 |
| | $ | 8 |
|
| | | | | | |
| Assumptions used to determine net benefit cost: | | | | | |
| Discount rate | 3.71 | % | | 4.62 | % | | 4.19 | % |
| Rate of compensation increase | 3.00 | % | | 3.00 | % | | 3.00 | % |
| Investment crediting rate for notional account balances | 6.50 | % | | 6.50 | % | | 6.50 | % |
The following
table presentstables present the change in AOCI attributable to the components
of the net cost and
the change in benefit obligation and the amounts
impactingrecognized in AOCI:
| | | | | | | | |
| | | | | | | | |
December 31, | | | 2016 | | | 2015 |
Net (gain)/loss | | $ | 1 | | | $ | - | |
Amount recognized in AOCI | | $ | 1 | | | $ | - | |
20.Taxes on Income
The components of income tax expense are as follows:
| | | | | | | | | | | | |
Year Ended December 31, | | | 2016 | | | 2015 | | | 2014 |
Current: | | | | | | | | | | | | |
Federal | | $ | 980 | | | $ | 740 | | | $ | 747 | |
State | | | 109 | | | | 99 | | | | 72 | |
Total current | | | 1,089 | | | | 839 | | | | 819 | |
Deferred: | | | | | | | | | | | | |
Federal | | | 13 | | | | (6) | | | | (23) | |
State | | | 2 | | | | (1) | | | | (2) | |
Total deferred | | | 15 | | | | (7) | | | | (25) | |
Taxes on income | | $ | 1,104 | | | $ | 832 | | | $ | 794 | |
|
| | | | | | | |
| December 31, | 2017 | | 2016 |
| Change in AOCI: | | | |
| Beginning balance | $ | 1 |
| | $ | — |
|
| Actuarial gain/(loss) | (11 | ) | | 1 |
|
| Ending balance | $ | (10 | ) | | $ | 1 |
|
- 93 -
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
|
| | | | | | | |
| December 31, | 2017 | | 2016 |
| Components in AOCI: | | | |
| Net gain/(loss) | $ | (10 | ) | | $ | 1 |
|
| Amount recognized in AOCI | $ | (10 | ) | | $ | 1 |
|
| Tax effect | $ | 4 |
| | $ | — |
|
| Net amount recognized in AOCI | $ | (6 | ) | | $ | 1 |
|
On December 22, 2017, P.L. 115-97, known as the Tax Cuts and Jobs Act (the Tax Act), was signed into law. Among other things, the Tax Act lowers the federal corporate income tax rate from 35% to 21%, effective for tax years including or commencing January 1, 2018. The SEC staff issued Staff Accounting Bulletin (SAB) 118, which provides guidance on accounting for the effects of the Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the enactment date for companies to complete the accounting under ASC 740 Income Taxes. In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the Tax Act for which the accounting under ASC 740 is complete. To the extent a company’s accounting for certain income tax effects of the Tax Act is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements. If a company cannot determine a provisional estimate to be included in the financial statements, it should continue to apply ASC 740 on the basis of the provisions of the tax laws that were in effect immediately before the enactment of the Tax Act.
In connection with our initial analysis of the impact of the Tax Act, Schwab recognized a $46 million one-time non-cash charge to taxes on income in the fourth quarter of 2017 associated with the remeasurement of net deferred tax assets and other tax adjustments related to the Tax Act. While we were able to make a reasonable estimate of the impact of the reduction in the corporate tax rate, our accounting for various elements of the Tax Act may be affected by other related analysis including, but not limited to, bonus depreciation that will allow for immediate expensing of qualified property and the state tax effect of adjustments made to federal temporary differences. As such, the impact of the Tax Act is an estimate pending further information and the analysis noted.
The components of taxes on income are as follows:
|
| | | | | | | | | | | |
| Year Ended December 31, | 2017 | | 2016 | | 2015 |
| Current: | | | | | |
| Federal | $ | 1,132 |
| | $ | 980 |
| | $ | 740 |
|
| State | 106 |
| | 109 |
| | 99 |
|
| Total current | 1,238 |
| | 1,089 |
| | 839 |
|
| Deferred: | | | | | |
| Federal | 58 |
| | 13 |
| | (6 | ) |
| State | — |
| | 2 |
| | (1 | ) |
| Total deferred | 58 |
| | 15 |
| | (7 | ) |
| Taxes on income | $ | 1,296 |
| | $ | 1,104 |
| | $ | 832 |
|
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
The temporary differences that created deferred tax assets and liabilities are detailed below:
| | | | | | | | | | | | |
December 31, | | | | | | | 2016 | | | 2015 |
Deferred tax assets: | | | | | | | | | | | | |
Employee compensation, severance, and benefits | | | | | | $ | 216 | | | $ | 221 | |
Net unrealized loss on available for sale securities | | | | | | | 97 | | | | 80 | |
Facilities lease commitments | | | | | | | 25 | | | | 28 | |
Reserves and allowances | | | | | | | 25 | | | | 28 | |
State and local taxes | | | | | | | 17 | | | | 14 | |
Net operating loss carryforwards | | | | | | | 5 | | | | 6 | |
Other | | | | | | | - | | | | 1 | |
Total deferred tax assets | | | | | | | 385 | | | | 378 | |
Valuation allowance | | | | | | | (3) | | | | (4) | |
Deferred tax assets – net of valuation allowance | | | | | | | 382 | | | | 374 | |
Deferred tax liabilities: | | | | | | | | | | | | |
Depreciation and amortization | | | | | | | (114) | | | | (115) | |
Capitalized internal-use software development costs | | | | | | | (118) | | | | (97) | |
Other | | | | | | | (7) | | | | (17) | |
Total deferred tax liabilities | | | | | | | (239) | | | | (229) | |
Deferred tax asset – net (1) | | | | | | $ | 143 | | | $ | 145 | |
(1)
| Amounts are included in other assets at December 31, 2016 and 2015, respectively.
|
|
| | | | | | | |
| December 31, | 2017 | | 2016 |
| Deferred tax assets: | | | |
| Employee compensation, severance, and benefits | $ | 133 |
| | $ | 216 |
|
| Net unrealized loss on available for sale securities | 57 |
| | 97 |
|
Reserves and allowances
| 15 |
| | 25 |
|
Facilities lease commitments
| 14 |
| | 25 |
|
| State and local taxes | 12 |
| | 17 |
|
| Net operating loss carryforwards | 5 |
| | 5 |
|
| Other | 3 |
| | — |
|
| Total deferred tax assets | 239 |
| | 385 |
|
| Valuation allowance | (2 | ) | | (3 | ) |
Deferred tax assets — net of valuation allowance | 237 |
| | 382 |
|
| Deferred tax liabilities: | | | |
Capitalized internal-use software development costs
| (89 | ) | | (118 | ) |
Depreciation and amortization
| (72 | ) | | (114 | ) |
| Other | — |
| | (7 | ) |
| Total deferred tax liabilities | (161 | ) | | (239 | ) |
Deferred tax asset — net (1) | $ | 76 |
| | $ | 143 |
|
(1) Amounts are included in other assets on the consolidated balance sheets at both December 31, 2017 and 2016.
A reconciliation of the federal statutory income tax rate to the effective income tax rate is as follows:
| | | | | | | | | | | | |
Year Ended December 31, | | | 2016 | | | 2015 | | | 2014 |
Federal statutory income tax rate | | | 35.0 | % | | | 35.0 | % | | | 35.0 | % |
State income taxes, net of federal tax benefit | | | 2.4 | | | | 2.6 | | | | 2.3 | |
Other (1) | | | (0.5) | | | | (1.1) | | | | 0.2 | |
Effective income tax rate | | | 36.9 | % | | | 36.5 | % | | | 37.5 | % |
(1)
| Includes the impact of the recognition of net tax benefits attributable to changes in estimates for positions taken for tax years 2011 to 2014 in 2015 and 2016.
|
|
| | | | | | | | |
| Year Ended December 31, | 2017 | | 2016 | | 2015 |
| Federal statutory income tax rate | 35.0 | % | | 35.0 | % | | 35.0 | % |
| State income taxes, net of federal tax benefit | 2.2 |
| | 2.4 |
| | 2.6 |
|
| Equity compensation benefit | (2.4 | ) | | — |
| | — |
|
Other (1) | 0.7 |
| | (0.5 | ) | | (1.1 | ) |
| Effective income tax rate | 35.5 | % | | 36.9 | % | | 36.5 | % |
(1) Includes the impact of one-time charge to taxes on income associated with the Tax Act.
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:
| | | | | | | | | | | | |
December 31, | | | | | | | 2016 | | | 2015 |
Balance at beginning of year | | | | | | $ | 48 | | | $ | 11 | |
Additions for tax positions related to the current year | | | | | | | 16 | | | | 15 | |
Additions for tax positions related to prior years | | | | | | | 32 | | | | 26 | |
Reductions for tax positions related to prior years | | | | | | | (2) | | | | - | |
Reductions due to lapse of statute of limitations | | | | | | | - | | | | (4) | |
Reductions for settlements with tax authorities | | | | | | | (1) | | | | - | |
Balance at end of year | | | | | | $ | 93 | | | $ | 48 | |
At
|
| | | | | | | |
| December 31, | 2017 | | 2016 |
| Balance at beginning of year | $ | 93 |
| | $ | 48 |
|
| Additions for tax positions related to the current year | 22 |
| | 16 |
|
| Additions for tax positions related to prior years | 15 |
| | 32 |
|
| Reductions for tax positions related to prior years | (2 | ) | | (2 | ) |
| Reductions due to lapse of statute of limitations | — |
| | — |
|
| Reductions for settlements with tax authorities | (17 | ) | | (1 | ) |
| Balance at end of year | $ | 111 |
| | $ | 93 |
|
Unrecognized tax benefits totaled $111 million and $93 million as of December 31,
2017 and 2016,
respectively, $104 million and
2015, there are $85 million
and $41 million, respectively, of
unrecognized tax benefits that,which if recognized would affect the annual effective tax rate.
The Company recognizes interest
Interest was accrued related to unrecognized tax benefits in tax expense and penalties in other expense.
The Company had approximately $8Approximately $5 million and
$6$8 million for the payment of interest and penalties
was accrued at December 31,
2017 and 2016,
and 2015, respectively.
The Company and its subsidiaries are subject to routine examinations by the respective federal, state and applicable local jurisdictions’ taxing authorities. Federal returns for 2011 through
20152016 remain subject to examination. The years open to examination by state and local governments vary by jurisdiction.
- 94 -
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
21.Earnings Per Common Share
| |
| 20. | Earnings Per Common Share |
EPS is computed using the two-class method. Preferred stock dividends, and undistributed earnings and dividends allocated to participating securities are subtracted from net income in determining net income available to common stockholders. Basic EPS is computed by dividing net income available to common stockholders by the weighted-average number of common shares outstanding during the period. The computation of diluted EPS is similar to the computation of basic EPS except that the denominator is increased to include the number of additional common shares that would have been outstanding if dilutive potential common shares had been issued. Dilutive potential common shares include, if dilutive, the effect of outstanding stock options and non-vested restricted stock units. EPS under the basic and diluted computations is as follows:
| | | | | | | | | | | | |
Year Ended December 31, | | | 2016 | | | 2015 | | | 2014 |
Net income | | $ | 1,889 | | | $ | 1,447 | | | $ | 1,321 | |
Preferred stock dividends and other (1) | | | (143) | | | | (83) | | | | (60) | |
Net income available to common stockholders | | $ | 1,746 | | | $ | 1,364 | | | $ | 1,261 | |
Weighted-average common shares outstanding — basic | | | 1,324 | | | | 1,315 | | | | 1,303 | |
Common stock equivalent shares related to stock incentive plans | | | 10 | | | | 12 | | | | 12 | |
Weighted-average common shares outstanding — diluted (2) | | | 1,334 | | | | 1,327 | | | | 1,315 | |
Basic EPS | | $ | 1.32 | | | $ | 1.04 | | | $ | .96 | |
Diluted EPS | | $ | 1.31 | | | $ | 1.03 | | | $ | .95 | |
(1)
| Includes preferred stock dividends and undistributed earnings and dividends allocated to non-vested restricted stock units.
|
(2)
| Antidilutive stock options and restricted stock units excluded from the calculation of diluted EPS totaled 26 million, 23 million, and 24 million shares in 2016, 2015, and 2014, respectively.
|
|
| | | | | | | | | | | |
| Year Ended December 31, | 2017 | | 2016 | | 2015 |
| Net income | $ | 2,354 |
| | $ | 1,889 |
| | $ | 1,447 |
|
Preferred stock dividends and other (1) | (174 | ) | | (143 | ) | | (83 | ) |
| Net income available to common stockholders | $ | 2,180 |
| | $ | 1,746 |
| | $ | 1,364 |
|
| Weighted-average common shares outstanding — basic | 1,339 |
| | 1,324 |
| | 1,315 |
|
| Common stock equivalent shares related to stock incentive plans | 14 |
| | 10 |
| | 12 |
|
Weighted-average common shares outstanding — diluted (2) | 1,353 |
| | 1,334 |
| | 1,327 |
|
| Basic EPS | $ | 1.63 |
| | $ | 1.32 |
| | $ | 1.04 |
|
| Diluted EPS | $ | 1.61 |
| | $ | 1.31 |
| | $ | 1.03 |
|
(1) Includes preferred stock dividends and undistributed earnings and dividends allocated to non-vested restricted stock units.
(2) Antidilutive stock options and restricted stock units excluded from the calculation of diluted EPS totaled 15 million, 26 million, and 23 million shares in 2017, 2016, and 2015, respectively.
21. Regulatory Requirements
CSC is a savings and loan holding company and Schwab Bank, CSC’s
primary depository institution subsidiary, is a federal savings bank. CSC is subject to examination, supervision, and regulation by the Federal Reserve. Schwab Bank is subject to examination, supervision, and regulation by the OCC, as its primary regulator, the FDIC as its deposit insurer, and the CFPB. CSC is required to serve as a source of strength for Schwab Bank.
Schwab Bank is subject to various requirements and restrictions under federal and state laws, including regulatory capital requirements and requirements that restrict and govern the terms of affiliate transactions, such as extensions of credit to, or asset purchases from CSC or its other subsidiaries by Schwab Bank. In addition, Schwab Bank is required to provide notice to and may be required to obtain approval of the OCC and the Federal Reserve to declare dividends to CSC. The federal banking agencies have broad powers to enforce these regulations, including the power to terminate deposit insurance, impose substantial fines and other civil and criminal penalties, and appoint a conservator or receiver. Under the Federal Deposit Insurance Act, Schwab Bank could be subject to restrictive actions if it were to fall within one of the lowest three of five capital categories. CSC and Schwab Bank are required to maintain minimum capital levels as specified in federal banking regulations. Failure to meet the minimum levels could result in certain mandatory, and possibly additional discretionary actions by the regulators that, if undertaken, could have a direct material effect on CSC and Schwab Bank. At December 31,
2016,2017, both CSC and Schwab Bank met all of their respective capital requirements.
Certain events, such as growth in bank deposits and regulatory discretion, could adversely affect CSC’s or Schwab Bank’s ability to meet future capital requirements.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
The regulatory capital and ratios for CSC
(consolidated) and Schwab Bank are as follows:
| | | | | | | | | | | | | | | | | | |
| | | | | | | | Minimum to be | | Minimum Capital |
| | Actual | | Well Capitalized | | Requirement |
December 31, 2016 | | Amount | | Ratio | | Amount | | Ratio | | Amount | | Ratio |
CSC | | | | | | | | | | | | | | | | | | |
Common Equity Tier 1 Risk-Based Capital | | $ | 12,574 | | 18.4 | % | | | N/A | | | | | $ | 3,068 | | 4.5 | % |
Tier 1 Risk-Based Capital | | | 15,357 | | 22.5 | % | | | N/A | | | | | | 4,091 | | 6.0 | % |
Total Risk-Based Capital | | | 15,384 | | 22.6 | % | | | N/A | | | | | | 5,454 | | 8.0 | % |
Tier 1 Leverage | | | 15,357 | | 7.2 | % | | | N/A | | | | | | 8,516 | | 4.0 | % |
Schwab Bank | | | | | | | | | | | | | | | | | | |
Common Equity Tier 1 Risk-Based Capital | | $ | 11,878 | | 19.8 | % | | $ | 3,894 | | 6.5 | % | | $ | 2,696 | | 4.5 | % |
Tier 1 Risk-Based Capital | | | 11,878 | | 19.8 | % | | | 4,793 | | 8.0 | % | | | 3,595 | | 6.0 | % |
Total Risk-Based Capital | | | 11,904 | | 19.9 | % | | | 5,992 | | 10.0 | % | | | 4,793 | | 8.0 | % |
Tier 1 Leverage | | | 11,878 | | 7.0 | % | | | 8,456 | | 5.0 | % | | | 6,765 | | 4.0 | % |
December 31, 2015 | | | | | | | | | | | | | | | | | | |
CSC | | | | | | | | | | | | | | | | | | |
Common Equity Tier 1 Risk-Based Capital | | $ | 10,851 | | 18.2 | % | | | N/A | | | | | $ | 2,681 | | 4.5 | % |
Tier 1 Risk-Based Capital | | | 12,310 | | 20.7 | % | | | N/A | | | | | | 3,575 | | 6.0 | % |
Total Risk-Based Capital | | | 12,342 | | 20.7 | % | | | N/A | | | | | | 4,766 | | 8.0 | % |
Tier 1 Leverage | | | 12,310 | | 7.1 | % | | | N/A | | | | | | 6,912 | | 4.0 | % |
Schwab Bank | | | | | | | | | | | | | | | | | | |
Common Equity Tier 1 Risk-Based Capital | | $ | 9,314 | | 18.1 | % | | $ | 3,349 | | 6.5 | % | | $ | 2,318 | | 4.5 | % |
Tier 1 Risk-Based Capital | | | 9,314 | | 18.1 | % | | | 4,121 | | 8.0 | % | | | 3,091 | | 6.0 | % |
Total Risk-Based Capital | | | 9,345 | | 18.1 | % | | | 5,152 | | 10.0 | % | | | 4,121 | | 8.0 | % |
Tier 1 Leverage | | | 9,314 | | 7.1 | % | | | 6,594 | | 5.0 | % | | | 5,275 | | 4.0 | % |
|
| | | | | | | | | | | | | | | | | | | | |
| | Actual | | Minimum to be
Well Capitalized | | Minimum Capital
Requirement |
| December 31, 2017 | Amount | | Ratio | | Amount | | Ratio | | Amount | | Ratio |
| CSC | | | | | | | | | | | |
| Common Equity Tier 1 Risk-Based Capital | $ | 14,630 |
| | 19.3 | % | | N/A | | | | $ | 3,414 |
| | 4.5 | % |
| Tier 1 Risk-Based Capital | 17,423 |
| | 23.0 | % | | N/A | | | | 4,552 |
| | 6.0 | % |
| Total Risk-Based Capital | 17,452 |
| | 23.0 | % | | N/A | | | | 6,069 |
| | 8.0 | % |
| Tier 1 Leverage | 17,423 |
| | 7.6 | % | | N/A | | | | 9,218 |
| | 4.0 | % |
| Schwab Bank | | | | | | | | | | | |
| Common Equity Tier 1 Risk-Based Capital | $ | 13,355 |
| | 20.1 | % | | $ | 4,324 |
| | 6.5 | % | | $ | 2,993 |
| | 4.5 | % |
| Tier 1 Risk-Based Capital | 13,355 |
| | 20.1 | % | | 5,321 |
| | 8.0 | % | | 3,991 |
| | 6.0 | % |
| Total Risk-Based Capital | 13,382 |
| | 20.1 | % | | 6,652 |
| | 10.0 | % | | 5,321 |
| | 8.0 | % |
| Tier 1 Leverage | 13,355 |
| | 7.1 | % | | 9,462 |
| | 5.0 | % | | 7,569 |
| | 4.0 | % |
| | | | | | | | | | | | |
| December 31, 2016 | | | | | | | | | | | |
| CSC | | | | | | | | | | | |
| Common Equity Tier 1 Risk-Based Capital | $ | 12,574 |
| | 18.4 | % | | N/A | | | | $ | 3,068 |
| | 4.5 | % |
| Tier 1 Risk-Based Capital | 15,357 |
| | 22.5 | % | | N/A | | | | 4,091 |
| | 6.0 | % |
| Total Risk-Based Capital | 15,384 |
| | 22.6 | % | | N/A | | | | 5,454 |
| | 8.0 | % |
| Tier 1 Leverage | 15,357 |
| | 7.2 | % | | N/A | | | | 8,516 |
| | 4.0 | % |
| Schwab Bank | | | | | | | | | | | |
| Common Equity Tier 1 Risk-Based Capital | $ | 11,878 |
| | 19.8 | % | | $ | 3,894 |
| | 6.5 | % | | $ | 2,696 |
| | 4.5 | % |
| Tier 1 Risk-Based Capital | 11,878 |
| | 19.8 | % | | 4,793 |
| | 8.0 | % | | 3,595 |
| | 6.0 | % |
| Total Risk-Based Capital | 11,904 |
| | 19.9 | % | | 5,992 |
| | 10.0 | % | | 4,793 |
| | 8.0 | % |
| Tier 1 Leverage | 11,878 |
| | 7.0 | % | | 8,456 |
| | 5.0 | % | | 6,765 |
| | 4.0 | % |
N/A Not Applicable.
Based on its regulatory capital ratios at December 31,
2016,2017, Schwab Bank is considered well capitalized (the highest category) under its respective regulatory capital rules. There are no conditions or events since December 31,
20162017 that management believes have changed Schwab Bank’s capital category.
The Federal Reserve requires Schwab Bank to maintain reserve balances at the Federal Reserve based on its deposits that are considered to be transaction accounts. Schwab Bank’s average reserve requirements were
$1.6 billion and $1.5 billion
in 2017 and
$1.4 billion in 2016,
and 2015, respectively.
Beginning on January 1, 2016, CSC and Schwab Bank became subject to a new capital conservation buffer requirement of
.625%0.625% of risk-weighted assets, increasing each year by
.625%0.625% until fully implemented at 2.5% of risk-weighted assets in January 2019. The capital conservation buffer is in addition to the minimum risk-based capital requirements described above. Failure to maintain the capital conservation buffer would limit an entity’s ability to make capital distributions and discretionary bonus payments to executive officers. At December 31,
2016,2017, both CSC’s and Schwab Bank’s capital levels exceeded the fully implemented capital conservation buffer requirement.
CSC’s principal broker-dealers are Schwab and optionsXpress. Schwab and optionsXpress are both
CS&Co, a securities broker-dealer, is subject to
Rule 15c3-1 under the
Securities Exchange Act of 1934 (the Uniform Net Capital
Rule). Schwab and optionsXpress computeRule. CS&Co computes its net capital under the alternative method permitted by the Uniform Net Capital Rule. This method requires the maintenance of minimum net capital, as defined, of the greater of 2% of aggregate debit balances arising from client transactions or a minimum dollar requirement
($250,000),of $250,000, which is based on the type of business conducted by the broker-dealer. Under the alternative method, a broker-dealer may not repay subordinated borrowings, pay cash dividends, or make any unsecured advances or loans if such payment would result in a net capital amount of less than 5% of aggregate debit balances or less than 120% of its minimum dollar requirement.
- 96 -
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
During 2017, optionsXpress,
is also subjectInc., a wholly-owned subsidiary of the Company, was renamed as Charles Schwab Futures (CS Futures). In October 2017, CS Futures transferred all of its retail brokerage customer accounts along with the related operations to
CS&Co. CS Futures was de-registered as a securities broker-dealer with the SEC but remains a registered Futures Commission Merchant with the Commodity Futures Trading
Commission Regulation 1.17 (Reg. 1.17) under the Commodity Exchange Act, which also requires the maintenance of minimum net capital. optionsXpress, as a futures commission merchant, is required to maintain minimum net capital equal to the greater of its net capital requirement under Reg. 1.17 ($1 million), or the sum of 8% of the total risk margin requirements for all positions carried in client accounts and 8% of the total risk margin requirements for all positions carried in non-client accounts (as defined in Reg. 1.17).Commission.
Net capital and net capital requirements for
Schwab and optionsXpressCS&Co are as follows:
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | Net Capital | |
| | | | | | Minimum | | | 2% of | | | in Excess of | |
| | | | | | Net Capital | | | Aggregate | | | Required | |
December 31, 2016 | | Net Capital | | Required | Debit Balances | Net Capital | |
Schwab | | $ | 1,846 | | | $ | 0.250 | | | $ | 355 | | | $ | 1,491 | | |
optionsXpress | | | 269 | | | | 1 | | | | 8 | | | | 261 | | |
December 31, 2015 | | | | | | | | | | |
Schwab | | $ | 1,746 | | | $ | 0.250 | | | $ | 358 | | | $ | 1,388 | | |
optionsXpress | | | 244 | | | | 1 | | | | 7 | | | | 237 | | |
Schwab and optionsXpress are also subject to Rule 15c3-3 under the Securities Exchange Act of 1934 and other applicable regulations, which require them to maintain cash or qualified securities in a segregated reserve account for the exclusive benefit of clients.
|
| | | | | | | |
| December 31, | 2017 | | 2016 |
| Net capital | $ | 2,118 |
| | $ | 1,846 |
|
| Minimum net capital required | 0.250 |
| | 0.250 |
|
| 2% of aggregate debit balances | 435 |
| | 355 |
|
| Net capital in excess of required net capital | 1,683 |
| | 1,491 |
|
In accordance with
the SEC Customer Protection Rule,
15c3-3, Schwab and optionsXpressCS&Co had portions of
theirits cash and investments segregated for the exclusive benefit of clients at December 31,
2016.2017. The SEC Customer Protection Rule requires broker-dealers to segregate client fully paid securities and cash balances not collateralizing margin positions and not swept to money market funds or bank deposit accounts. Amounts included in cash and investments segregated and on deposit for regulatory purposes represent actual balances on deposit, whereas cash and investments required to be segregated and on deposit for regulatory purposes at December 31,
20162017 for
Schwab and optionsXpressCS&Co totaled
$23.3$15.3 billion. On January
4, 2017, Schwab and optionsXpress3, 2018, CS&Co deposited a net amount of
$1.6 billion$704 million of cash into
theirits segregated reserve
bank accounts. Cash and investments required to be segregated and on deposit for regulatory purposes at December 31,
20152016 for
Schwab and optionsXpressCS&Co totaled
$20.5$22.5 billion. On January
5, 2016, Schwab and optionsXpress deposited4, 2017, a net amount of
$1.4$1.6 billion of cash
was deposited into
theirthe segregated reserve
bank accounts.
23.Segment InformationThe Company’s
Schwab’s two reportable segments are Investor Services and Advisor Services.
The CompanySchwab structures
itsthe operating segments according to its clients and the services provided to those clients. The Investor Services segment provides retail brokerage and banking services
to individual investors and retirement plan services,
andas well as other corporate brokerage
services.services, to businesses and their employees. The Advisor Services segment provides custodial, trading, banking, and support services, as well as retirement business
services.services, to independent RIAs, independent retirement advisors, and recordkeepers. Revenues and expenses are allocated to the Company’s two segments based on which segment services the client.
The accounting policies of the segments are the same as those described in Note 2. For the computation of its segment information,
the CompanySchwab utilizes an activity-based costing model to allocate traditional income statement line item expenses (e.g., compensation and benefits, depreciation and amortization, and professional services) to the business activities driving segment expenses (e.g., client service, opening new accounts, or business development) and a funds transfer pricing methodology to allocate certain revenues.
The Company
Management evaluates the performance of its segments on a pre-tax basis. Segment assets and liabilities are not used for evaluating segment performance or in deciding how to allocate resources to segments. There are no revenues from transactions between the segments.
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Financial information for the
Company’s reportable segments is presented in the following table:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Investor Services (1) | | Advisor Services (1) | | Unallocated | | Total |
Year Ended December 31, | 2016 | | 2015 | | 2014 | | 2016 | | 2015 | | 2014 | | 2016 | | 2015 | | 2014 | | 2016 | | 2015 | | 2014 |
Net Revenues: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Asset management and | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
administration fees | $ | 2,093 | | $ | 1,837 | | $ | 1,742 | | $ | 962 | | $ | 813 | | $ | 791 | | $ | - | | $ | - | | $ | - | | $ | 3,055 | | $ | 2,650 | | $ | 2,533 |
Net interest revenue | | 2,591 | | | 2,133 | | | 2,028 | | | 731 | | | 392 | | | 244 | | | - | | | - | | | - | | | 3,322 | | | 2,525 | | | 2,272 |
Trading revenue | | 524 | | | 556 | | | 606 | | | 301 | | | 310 | | | 301 | | | - | | | - | | | - | | | 825 | | | 866 | | | 907 |
Other (2) | | 199 | | | 234 | | | 218 | | | 72 | | | 94 | | | 74 | | | - | | | - | | | 51 | | | 271 | | | 328 | | | 343 |
Provision for loan losses | | 4 | | | 11 | | | 4 | | | 1 | | | - | | | - | | | - | | | - | | | - | | | 5 | | | 11 | | | 4 |
Net impairment losses | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
on securities | | - | | | - | | | (1) | | | - | | | - | | | - | | | - | | | - | | | - | | | - | | | - | | | (1) |
Total net revenues | | 5,411 | | | 4,771 | | | 4,597 | | | 2,067 | | | 1,609 | | | 1,410 | | | - | | | - | | | 51 | | | 7,478 | | | 6,380 | | | 6,058 |
Expenses Excluding Interest (3) | | 3,380 | | | 3,090 | | | 2,937 | | | 1,105 | | | 1,011 | | | 938 | | | - | | | - | | | 68 | | | 4,485 | | | 4,101 | | | 3,943 |
Income before taxes on income | $ | 2,031 | | $ | 1,681 | | $ | 1,660 | | $ | 962 | | $ | 598 | | $ | 472 | | $ | - | | $ | - | | $ | (17) | | $ | 2,993 | | $ | 2,279 | | $ | 2,115 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Capital expenditures | $ | 234 | | $ | 195 | | $ | 271 | | $ | 119 | | $ | 90 | | $ | 134 | | $ | - | | $ | - | | $ | - | | $ | 353 | | $ | 285 | | $ | 405 |
Depreciation and amortization | $ | 180 | | $ | 171 | | $ | 154 | | $ | 54 | | $ | 53 | | $ | 45 | | $ | - | | $ | - | | $ | - | | $ | 234 | | $ | 224 | | $ | 199 |
(1)
| The Corporate Brokerage Retirement Services business was transferred from the Investor Services segment to the Advisor Services segment in the fourth quarter of 2015. Prior period information has been recast to reflect these changes.
|
(2)
| Unallocated amount includes a net insurance settlement of $45 million in 2014.
|
(3)
| Unallocated amount includes a charge of $68 million for estimated future severance benefits resulting from changes in the Company’s geographic footprint in 2014.
|
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investor Services | | Advisor Services | | Total |
| Year Ended December 31, | 2017 | | 2016 | | 2015 | | 2017 | | 2016 | | 2015 | | 2017 | | 2016 | | 2015 |
| Net Revenues: | | | | | | | | | | | | | | | | | |
| Net interest revenue | $ | 3,231 |
| | $ | 2,591 |
| | $ | 2,133 |
| | $ | 1,051 |
| | $ | 731 |
| | $ | 392 |
| | $ | 4,282 |
| | $ | 3,322 |
| | $ | 2,525 |
|
| Asset management and | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
|
| administration fees | 2,344 |
| | 2,093 |
| | 1,837 |
| | 1,048 |
| | 962 |
| | 813 |
| | 3,392 |
| | 3,055 |
| | 2,650 |
|
| Trading revenue | 408 |
| | 524 |
| | 556 |
| | 246 |
| | 301 |
| | 310 |
| | 654 |
| | 825 |
| | 866 |
|
| Other | 217 |
| | 199 |
| | 234 |
| | 73 |
| | 72 |
| | 94 |
| | 290 |
| | 271 |
| | 328 |
|
| Provision for loan losses | — |
| | 4 |
| | 11 |
| | — |
| | 1 |
| | — |
| | — |
| | 5 |
| | 11 |
|
| Total net revenues | 6,200 |
| | 5,411 |
| | 4,771 |
| | 2,418 |
| | 2,067 |
| | 1,609 |
| | 8,618 |
| | 7,478 |
| | 6,380 |
|
Expenses Excluding Interest | 3,725 |
| | 3,380 |
| | 3,090 |
| | 1,243 |
| | 1,105 |
| | 1,011 |
| | 4,968 |
| | 4,485 |
| | 4,101 |
|
| Income before taxes on income | $ | 2,475 |
| | $ | 2,031 |
| | $ | 1,681 |
| | $ | 1,175 |
| | $ | 962 |
| | $ | 598 |
| | $ | 3,650 |
| | $ | 2,993 |
| | $ | 2,279 |
|
| Capital expenditures | $ | 265 |
| | $ | 234 |
| | $ | 195 |
| | $ | 147 |
| | $ | 119 |
| | $ | 90 |
| | $ | 412 |
| | $ | 353 |
| | $ | 285 |
|
| Depreciation and amortization | $ | 203 |
| | $ | 180 |
| | $ | 171 |
| | $ | 66 |
| | $ | 54 |
| | $ | 53 |
| | $ | 269 |
| | $ | 234 |
| | $ | 224 |
|
24.The Charles Schwab Corporation – Parent Company Only Financial StatementsCondensed Statements of Income
| | | | | | | | | | | | |
Year Ended December 31, | | | 2016 | | | | 2015 | | | | 2014 | |
Interest revenue | | $ | 22 | | | $ | 12 | | | $ | 2 | |
Interest expense | | | (100) | | | | (86) | | | | (64) | |
Net interest expense | | | (78) | | | | (74) | | | | (62) | |
Other | | | 1 | | | | 4 | | | | 1 | |
Expenses excluding interest | | | (21) | | | | (27) | | | | (24) | |
Loss before income tax benefit and equity in net income of subsidiaries | | | (98) | | | | (97) | | | | (85) | |
Income tax benefit | | | 34 | | | | 41 | | | | 32 | |
Loss before equity in net income of subsidiaries | | | (64) | | | | (56) | | | | (53) | |
Equity in net income of subsidiaries: | | | | | | | | | | | | |
Equity in undistributed net income of subsidiaries | | | 1,690 | | | | 1,287 | | | | 1,157 | |
Dividends from bank subsidiary | | | - | | | | - | | | | 45 | |
Dividends from non-bank subsidiaries | | | 263 | | | | 216 | | | | 172 | |
Net Income | | | 1,889 | | | | 1,447 | | | | 1,321 | |
Preferred stock dividends and other (1) | | | 143 | | | | 83 | | | | 60 | |
Net Income Available to Common Stockholders | | $ | 1,746 | | | $ | 1,364 | | | $ | 1,261 | |
(1)
| Includes preferred stock dividends and undistributed earnings and dividends allocated to non-vested restricted stock units.
|
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
| |
| 23. | The Charles Schwab Corporation – Parent Company Only Financial Statements |
Condensed Statements of Income
|
| | | | | | | | | | | |
| Year Ended December 31, | 2017 |
| 2016 |
| 2015 |
| Interest revenue | $ | 33 |
|
| $ | 22 |
|
| $ | 12 |
|
| Interest expense | (114 | ) |
| (100 | ) |
| (86 | ) |
| Net interest expense | (81 | ) |
| (78 | ) |
| (74 | ) |
| Other | 3 |
|
| 1 |
|
| 4 |
|
| Expenses excluding interest | (32 | ) |
| (21 | ) |
| (27 | ) |
| Loss before income tax benefit and equity in net income of subsidiaries | (110 | ) |
| (98 | ) |
| (97 | ) |
| Income tax benefit | 27 |
|
| 34 |
|
| 41 |
|
| Loss before equity in net income of subsidiaries | (83 | ) |
| (64 | ) |
| (56 | ) |
| Equity in net income of subsidiaries: | | | | | |
| Equity in undistributed net income of subsidiaries | 1,479 |
|
| 1,690 |
|
| 1,287 |
|
| Dividends from bank subsidiary | 625 |
|
| — |
|
| — |
|
| Dividends from non-bank subsidiaries | 333 |
|
| 263 |
|
| 216 |
|
| Net Income | 2,354 |
|
| 1,889 |
|
| 1,447 |
|
Preferred stock dividends and other (1) | 174 |
|
| 143 |
|
| 83 |
|
| Net Income Available to Common Stockholders | $ | 2,180 |
|
| $ | 1,746 |
|
| $ | 1,364 |
|
(1) Includes preferred stock dividends and undistributed earnings and dividends allocated to non-vested restricted stock units.
| | | | | | | | | | | | |
December 31, | | | | | | | 2016 | | | 2015 (1) |
Assets | | | | | | | | | | | | |
Cash and cash equivalents | | | | | | $ | 1,189 | | | $ | 1,007 | |
Receivables from subsidiaries | | | | | | | 503 | | | | 419 | |
Available for sale securities | | | | | | | 569 | | | | 569 | |
Held to maturity securities | | | | | | | 223 | | | | 223 | |
Other securities owned – at fair value | | | | | | | 75 | | | | 65 | |
Loans to non-bank subsidiaries | | | | | | | - | | | | 468 | |
Investment in non-bank subsidiaries | | | | | | | 5,044 | | | | 4,374 | |
Investment in bank subsidiary | | | | | | | 11,726 | | | | 9,191 | |
Other assets | | | | | | | 124 | | | | 88 | |
Total assets | | | | | | $ | 19,453 | | | $ | 16,404 | |
Liabilities and Stockholders’ Equity | | | | | | | | | | | | |
Accrued expenses and other liabilities | | | | | | $ | 219 | | | $ | 189 | |
Payables to subsidiaries | | | | | | | 6 | | | | 11 | |
Long-term debt | | | | | | | 2,807 | | | | 2,802 | |
Total liabilities | | | | | | | 3,032 | | | | 3,002 | |
Stockholders’ equity | | | | | | | 16,421 | | | | 13,402 | |
Total liabilities and stockholders’ equity | | | | | | $ | 19,453 | | | $ | 16,404 | |
(1)
| Adjusted for the retrospective adoption of ASU 2015-03. See New Accounting Standards in Note 2 for additional information.
|
|
| | | | | | | |
| December 31, | 2017 | | 2016 |
| Assets | | | |
| Cash and cash equivalents | $ | 2,825 |
| | $ | 1,189 |
|
| Receivables from subsidiaries | 571 |
| | 503 |
|
| Available for sale securities | 573 |
| | 569 |
|
| Held to maturity securities | 223 |
| | 223 |
|
| Other securities owned — at fair value | 76 |
| | 75 |
|
| Loans to non-bank subsidiaries | 448 |
| | — |
|
| Investment in non-bank subsidiaries | 5,393 |
| | 5,044 |
|
| Investment in bank subsidiary | 13,224 |
| | 11,726 |
|
| Other assets | 160 |
| | 124 |
|
| Total assets | $ | 23,493 |
| | $ | 19,453 |
|
| Liabilities and Stockholders’ Equity | | | |
| Accrued expenses and other liabilities | $ | 276 |
| | $ | 219 |
|
| Payables to subsidiaries | — |
| | 6 |
|
| Long-term debt | 4,692 |
| | 2,807 |
|
| Total liabilities | 4,968 |
| | 3,032 |
|
| Stockholders’ equity | 18,525 |
| | 16,421 |
|
| Total liabilities and stockholders’ equity | $ | 23,493 |
| | $ | 19,453 |
|
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
Condensed Statements of Cash Flows | | | | | | | | | | | | |
Year Ended December 31, | | | 2016 | | | 2015 | | | 2014 |
Cash Flows from Operating Activities | | | | | | | | | | | | |
Net income | | $ | 1,889 | | | $ | 1,447 | | | $ | 1,321 | |
Adjustments to reconcile net income to net cash provided by | | | | | | | | | | | | |
operating activities: | | | | | | | | | | | | |
Equity in undistributed earnings of subsidiaries | | | (1,690) | | | | (1,287) | | | | (1,157) | |
Other | | | (37) | | | | (31) | | | | (19) | |
Net change in: | | | | | | | | | | | | |
Other securities owned | | | (10) | | | | 9 | | | | 5 | |
Other assets | | | (27) | | | | (32) | | | | (9) | |
Accrued expenses and other liabilities | | | 30 | | | | 4 | | | | (1) | |
Net cash provided by operating activities | | | 155 | | | | 110 | | | | 140 | |
Cash Flows from Investing Activities | | | | | | | | | | | | |
Due from subsidiaries – net | | | 95 | | | | 93 | | | | 607 | |
Increase in investments in subsidiaries | | | (1,547) | | | | (611) | | | | (249) | |
Repayments (Advances) of subordinated loan to Schwab | | | 465 | | | | (150) | | | | - | |
Purchases of available for sale securities | | | (2) | | | | (842) | | | | - | |
Proceeds from sales of available for sale securities | | | 2 | | | | 200 | | | | - | |
Principal payments on available for sale securities | | | - | | | | 75 | | | | - | |
Purchases of held to maturity securities | | | - | | | | (223) | | | | - | |
Other investing activities | | | (4) | | | | - | | | | - | |
Net cash provided by (used for) investing activities | | | (991) | | | | (1,458) | | | | 358 | |
Cash Flows from Financing Activities | | | | | | | | | | | | |
Issuance of long-term debt | | | - | | | | 1,346 | | | | - | |
Repayment of long-term debt | | | - | | | | (350) | | | | - | |
Net proceeds from preferred stock offerings | | | 1,316 | | | | 581 | | | | - | |
Dividends paid | | | (486) | | | | (387) | | | | (373) | |
Proceeds from stock options exercised and other | | | 144 | | | | 90 | | | | 189 | |
Other financing activities | | | 44 | | | | 32 | | | | 29 | |
Net cash provided by (used for) financing activities | | | 1,018 | | | | 1,312 | | | | (155) | |
Increase (Decrease) in Cash and Cash Equivalents | | | 182 | | | | (36) | | | | 343 | |
Cash and Cash Equivalents at Beginning of Year | | | 1,007 | | | | 1,043 | | | | 700 | |
Cash and Cash Equivalents at End of Year | | $ | 1,189 | | | $ | 1,007 | | | $ | 1,043 | |
|
| | | | | | | | | | | |
| Year Ended December 31, | 2017 | | 2016 | | 2015 |
| Cash Flows from Operating Activities | | | | | |
| Net income | $ | 2,354 |
| | $ | 1,889 |
| | $ | 1,447 |
|
| Adjustments to reconcile net income to net cash provided by | | | | | |
| operating activities: | | | | | |
| Equity in undistributed earnings of subsidiaries | (1,479 | ) | | (1,690 | ) | | (1,287 | ) |
| Other | 5 |
| | (37 | ) | | (31 | ) |
| Net change in: | | | | | |
| Other securities owned | (1 | ) | | (10 | ) | | 9 |
|
| Other assets | (26 | ) | | (27 | ) | | (32 | ) |
| Accrued expenses and other liabilities | 44 |
| | 30 |
| | 4 |
|
| Net cash provided by (used for) operating activities | 897 |
| | 155 |
| | 110 |
|
| Cash Flows from Investing Activities | | | | | |
| Due from (to) subsidiaries — net | (374 | ) | | 95 |
| | 93 |
|
| Increase in investments in subsidiaries | (342 | ) | | (1,547 | ) | | (611 | ) |
| Repayments (Advances) of subordinated loan to CS&Co | — |
| | 465 |
| | (150 | ) |
| Purchases of available for sale securities | (201 | ) | | (2 | ) | | (842 | ) |
| Proceeds from sales of available for sale securities | 197 |
| | 2 |
| | 200 |
|
| Principal payments on available for sale securities | — |
| | — |
| | 75 |
|
| Purchases of held to maturity securities | — |
| | — |
| | (223 | ) |
| Other investing activities | (6 | ) | | (4 | ) | | — |
|
| Net cash provided by (used for) investing activities | (726 | ) | | (991 | ) | | (1,458 | ) |
| Cash Flows from Financing Activities | | | | | |
| Issuance of long-term debt | 2,129 |
| | — |
| | 1,346 |
|
| Repayment of long-term debt | (250 | ) | | — |
| | (350 | ) |
| Net proceeds from preferred stock offerings | 492 |
| | 1,316 |
| | 581 |
|
| Redemption of preferred stock | (485 | ) | | — |
| | — |
|
| Dividends paid | (592 | ) | | (486 | ) | | (387 | ) |
| Proceeds from stock options exercised and other | 171 |
| | 144 |
| | 90 |
|
| Other financing activities | — |
| | 44 |
| | 32 |
|
| Net cash provided by (used for) financing activities | 1,465 |
| | 1,018 |
| | 1,312 |
|
| Increase (Decrease) in Cash and Cash Equivalents | 1,636 |
| | 182 |
| | (36 | ) |
| Cash and Cash Equivalents at Beginning of Year | 1,189 |
| | 1,007 |
| | 1,043 |
|
| Cash and Cash Equivalents at End of Year | $ | 2,825 |
| | $ | 1,189 |
| | $ | 1,007 |
|
- 100 -
THE CHARLES SCHWAB CORPORATION
Notes to Consolidated Financial Statements
(Tabular Amounts in Millions, Except Per Share Data, Option Price Amounts, Ratios, or as Noted)
25.
24. Quarterly Financial Information (Unaudited)
| | | | | | | | | | | | | | | | |
| | Fourth | | | Third | | | Second | | | First | |
| | Quarter | | | Quarter | | | Quarter | | | Quarter | |
Year Ended December 31, 2016: | | | | | | | | | | | | | | | | |
Net Revenues | | $ | 1,972 | | | $ | 1,914 | | | $ | 1,828 | | | $ | 1,764 | |
Expenses Excluding Interest | | $ | 1,148 | | | $ | 1,120 | | | $ | 1,108 | | | $ | 1,109 | |
Net Income | | $ | 522 | | | $ | 503 | | | $ | 452 | | | $ | 412 | |
Net Income Available to Common Stockholders | | $ | 478 | | | $ | 470 | | | $ | 406 | | | $ | 392 | |
Weighted-Average Common Shares Outstanding – Basic | | | 1,329 | | | | 1,324 | | | | 1,322 | | | | 1,321 | |
Weighted-Average Common Shares Outstanding – Diluted | | | 1,341 | | | | 1,334 | | | | 1,333 | | | | 1,330 | |
Basic Earnings Per Common Share | | $ | .36 | | | $ | .36 | | | $ | .31 | | | $ | .30 | |
Diluted Earnings Per Common Share | | $ | .36 | | | $ | .35 | | | $ | .30 | | | $ | .29 | |
Dividends Declared Per Common Share | | $ | .07 | | | $ | .07 | | | $ | .07 | | | $ | .06 | |
Range of Common Stock Price Per Share: | | | | | | | | | | | | | | | | |
High | | $ | 40.58 | | | $ | 31.87 | | | $ | 31.07 | | | $ | 32.23 | |
Low | | $ | 30.66 | | | $ | 23.83 | | | $ | 24.02 | | | $ | 21.51 | |
Range of Price/Earnings Ratio (1): | | | | | | | | | | | | | | | | |
High | | | 31 | | | | 26 | | | | 27 | | | | 29 | |
Low | | | 24 | | | | 20 | | | | 21 | | | | 20 | |
Year Ended December 31, 2015: | | | | | | | | | | | | | | | | |
Net Revenues | | $ | 1,691 | | | $ | 1,597 | | | $ | 1,566 | | | $ | 1,526 | |
Expenses Excluding Interest | | $ | 1,046 | | | $ | 1,014 | | | $ | 999 | | | $ | 1,042 | |
Net Income | | $ | 416 | | | $ | 376 | | | $ | 353 | | | $ | 302 | |
Net Income Available to Common Stockholders | | $ | 378 | | | $ | 365 | | | $ | 330 | | | $ | 291 | |
Weighted-Average Common Shares Outstanding – Basic | | | 1,319 | | | | 1,316 | | | | 1,314 | | | | 1,312 | |
Weighted-Average Common Shares Outstanding – Diluted | | | 1,330 | | | | 1,328 | | | | 1,326 | | | | 1,323 | |
Basic Earnings Per Common Share | | $ | .29 | | | $ | .28 | | | $ | .25 | | | $ | .22 | |
Diluted Earnings Per Common Share | | $ | .28 | | | $ | .28 | | | $ | .25 | | | $ | .22 | |
Dividends Declared Per Common Share | | $ | .06 | | | $ | .06 | | | $ | .06 | | | $ | .06 | |
Range of Common Stock Price Per Share: | | | | | | | | | | | | | | | | |
High | | $ | 34.52 | | | $ | 35.72 | | | $ | 33.78 | | | $ | 31.73 | |
Low | | $ | 26.40 | | | $ | 27.10 | | | $ | 29.12 | | | $ | 25.43 | |
Range of Price/Earnings Ratio (1): | | | | | | | | | | | | | | | | |
High | | | 34 | | | | 36 | | | | 35 | | | | 34 | |
Low | | | 26 | | | | 27 | | | | 30 | | | | 27 | |
(1)
| Price/earnings ratio is computed by dividing the high and low market prices by diluted earnings per common share for the preceding 12-month period ending on the last day of the quarter presented.
|
|
| | | | | | | | | | | | | | | |
| | Fourth
Quarter | | Third
Quarter | | Second
Quarter | | First
Quarter |
| Year Ended December 31, 2017: | | | | | | | |
| Total Net Revenues | $ | 2,242 |
| | $ | 2,165 |
| | $ | 2,130 |
| | $ | 2,081 |
|
| Total Expenses Excluding Interest | $ | 1,289 |
| | $ | 1,220 |
| | $ | 1,221 |
| | $ | 1,238 |
|
| Net Income | $ | 597 |
| | $ | 618 |
| | $ | 575 |
| | $ | 564 |
|
| Net Income Available to Common Stockholders | $ | 550 |
| | $ | 575 |
| | $ | 530 |
| | $ | 525 |
|
| Weighted-Average Common Shares Outstanding — Basic | 1,343 |
| | 1,339 |
| | 1,338 |
| | 1,336 |
|
| Weighted-Average Common Shares Outstanding — Diluted | 1,358 |
| | 1,353 |
| | 1,351 |
| | 1,351 |
|
| Earnings Per Common Share — Basic | $ | .41 |
| | $ | .43 |
| | $ | .40 |
| | $ | .39 |
|
| Earnings Per Common Share — Diluted | $ | .41 |
| | $ | .42 |
| | $ | .39 |
| | $ | .39 |
|
| Dividends Declared Per Common Share | $ | .08 |
| | $ | .08 |
| | $ | .08 |
| | $ | .08 |
|
| Range of Common Stock Price Per Share: | | | | | | | |
| High | $ | 52.52 |
| | $ | 44.35 |
| | $ | 44.10 |
| | $ | 43.65 |
|
| Low | $ | 42.20 |
| | $ | 38.06 |
| | $ | 37.16 |
| | $ | 37.62 |
|
Range of Price/Earnings Ratio (1): | | | | | | | |
| High | 33 |
| | 28 |
| | 30 |
| | 31 |
|
| Low | 26 |
| | 24 |
| | 25 |
| | 27 |
|
| Year Ended December 31, 2016: | | | | | | | |
| Total Net Revenues | $ | 1,972 |
| | $ | 1,914 |
| | $ | 1,828 |
| | $ | 1,764 |
|
| Total Expenses Excluding Interest | $ | 1,148 |
| | $ | 1,120 |
| | $ | 1,108 |
| | $ | 1,109 |
|
| Net Income | $ | 522 |
| | $ | 503 |
| | $ | 452 |
| | $ | 412 |
|
| Net Income Available to Common Stockholders | $ | 478 |
| | $ | 470 |
| | $ | 406 |
| | $ | 392 |
|
| Weighted-Average Common Shares Outstanding — Basic | 1,329 |
| | 1,324 |
| | 1,322 |
| | 1,321 |
|
| Weighted-Average Common Shares Outstanding — Diluted | 1,341 |
| | 1,334 |
| | 1,333 |
| | 1,330 |
|
| Earnings Per Common Share — Basic | $ | .36 |
| | $ | .36 |
| | $ | .31 |
| | $ | .30 |
|
| Earnings Per Common Share — Diluted | $ | .36 |
| | $ | .35 |
| | $ | .30 |
| | $ | .29 |
|
| Dividends Declared Per Common Share | $ | .07 |
| | $ | .07 |
| | $ | .07 |
| | $ | .06 |
|
| Range of Common Stock Price Per Share: | | | | | | | |
| High | $ | 40.58 |
| | $ | 31.87 |
| | $ | 31.07 |
| | $ | 32.23 |
|
| Low | $ | 30.66 |
| | $ | 23.83 |
| | $ | 24.02 |
| | $ | 21.51 |
|
Range of Price/Earnings Ratio (1): | | | | | | | |
| High | 31 |
| | 26 |
| | 27 |
| | 29 |
|
| Low | 24 |
| | 20 |
| | 21 |
| | 20 |
|
- 101(1) -Price/earnings ratio is computed by dividing the high and low market prices by diluted earnings per common share for the preceding 12-month period ending on the last day of the quarter presented.
25. Subsequent Event
On February 8, 2018, CSC redeemed all of its outstanding 1.500% Senior Notes due March 10, 2018. The aggregate principal amount of the notes was $625 million.
REPORT OF
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMTo
the Stockholders and the Board of Directors
and Stockholders of The Charles Schwab
CorporationSan Francisco, California
Corporation:
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of The Charles Schwab Corporation and subsidiaries (the “Company”"Company") as of December 31, 20162017 and 2015, and2016, the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2016. Our audits also included2017, and the financial statement schedule ofrelated notes (collectively referred to as the Company on page F-2."financial statements"). We also have audited the Company’s internal control over financial reporting as of December 31, 2016,2017, based on the criteria established in Internal Control –- Integrated Framework (2013)(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Commission (COSO).
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2017 and 2016, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2017, in conformity with accounting principles generally accepted in the United States of America. Also, in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by COSO.
Basis for Opinions
The Company’s management is responsible for these financial statements,
and financial statement schedule, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying
Management’sManagement's Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on
thethese financial statements
and financial statement schedule and an opinion on the Company’s internal control over financial reporting based on our audits.
We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).PCAOB. Those standards require that we plan and perform the auditaudits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the financial statements included
performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures to respond to those risks. Such procedures included examining, on a test basis, evidence
supportingregarding the amounts and disclosures in the financial
statements, assessingstatements. Our audits also included evaluating the accounting principles used and significant estimates made by management,
andas well as evaluating the overall
presentation of the financial
statement presentation.statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed
by, or under the supervision of, the company’s principal executive and principal financial officers, or persons performing similar functions, and effected by the company’s board of directors, management, and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of theits inherent limitations, of internal control over financial reporting including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be preventedprevent or detected on a timely basis.detect misstatements. Also, projections of any evaluation of the effectiveness of the internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of The Charles Schwab Corporation and subsidiaries as of December 31, 2016 and 2015, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2016, in conformity with accounting principles generally accepted in the United States of America. Also, in our opinion, such financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein. Also, in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2016, based on the criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
|
| |
| /s/ DELOITTE & TOUCHE LLP | |
San Francisco, California
February
23, 201722, 2018 - 102 -
We have served as the Company's auditor since 1976.
THE CHARLES SCHWAB CORPORATION
Management’sReport on Internal Control Over Financial Reporting
Management of The Charles Schwab Corporation, together with its subsidiaries (the Company), is responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control over financial reporting is a process designed under the supervision of and effected by the Company’s chief executive officer and chief financial officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of published financial statements in accordance with accounting principles generally accepted in the United States of America.
As of December 31, 2016,2017, management conducted an assessment of the effectiveness of the Company’s internal control over financial reporting based on the framework established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management has determined that the Company’s internal control over financial reporting was effective as of December 31, 2016.2017.
The Company’s internal control over financial reporting includes policies and procedures that pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect transactions and dispositions of assets; provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, and that receipts and expenditures are being made only in accordance with authorizations of management and the directors of the Company; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the Company’s financial statements.
The Company’s internal control over financial reporting as of December 31,
2016,2017, has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report appearing on the previous page.
- 103 -
THE CHARLES SCHWAB CORPORATION
Item 9.
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
Item 9A.
Controls and Procedures
Evaluation of disclosure controls and procedures:The management of the Company, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934) as of December 31, 2016.2017. Based on this evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures were effective as of December 31, 2016.2017.
Changes in internal control over financial reporting: No change in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934) was identified during the quarter ended December 31, 2016,2017, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
Management’s Report on Internal Control Over Financial Reporting and the Report of Independent Registered Public Accounting Firm are included in Item 8.
Item 9B.
Other Information
Directors, Executive Officers, and Corporate Governance | |
| Item 10. | Directors, Executive Officers, and Corporate Governance |
The information relating to directors of CSC required to be furnished pursuant to this item is incorporated by reference from portions of the Company’s definitive proxy statement for its annual meeting of stockholders to be filed with the SEC pursuant to Regulation 14A by April 30, 20172018 (the Proxy Statement) under “Members of the Board of Directors,” “Corporate Governance, Information,” “Director Nominations,” “Executive Officers,” and “Section 16(a) Beneficial Ownership Reporting Compliance.” The Company’s Code of Conduct and Business Ethics, applicable to directors and all employees, including senior financial officers, is available on the Company’s website at https://www.aboutschwab.com/governance. If the Company makes any amendments to or grants any waivers from its Code of Conduct and Business Ethics, which are required to be disclosed pursuant to the Securities Exchange Act of 1934, the Company will make such disclosures on this website.
THE CHARLES SCHWAB CORPORATION
SchwabExecutive Officers of the Registrant
The following table provides certain information about each of the Company’s executive officers as of December 31, 2016.
| | | |
| Item 11. | | | |
Executive Officers of the Registrant |
| | | |
| Name
| Age
| Title
|
| Charles R. Schwab
| 79
| Chairman of the Board
|
| Walter W. Bettinger II
| 56
| President and Chief Executive Officer
|
| Marie A. Chandoha
| 55
| President and Chief Executive Officer – Charles Schwab Investment Management, Inc.
|
| Bernard J. Clark
| 58
| Executive Vice President – Advisor Services
|
| David R. Garfield
| 60
| Executive Vice President, General Counsel and Corporate Secretary
|
| Terri R. Kallsen
| 48
| Executive Vice President – Investor Services
|
| Joseph R. Martinetto
| 54
| Senior Executive Vice President and Chief Financial Officer
|
| Nigel J. Murtagh
| 53
| Executive Vice President – Corporate Risk
|
| | | Compensation |
Mr. Schwab has been Chairman of the Board and a director of CSC since its incorporation in 1986. He also served as Chief Executive Officer of CSC from 1986 to 1997 and as Co-Chief Executive Officer from 1998 until 2003. He was re-appointed Chief Executive Officer in 2004 and served in that role until 2008. Mr. Schwab is also Chairman of Schwab and Schwab Bank.
Mr. Bettinger has been President and Chief Executive Officer of CSC since 2008. He also serves on the Board of Directors of CSC, Schwab, Schwab Bank, and as Chairman and trustee of The Charles Schwab Family of Funds, Schwab Investments, Schwab Capital Trust, Schwab Annuity Portfolios, Laudus Trust, and Schwab Strategic Trust, all registered investment companies. Prior to assuming his current role, Mr. Bettinger served as President and Chief Operating Officer of CSC from 2007 until 2008 and as Executive Vice President and President – Schwab Investor Services of CSC and Schwab from 2005 to 2007. He served as Executive Vice President and Chief Operating Officer – Individual Investor Enterprise of CSC and Schwab from 2004 until 2005, and Executive Vice President – Corporate Services of Schwab from 2002 until 2004. Mr. Bettinger joined Schwab in 1995.
Ms. Chandoha has been President and Chief Executive Officer of CSIM since 2011. She serves as a trustee of The Charles Schwab Family of Funds, Schwab Investments, Schwab Capital Trust, Schwab Annuity Portfolios, Laudus Trust, and Schwab Strategic Trust, all registered investment companies. Prior to joining Schwab, Ms. Chandoha served as the global head of the fixed-income business at BlackRock (formerly Barclays Global Investors) from 2007 until 2010 and as co-head and senior portfolio manager in charge of the Montgomery fixed income division at Wells Capital Management from 1999 until 2007.
Mr. Clark has been Executive Vice President – Advisor Services of CSC since 2012. Mr. Clark has served as Executive Vice President – Advisor Services of Schwab since 2010. From 2006 until 2010, Mr. Clark served as Senior Vice President – Schwab Institutional Sales of Schwab. During 2005 and 2006, he served as Senior Vice President – Client Service of Schwab. Mr. Clark joined Schwab in 1998.
Mr. Garfield has been Executive Vice President, General Counsel and Corporate Secretary of CSC and Executive Vice President of Schwab since 2014. Mr. Garfield served as Deputy General Counsel of Wells Fargo & Company from 1998 until he joined Schwab in 2014.
Ms. Kallsen has been Executive Vice President – Investor Services of CSC and Schwab since 2014. She served as Senior Vice President – Portfolio Consulting of Schwab from 2012 until 2014 and as Senior Vice President – Branch Network from June 2014 until December 2014. Prior to joining Schwab, Ms. Kallsen served as Executive Vice President of First Command Financial Services from 2009 until 2012 and as Senior Vice President of USAA from 2004 until 2009.
THE CHARLES SCHWAB CORPORATION
Mr. Martinetto has been Senior Executive Vice President and Chief Financial Officer of CSC and Schwab since 2015. He served as Executive Vice President and Chief Financial Officer of CSC and Schwab from 2007 until 2015. Mr. Martinetto served as Senior Vice President and Treasurer of CSC and Schwab from 2003 to 2007 and Senior Vice President – Individual Investor Finance of Schwab from 2002 to 2003. He also serves on the Board of Directors of Schwab and Schwab Bank. Additionally, Mr. Martinetto is a trustee of The Charles Schwab Family of Funds, Schwab Investments, Schwab Capital Trust, Schwab Annuity Portfolios, Laudus Trust, and Schwab Strategic Trust, all registered investment companies. Mr. Martinetto joined Schwab in 1997.
Mr. Murtagh has been Executive Vice President – Corporate Risk of CSC and Schwab since 2012. He served as Senior Vice President and Chief Credit Officer of Schwab from 2002 until 2012 and of CSC from 2008 until 2012. Mr. Murtagh joined Schwab in 2000.
Item 11.Executive Compensation
The information required to be furnished pursuant to this item is incorporated by reference from portions of the Proxy Statement under “Compensation Discussion and Analysis,” “Executive Compensation Tables – 20162017 Summary Compensation Table,” “Executive Compensation Tables – 20162017 Grants of Plan-Based Awards Table,” “Executive Compensation Tables – Narrative to Summary Compensation and Grants of Plan-Based Awards Tables,” “Executive Compensation Tables – 20162017 Termination and Change in Control Benefits Table,” “Executive Compensation Tables – Outstanding Equity Awards as of December 31, 2016,2017,” “Executive Compensation Tables – 20162017 Option Exercises and Stock Vested Table,” “Executive Compensation Tables – 20162017 Nonqualified Deferred Compensation Table,” “Director Compensation,” and “Compensation Committee Interlocks and Insider Participation.” In addition, the information from a portion of the Proxy Statement under “Compensation Committee Report,” is incorporated by reference from the Proxy Statement and furnished on this Form 10-K, and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.
Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
THE CHARLES SCHWAB CORPORATION
| |
| Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters |
The information required to be furnished pursuant to this item is incorporated by reference from portions of the Proxy Statement under “Security Ownership of Certain Beneficial Owners and Management,” and “Securities Authorized for Issuance under Equity Compensation Plans.”
Item 13.
Certain Relationships and Related Transactions, and Director Independence | |
| Item 13. | Certain Relationships and Related Transactions, and Director Independence |
The information required to be furnished pursuant to this item is incorporated by reference from portions of the Proxy Statement under “Transactions with Related Persons” and “Director Independence.”
Item 14.
Principal Accountant Fees and Services | |
| Item 14. | Principal Accountant Fees and Services |
The information required to be furnished pursuant to this item is incorporated by reference from a portion of the Proxy Statement under “Auditor Fees.”
THE CHARLES SCHWAB CORPORATION
Exhibits and Financial Statement Schedule | |
| Item 15. | Exhibits, Financial Statement Schedules |
(a) Documents filed as part of this Report
The financial statements and independent auditors’ report are included in Item 8 and are listed below:
Consolidated Statements of Income
Consolidated Statements of Comprehensive Income
Consolidated Balance Sheets
Consolidated Statements of Cash Flows
Consolidated Statements of Stockholders’ Equity
Notes to Consolidated Financial Statements
Report of Independent Registered Public Accounting Firm
2. Financial Statement
ScheduleTheSchedules
Other financial statement
scheduleschedules required
to be furnished pursuant to this
itemItem are omitted because of the absence of conditions under which they are required or because the information is
listedincluded in the
accompanying index appearing on page F-1.Company’s consolidated financial statements and notes in Item 8. - 107 -
THE CHARLES SCHWAB CORPORATION
The exhibits listed below are filed as part of this annual report on Form 10-K.
| | |
Exhibit
Number
|
Exhibit
| |
Exhibit Number | Exhibit | |
3.11
| | |
| 3.11 | | |
| | |
3.14 | | |
| | |
3.15 | | |
| | |
3.16 | | |
| | |
3.17 | | |
| | |
3.18 | | |
| | |
3.19 | | |
| | |
4.1
3.20 | | |
| | |
| 3.21 | | |
| | |
| 4.1 | | |
| | |
4.2 | | |
| | |
4.3 | | |
| | |
4.4 | | |
| | |
4.5 | Neither
| |
| | |
| | |
- 108 -
THE CHARLES SCHWAB CORPORATION
Exhibit
Number |
Exhibit
| |
| | |
10.4 | Form of Release Agreement dated as of March 31, 1987 among BAC, Registrant, Schwab Holdings, Inc., Charles Schwab & Co., Inc. and former shareholders of Schwab Holdings, Inc., filed as the identically-numbered exhibit to Registrant’s Registration Statement No. 33-16192 on Form S-1 and incorporated herein by reference. | |
| | |
10.57 | Registration Rights and Stock Restriction Agreement, dated as of March 31, 1987, between the Registrant and the holders of the Common Stock, filed as Exhibit 4.23 to Registrant’s Registration Statement No. 33-16192 on Form S-1 and incorporated herein by reference. | |
| | |
10.72 | Restatement of Assignment and License, as amended January 25, 1988, among Charles Schwab & Co., Inc., Charles R. Schwab and the Registrant, and incorporated herein by reference. | |
| | |
10.271 | The Charles Schwab Corporation Directors’ Deferred Compensation Plan, as amended through December 8, 2004, and incorporated herein by reference. | (2) |
| | |
10.272 | The Charles Schwab Corporation Deferred Compensation Plan, as amended through December 8, 2004, and incorporated herein by reference. | (2) |
| | |
10.314 | Employment Agreement dated as of March 13, 2008, between the Registrant and Charles R. Schwab, filed as Exhibit 10.314 to the Registrant’s Form 10-Q for the quarter ended March 31, 2013, and incorporated herein by reference. | (2) |
| | |
10.322 | The Charles Schwab Corporation Deferred Compensation Plan II, as amended and restated as of October 23, 2008, filed as Exhibit 10.322 to the Registrant’s Form 10-K for the year ended December 31, 2013, and incorporated herein by reference. | (2) |
| | |
10.338 | The Charles Schwab Corporation 2004 Stock Incentive Plan, as approved at the Annual Meeting of Stockholders on May 17, 2011, filed as Exhibit 10.338 to the Registrant’s Form 10-Q for the quarter ended June 30, 2016, and incorporated herein by reference. | (2) |
| | |
10.349 | The Charles Schwab Severance Pay Plan, as Amended and Restated Effective May 1, 2012, filed as Exhibit 10.349 to the Registrant’s Form 10-Q for the quarter ended June 30, 2012, and incorporated herein by reference. | (2) |
| | |
10.352 | Form of Performance-Based Cash Long-Term Incentive Award Agreement under The Charles Schwab Corporation 2004 Stock Incentive Plan and successor plans, filed as Exhibit 10.352 to the Registrant’s Form 8-K dated January 24, 2013, and incorporated herein by reference. | (2) |
| | |
10.353 | Form of Notice and Performance-Based Restricted Stock Unit Agreement under The Charles Schwab Corporation 2004 Stock Incentive Plan and successor plans, filed as Exhibit 10.353 to the Registrant’s Form 8-K dated January 24, 2013, and incorporated herein by reference. | (2) |
| | |
10.354 | Form of Notice and Nonqualified Stock Option Agreement under The Charles Schwab Corporation 2004 Stock Incentive Plan and successor plans, filed as Exhibit 10.354 to the Registrant’s Form 8-K dated January 24, 2013, and incorporated herein by reference. | (2) |
| | |
10.355 | Form of Notice and Restricted Stock Unit Agreement under The Charles Schwab Corporation 2004 Stock Incentive Plan and successor plans, filed as Exhibit 10.355 to the Registrant’s Form 8-K dated January 24, 2013, and incorporated herein by reference. | (2) |
| | |
10.356 | Form of Notice and Retainer Stock Option Agreement for Non-Employee Directors under The Charles Schwab Corporation 2004 Stock Incentive Plan and successor plans, filed as Exhibit 10.356 to the Registrant’s Form 8-K dated January 24, 2013, and incorporated herein by reference. | (2) |
| | |
10.357 | Form of Notice and Retainer Restricted Stock Unit Agreement for Non-Employee Directors under The Charles Schwab Corporation 2004 Stock Incentive Plan and successor plans, filed as Exhibit 10.357 to the Registrant’s Form 8-K dated January 24, 2013, and incorporated herein by reference. | (2) |
| | |
|
| | |
Exhibit Number | Exhibit | |
| 4.6 | Neither the Registrant nor its subsidiaries are parties to any instrument with respect to long-term debt for which securities authorized thereunder exceed 10% of the total assets of the Registrant and its subsidiaries on a consolidated basis. Copies of instruments with respect to long-term debt of lesser amounts will be provided to the SEC upon request. | |
| | | |
| 10.4 | Form of Release Agreement dated as of March 31, 1987 among BAC, Registrant, Schwab Holdings, Inc., Charles Schwab & Co., Inc., and former shareholders of Schwab Holdings, Inc., filed as the identically-numbered exhibit to Registrant’s Registration Statement No. 33-16192 on Form S-1 and incorporated herein by reference. | |
| | | |
| 10.57 | Registration Rights and Stock Restriction Agreement, dated as of March 31, 1987, between the Registrant and the holders of the Common Stock, filed as Exhibit 4.23 to Registrant’s Registration Statement No. 33-16192 on Form S-1 and incorporated herein by reference. | |
| | | |
| 10.72 | | |
| | | |
| 10.271 | | (2) |
| | | |
| 10.272 | | (2) |
| | | |
| 10.314 | | (2) |
| | | |
| 10.322 | | (2) |
| | | |
| 10.338 | | (2) |
| | | |
| 10.349 | | (2) |
| | | |
| 10.352 | | (2) |
| | | |
| 10.360 | | (2) |
| | | |
| 10.362 | | (2) |
| | | |
| 10.365 | | (2) |
| | | |
| 10.367 | | (2) |
| | | |
| 10.368 | | |
| | | |
THE CHARLES SCHWAB CORPORATION
Exhibit
Number |
Exhibit
| |
10.358 | Form of Notice and Stock Option Agreement for Non-Employee Directors under The Charles Schwab Corporation Directors’ Deferred Compensation Plan II and The Charles Schwab Corporation 2004 Stock Incentive Plan and successor plans, filed as Exhibit 10.358 to the Registrant’s Form 8-K dated January 24, 2013, and incorporated herein by reference. | (2) |
| | |
10.359 | Form of Notice and Restricted Stock Unit Agreement for Non-Employee Directors under The Charles Schwab Corporation Directors’ Deferred Compensation Plan II and The Charles Schwab Corporation 2004 Stock Incentive Plan and successor plans, filed as Exhibit 10.359 to the Registrant’s Form 8-K dated January 24, 2013, and incorporated herein by reference. | (2) |
| | |
10.360 | The Charles Schwab Corporation 2013 Stock Incentive Plan, as approved at the Annual Meeting of Stockholders on May 16, 2013, filed as Exhibit 10.360 to the Registrant’s Form 8-K dated May 16, 2013, and incorporated herein by reference. | (2) |
| | |
10.362 | The Charles Schwab Corporation Directors’ Deferred Compensation Plan II, as amended and restated as of April 24, 2013, filed as Exhibit 10.362 to the Registrant’s Form 10-Q for the quarter ended June 30, 2013, and incorporated herein by reference. | (2) |
| | |
10.364 | Separation Agreement, General Release and Waiver of Claims by and between Mr. Clendening and CSC, filed as Exhibit 10.364 to the Registrant’s Form 8-K/A dated December 10, 2014, and incorporated herein by reference. | (2) |
| | |
10.365 | The Charles Schwab Corporation Corporate Executive Bonus Plan, restated to include amendments approved at the Annual Meeting of Stockholders on May 13, 2015 (supersedes Exhibit 10.331), and incorporated herein by reference. | (2) |
| | |
10.366 | Credit Agreement (364 – Day Commitment) dated as of June 5, 2015, between the Registrant and financial institutions therein (supersedes Exhibit 10.363), filed as Exhibit 10.366 to the Registrant’s Form 10-Q for the quarter ended June 30, 2015, and incorporated herein by reference. | |
| | |
10.367 | Summary of Non-Employee Director Compensation (supersedes Exhibit 10.351), incorporated herein by reference. | (2) |
| | |
10.368 | Credit Agreement (364 – Day Commitment) dated as of June 5, 2016, between the Registrant and financial institutions therein (supersedes Exhibit 10.366), filed as Exhibit 10.368 to the Registrant’s Form 10-Q for the quarter ended June 30, 2016, and incorporated herein by reference. | |
| | |
10.369 | Form of Notice and Performance-Based Restricted Stock Unit Agreement under The Charles Schwab Corporation 2013 Stock Incentive Plan and successor plans (supersedes Exhibit 10.353). Filed as Exhibit 10.369 to the Registrant’s Form 10-Q for the quarter ended September 30, 2016, and incorporated herein by reference. | (2) |
| | |
10.370 | Form of Notice and Nonqualified Stock Option Agreement under The Charles Schwab Corporation 2013 Stock Incentive Plan and successor plans (supersedes Exhibit 10.354). Filed as Exhibit 10.370 to the Registrant’s Form 10-Q for the quarter ended September 30, 2016, and incorporated herein by reference. | (2) |
| | |
10.371 | Form of Notice and Restricted Stock Unit Agreement under The Charles Schwab Corporation 2013 Stock Incentive Plan and successor plans (supersedes Exhibit 10.355). Filed as Exhibit 10.371 to the Registrant’s Form 10-Q for the quarter ended September 30, 2016, and incorporated herein by reference. | (2) |
| | |
10.372 | Form of Notice and Retainer Stock Option Agreement for Non-Employee Directors under The Charles Schwab Corporation 2013 Stock Incentive Plan and successor plans (supersedes Exhibit 10.356). Filed as Exhibit 10.372 to the Registrant’s Form 10-Q for the quarter ended September 30, 2016, and incorporated herein by reference. | (2) |
| | |
| | |
| | |
|
| | |
Exhibit Number | Exhibit | |
| 10.369 | | (2) |
| | | |
| 10.370 | | (2) |
| | | |
| 10.371 | | (2) |
| | | |
| 10.372 | | (2) |
| 10.373 | | (2) |
| | | |
| 10.374 | | (2) |
| | | |
| 10.375 | | (2) |
| | | |
| 10.376 | | (2) |
| | | |
| 10.377 | | (2) |
| | | |
| 10.378 | | (2) |
| | | |
| 10.379 | | (2) |
| | | |
| 10.380 | | (2) |
| | | |
| 10.381 | | (2) |
| | | |
THE CHARLES SCHWAB CORPORATION
Exhibit
Number |
Exhibit
| |
| | |
10.373 | Form of Notice and Retainer Restricted Stock Unit Agreement for Non-Employee Directors under The Charles Schwab Corporation 2013 Stock Incentive Plan and successor plans (supersedes Exhibit 10.357). Filed as Exhibit 10.373 to the Registrant’s Form 10-Q for the quarter ended September 30, 2016, and incorporated herein by reference. | (2) |
| | |
10.374 | Form of Notice and Stock Option Agreement for Non-Employee Directors under The Charles Schwab Corporation Directors’ Deferred Compensation Plan II and successor plans (supersedes Exhibit 10.358). Filed as Exhibit 10.374 to the Registrant’s Form 10-Q for the quarter ended September 30, 2016, and incorporated herein by reference. | (2) |
| | |
10.375 | Form of Notice and Restricted Stock Unit Agreement for Non-Employee Directors under The Charles Schwab Corporation Directors’ Deferred Compensation Plan II and successor plans (supersedes Exhibit 10.359). Filed as Exhibit 10.375 to the Registrant’s Form 10-Q for the quarter ended September 30, 2016, and incorporated herein by reference. | (2) |
| | |
12.1 | Computation of Ratio of Earnings to Fixed Charges and Ratio of Earnings to Fixed Charges and Preferred Stock Dividends. | |
| | |
21.1 | Subsidiaries of the Registrant. | |
| | |
23.1 | Independent Registered Public Accounting Firm’s Consent. | |
| | |
31.1 | Certification Pursuant to Rule 13a-14(a)/15d-14(a), As Adopted Pursuant to Section 302 of The Sarbanes-Oxley Act of 2002. | |
| | |
31.2 | Certification Pursuant to Rule 13a-14(a)/15d-14(a), As Adopted Pursuant to Section 302 of The Sarbanes-Oxley Act of 2002. | |
| | |
32.1 | Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of The Sarbanes-Oxley Act of 2002. | (1) |
| | |
32.2 | Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of The Sarbanes-Oxley Act of 2002. | (1) |
| | |
101.INS | XBRL Instance Document | (3) |
| | |
101.SCH | XBRL Taxonomy Extension Schema | (3) |
| | |
101.CAL | XBRL Taxonomy Extension Calculation | (3) |
| | |
101.DEF | XBRL Extension Definition | (3) |
| | |
101.LAB | XBRL Taxonomy Extension Label | (3) |
| | |
101.PRE | XBRL Taxonomy Extension Presentation | (3) |
| | |
(1) | Furnished as an exhibit to this annual report on Form 10-K. | |
| | |
(2) | Management contract or compensatory plan. | |
| | |
(3) | Attached as Exhibit 101 to this Annual Report on Form 10-K for the annual period ended December 31, 2016, are the following materials formatted in XBRL (Extensible Business Reporting Language) (i) the Consolidated Statements of Income,(ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Stockholders’ Equity, and (vi) Notes to Consolidated Financial Statements. | |
| | |
|
| | |
Exhibit Number | Exhibit | |
| 10.382 | | (2) |
| | | |
| 10.383 | | (2) |
| | | |
| 10.384 | | (2) |
| | | |
| 10.385 | | (1),(2) |
| | | |
| 10.386 | | (1),(2) |
| | | |
| 10.387 | | (1),(2) |
| | | |
| 10.388 | | (1),(2) |
| | | |
| 10.389 | | (1),(2) |
| | | |
| 10.390 | | (1),(2) |
| | | |
| 12.1 | | |
| | | |
| 21.1 | | |
| | | |
| 23.1 | | |
| 31.1 | | |
| | | |
| 31.2 | | |
| | | |
| 32.1 | | (1) |
| | | |
| 32.2 | | (1) |
| 101.INS | XBRL Instance Document | (3) |
| | | |
| 101.SCH | XBRL Taxonomy Extension Schema | (3) |
| | | |
| 101.CAL | XBRL Taxonomy Extension Calculation | (3) |
| | | |
| 101.DEF | XBRL Extension Definition | (3) |
| | | |
| 101.LAB | XBRL Taxonomy Extension Label | (3) |
| | | |
| 101.PRE | XBRL Taxonomy Extension Presentation | (3) |
| | | |
THE CHARLES SCHWAB CORPORATION
S
|
| | |
Exhibit Number | Exhibit | |
| (1) | Furnished as an exhibit to this annual report on Form 10-K. | |
| | |
| (2) | Management contract or compensatory plan. | |
| | |
| (3) | Attached as Exhibit 101 to this Annual Report on Form 10-K for the annual period ended December 31, 2017, are the following materials formatted in XBRL (Extensible Business Reporting Language) (i) the Consolidated Statements of Income,(ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Stockholders’ Equity, and (vi) Notes to Consolidated Financial Statements. | |
IGNATURES
THE CHARLES SCHWAB CORPORATION
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on February
23, 2017.22, 2018.
|
| | |
| THE CHARLES SCHWAB CORPORATION |
| (Registrant) |
| | |
| BY: | /s/ Walter W. Bettinger II |
| | Walter W. Bettinger II |
| | President and Chief Executive Officer |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated, on February
23, 2017.22, 2018. |
| | |
| Signature / Title | | Signature / Title |
| | |
| | |
/s/ Walter W. Bettinger II | | /s/ Joseph R. Martinetto Peter Crawford |
Walter W. Bettinger II, | | Joseph R. Martinetto,
Peter Crawford, |
President and Chief Executive Officer and Director | | Senior Executive Vice President
and Chief Financial Officer
(principal (principal financial and accounting officer)
|
| | |
| | |
/s/ Charles R. Schwab | | /s/ John K. Adams, Jr. |
Charles R. Schwab, Chairman of the Board | | John K. Adams, Jr., Director |
| | |
| | |
/s/ Nancy H. Bechtle
| | /s/ C. Preston Butcher | | /s/ Joan T. Dea |
Nancy H. Bechtle, Director
| | C. Preston Butcher, Director | | Joan T. Dea, Director |
| | |
| | |
/s/ Christopher V. Dodds | | /s/ Stephen A. Ellis |
Christopher V. Dodds, Director | | Stephen A. Ellis, Director |
| | |
| | |
/s/ Mark A. Goldfarb | | /s/ William S. Haraf |
Mark A. Goldfarb, Director | | William S. Haraf, Director |
| | |
| | |
/s/ Frank C. Herringer | | /s/ Stephen T. McLin |
Frank C. Herringer, Director | | Stephen T. McLin, Director |
| | |
| | |
/s/ Arun Sarin | | /s/ Paula A. Sneed |
Arun Sarin, Director | | Paula A. Sneed, Director |
| | |
| | |
/s/ Roger O. Walther | | /s/ Robert N. Wilson |
Roger O. Walther, Director | | Robert N. Wilson, Director |
- 112 -
THE CHARLES SCHWAB CORPORATION
| | |
| | |
| | |
Index to Financial Statement Schedule
| | |
| | |
| | STATISTICAL DISCLOSURE BY BANK HOLDING COMPANIES |
| | |
| Page
| The following table outlines the information required by the SEC’s Industry Guide 3, “Statistical Disclosure by Bank Holding Companies.” Beginning in 2017, these disclosures are presented at the consolidated holding company level. Comparative prior period amounts are also presented at a consolidated level.
|
| | |
| | |
Schedule II - Valuation and Qualifying Accounts
| F-2
| |
| Required Disclosure | Page |
Supplemental Financial Data for Charles Schwab Bank (Unaudited)
| F-3Distribution of Assets, Liabilities and Stockholders’ Equity; Interest Rates and Interest Differential
| F-2 – F-10 | F-3 |
| Investment Portfolio | F-4 |
| Risk Elements – Cross-border Holdings | F-5 |
| Loan Portfolio | F-6 – F-7 |
| Summary of Loan Loss Experience | F-7 |
| Deposits | F-7 |
| Return on Equity and Assets | F-7 |
| | |
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| | |
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| | |
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| | |
| | |
| | |
| | |
| | |
| | |
Schedules not listed are omitted because of the absence of the conditions under which they are required or because the information is included in the Company’s consolidated financial statements and notes in Item 8.
| |
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| | |
| | |
| | |
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| | |
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| | |
THE CHARLES SCHWAB CORPORATION
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | SCHEDULE II |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Valuation and Qualifying Accounts |
(In millions) |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | Balance at | | Additions | | | | | Balance at |
| | Beginning | | Charged | | | | | | | End |
Description | | of Year | | to Expense | | Other (1) | | Written off | | of Year |
| | | | | | | | | | | | | | | |
For the year ended December 31, 2016: | | | | | | | | | | | | | | | |
Allowance for doubtful accounts of | | | | | | | | | | | | | | | |
brokerage clients (2) | | $ | 1 | | $ | 6 | | $ | 1 | | $ | (7) | | $ | 1 |
| | | | | | | | | | | | | | | |
For the year ended December 31, 2015: | | | | | | | | | | | | | | | |
Allowance for doubtful accounts of | | | | | | | | | | | | | | | |
brokerage clients (2) | | $ | 2 | | $ | 5 | | $ | 3 | | $ | (9) | | $ | 1 |
| | | | | | | | | | | | | | | |
For the year ended December 31, 2014: | | | | | | | | | | | | | | | |
Allowance for doubtful accounts of | | | | | | | | | | | | | | | |
brokerage clients (2) | | $ | - | | $ | 6 | | $ | 1 | | $ | (5) | | $ | 2 |
(1)
| Includes collections of previously written-off accounts.
|
(2)
| Excludes banking-related valuation and qualifying accounts. See Item 8 – Note 6.
|
THE CHARLES SCHWAB CORPORATION
Supplemental Financial Data for Charles Schwab Bank (Unaudited)
The following supplemental financial data is consistent with the Securities Exchange Act of 1934, Industry Guide 3 – Statistical Disclosure by Bank Holding Companies.
The accompanying unaudited financial information represents Schwab Bank, which is a subsidiary of CSC. CSC is a savings and loan holding company and Schwab Bank is a federal savings bank. The following information excludes intercompany balances and transactions with CSC and its affiliates.1.Three-year Net Interest Revenue and Average Balances
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
For the Year Ended December 31, | | 2016 | | | 2015 | | | 2014 | |
| | Average | | | | | Average | | Average | | | | | Average | | Average | | | | | Average |
| | Balance | | Interest | | Rate | | Balance | | Interest | | Rate | | Balance | | Interest | | Rate |
Assets: | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Cash and cash equivalents (1) | | $ | 9,579 | | $ | 51 | | 0.53 | % | | $ | 8,028 | | $ | 22 | | 0.27 | % | | $ | 5,871 | | $ | 15 | | 0.26 | % |
Available for sale securities (2) | | | 72,017 | | | 874 | | 1.21 | % | | | 61,783 | | | 623 | | 1.01 | % | | | 52,056 | | | 546 | | 1.05 | % |
Held to maturity securities | | | 57,228 | | | 1,398 | | 2.44 | % | | | 38,099 | | | 953 | | 2.50 | % | | | 32,361 | | | 828 | | 2.56 | % |
Bank loans (3) | | | 14,715 | | | 400 | | 2.72 | % | | | 13,970 | | | 369 | | 2.64 | % | | | 12,903 | | | 354 | | 2.74 | % |
Other interest-earning assets | | | 109 | | | 9 | | 8.26 | % | | | 56 | | | 5 | | 8.93 | % | | | 63 | | | 6 | | 9.52 | % |
Total interest-earning assets | | | 153,648 | | | 2,732 | | 1.78 | % | | | 121,936 | | | 1,972 | | 1.62 | % | | | 103,254 | | | 1,749 | | 1.69 | % |
Net unrealized gain on | | | | | | | | | | | | | | | | | | | | | | | | | | | |
available for sale securities | | | (113) | | | | | | | | | 187 | | | | | | | | | 229 | | | | | | |
Noninterest-earning assets | | | 1,209 | | | | | | | | | 601 | | | | | | | | | 525 | | | | | | |
Total Assets | | $ | 154,744 | | | | | | | | $ | 122,724 | | | | | | | | $ | 104,008 | | | | | | |
Liabilities and Stockholder’s Equity: | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Interest-bearing bank deposits | | $ | 141,432 | | | 37 | | 0.03 | % | | $ | 113,464 | | | 29 | | 0.03 | % | | $ | 95,842 | | | 30 | | 0.03 | % |
Short-term borrowings | | | 1,849 | | | 9 | | 0.49 | % | | | - | | | - | | - | | | | - | | | - | | - | |
Total sources on which interest is paid | | | 143,281 | | | 46 | | 0.03 | % | | | 113,464 | | | 29 | | 0.03 | % | | | 95,842 | | | 30 | | 0.03 | % |
Noninterest-bearing liabilities | | | 1,057 | | | | | | | | | 719 | | | | | | | | | 723 | | | | | | |
Stockholder’s equity | | | 10,406 | | | | | | | | | 8,541 | | | | | | | | | 7,443 | | | | | | |
Total Liabilities and Stockholder’s Equity | | $ | 154,744 | | | | | | | | $ | 122,724 | | | | | | | | $ | 104,008 | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net interest revenue | | | | | $ | 2,686 | | | | | | | | $ | 1,943 | | | | | | | | $ | 1,719 | | | |
Net yield on interest-earning assets | | | | | | | | 1.75 | % | | | | | | | | 1.59 | % | | | | | | | | 1.66 | % |
(1)
| Includes deposits with banks and short-term investments.
|
(2)
1. | Amounts have been calculated based on amortized cost.
|
(3)
| Includes average principal balances of nonaccrual loans.
Three-year Net Interest Revenue and Average Balances |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the Year Ended December 31, | 2017 | | 2016 | | 2015 |
| | Average | | | | Average | | Average | | | | Average | | Average | | | | Average |
| | Balance | | Interest | | Rate | | Balance | | Interest | | Rate | | Balance | | Interest | | Rate |
| Assets: | | | | | | | | | | | | | | | | | |
| Cash and cash equivalents | $ | 9,931 |
| | $ | 109 |
| | 1.10 | % | | $ | 11,143 |
| | $ | 57 |
| | 0.51 | % | | $ | 9,358 |
| | $ | 24 |
| | 0.26 | % |
| Cash and investments segregated | 18,525 |
| | 166 |
| | 0.90 | % | | 20,104 |
| | 93 |
| | 0.46 | % | | 18,606 |
| | 31 |
| | 0.17 | % |
Broker-related receivables (1) | 430 |
| | 3 |
| | 0.70 | % | | 558 |
| | 1 |
| | 0.22 | % | | 274 |
| | — |
| | 0.07 | % |
| Receivables from brokerage clients | 16,269 |
| | 575 |
| | 3.53 | % | | 15,001 |
| | 497 |
| | 3.31 | % | | 15,212 |
| | 502 |
| | 3.30 | % |
Available for sale securities (2) | 53,040 |
| | 815 |
| | 1.54 | % | | 72,586 |
| | 883 |
| | 1.22 | % | | 62,249 |
| | 629 |
| | 1.01 | % |
| Held to maturity securities | 103,599 |
| | 2,354 |
| | 2.27 | % | | 57,451 |
| | 1,402 |
| | 2.44 | % | | 38,280 |
| | 957 |
| | 2.50 | % |
Bank loans (6) | 15,919 |
| | 472 |
| | 2.97 | % | | 14,715 |
| | 400 |
| | 2.72 | % | | 13,973 |
| | 369 |
| | 2.64 | % |
| Total interest-earning assets | 217,713 |
| | 4,494 |
| | 2.06 | % | | 191,558 |
| | 3,333 |
| | 1.74 | % | | 157,952 |
| | 2,512 |
| | 1.59 | % |
| Other interest revenue |
|
| | 130 |
| |
|
| |
|
| | 160 |
| |
|
| |
|
| | 145 |
| |
|
|
| Total interest-earning assets | 217,713 |
| | 4,624 |
| | 2.12 | % | | 191,558 |
| | 3,493 |
| | 1.82 | % | | 157,952 |
| | 2,657 |
| | 1.68 | % |
Noninterest-earning assets (3,4) | 9,968 |
| |
|
| |
|
| | 9,354 |
| |
|
| |
|
| | 8,061 |
| |
|
| |
|
|
| Total assets | $ | 227,681 |
| |
|
| |
|
| | $ | 200,912 |
| |
|
| |
|
| | $ | 166,013 |
| |
|
| |
|
|
| | | | | | | | | | | | | | | | | | |
| Liabilities and Stockholders’ Equity: | | | | | | | | | | | | | | | | | |
| Bank deposits | $ | 163,998 |
| | $ | 148 |
| | 0.09 | % | | $ | 141,432 |
| | $ | 37 |
| | 0.03 | % | | $ | 113,464 |
| | $ | 29 |
| | 0.03 | % |
| Payables to brokerage clients | 25,403 |
| | 16 |
| | 0.06 | % | | 26,311 |
| | 3 |
| | 0.01 | % | | 25,651 |
| | 2 |
| | 0.01 | % |
Short-term borrowings (1) | 3,503 |
| | 41 |
| | 1.17 | % | | 1,864 |
| | 9 |
| | 0.48 | % | | 21 |
| | — |
| | 0.27 | % |
| Long-term debt | 3,431 |
| | 119 |
| | 3.47 | % | | 2,876 |
| | 104 |
| | 3.62 | % | | 2,717 |
| | 92 |
| | 3.39 | % |
| Total interest-bearing liabilities | 196,335 |
| | 324 |
| | 0.17 | % | | 172,483 |
| | 153 |
| | 0.09 | % | | 141,853 |
| | 123 |
| | 0.09 | % |
| Other interest expense | | | 18 |
| | | | | | 18 |
| | | | | | 9 |
| | |
Noninterest-bearing liabilities (3,5) | 13,787 |
| |
|
| |
|
| | 13,375 |
| |
|
| |
|
| | 11,529 |
| |
|
| |
|
|
Total liabilities (7) | 210,122 |
| | 342 |
| | 0.15 | % | | 185,858 |
| | 171 |
| | 0.09 | % | | 153,382 |
| | 132 |
| | 0.08 | % |
Stockholders’ equity (3) | 17,559 |
| |
|
| |
|
| | 15,054 |
| |
|
| |
|
| | 12,631 |
| |
|
| |
|
|
| Total liabilities and stockholders’ equity | $ | 227,681 |
| |
| |
|
| | $ | 200,912 |
| |
| |
|
| | $ | 166,013 |
| |
| |
|
|
| | | | | | | | | | | | | | | | | | |
| Net interest revenue | | | $ | 4,282 |
| | | | | | $ | 3,322 |
| | | | | | $ | 2,525 |
| | |
| Net yield on interest-earning assets | | | | | 1.97 | % | | | | | | 1.73 | % | | | | | | 1.60 | % |
F-(1)3 Interest revenue or expense was less than $500,000 in the period or periods presented.
(2) Amounts calculated based on amortized cost.
(3) Average balance calculation based on month end balances.
(4) Noninterest-earning assets include equipment, office facilities, and property – net, goodwill, intangible assets – net, and other assets that do not generate interest income.
(5) Noninterest-bearing liabilities consist of other liabilities that do not generate interest expense.
(6) Includes average principal balances of nonaccrual loans.
(7) Average rate calculation based on total funding sources.
THE CHARLES SCHWAB CORPORATION
Supplemental Financial Data
for Charles Schwab Bank (Unaudited)
2.Analysis of Change in Net Interest Revenue
| |
| 2. | Analysis of Change in Net Interest Revenue |
An analysis of the year-to-year changes in the categories of interest revenue and interest expense resulting from changes in volume and rate is as follows:
| | | | | | | | | | | | | | | | | | |
| | | 2016 Compared to 2015 | | | 2015 Compared to 2014 |
| | | Increase (Decrease) Due to | | | Increase (Decrease) Due to |
| | Change in: | | Change in: |
| | Average | | Average | | | | Average | | Average | | |
| | Volume | | Rate | | Total | | Volume | | Rate | | Total |
Interest-earning assets: | | | | | | | | | | | | | | | | | | |
Cash and cash equivalents (1) | | $ | 4 | | $ | 25 | | $ | 29 | | $ | 6 | | $ | 1 | | $ | 7 |
Available for sale securities (2) | | | 103 | | | 148 | | | 251 | | | 102 | | | (25) | | | 77 |
Held to maturity securities | | | 479 | | | (34) | | | 445 | | | 147 | | | (22) | | | 125 |
Bank loans (3) | | | 20 | | | 11 | | | 31 | | | 29 | | | (14) | | | 15 |
Other interest-earning assets | | | 4 | | | - | | | 4 | | | (1) | | | - | | | (1) |
Total interest-earning assets | | $ | 610 | | $ | 150 | | $ | 760 | | $ | 283 | | $ | (60) | | $ | 223 |
Interest-bearing sources of funds: | | | | | | | | | | | | | | | | | | |
Interest-bearing bank deposits | | $ | 7 | | $ | 1 | | $ | 8 | | $ | 5 | | $ | (6) | | $ | (1) |
Short-term borrowings | | | 14 | | | (5) | | | 9 | | | - | | | - | | | - |
Total sources on which interest is paid | | $ | 21 | | $ | (4) | | $ | 17 | | $ | 5 | | $ | (6) | | $ | (1) |
Change in net interest revenue | | $ | 589 | | $ | 154 | | $ | 743 | | $ | 278 | | $ | (54) | | $ | 224 |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | 2017 Compared to 2016
Increase (Decrease) Due to
Change in: | | 2016 Compared to 2015
Increase (Decrease) Due to
Change in: |
| | Average
Volume | | Average
Rate | | Total | | Average
Volume | | Average
Rate | | Total |
| Interest-earning assets: | | | | | | | | | | | |
Cash and cash equivalents (1) | $ | (6 | ) | | $ | 58 |
| | $ | 52 |
| | $ | 5 |
| | $ | 28 |
| | $ | 33 |
|
| Cash and investments segregated | (7 | ) | | 80 |
| | 73 |
| | 3 |
| | 59 |
| | 62 |
|
| Broker-related receivables | — |
| | 2 |
| | 2 |
| | — |
| | 1 |
| | 1 |
|
| Receivables from brokerage clients | 42 |
| | 36 |
| | 78 |
| | (7 | ) | | 2 |
| | (5 | ) |
Available for sale securities (2) | (238 | ) | | 170 |
| | (68 | ) | | 104 |
| | 150 |
| | 254 |
|
| Held to maturity securities | 1,126 |
| | (174 | ) | | 952 |
| | 479 |
| | (34 | ) | | 445 |
|
Bank loans (3) | 33 |
| | 39 |
| | 72 |
| | 20 |
| | 11 |
| | 31 |
|
| Other interest revenue | — |
| | (30 | ) | | (30 | ) | | — |
| | 15 |
| | 15 |
|
| Total interest-earning assets | $ | 950 |
| | $ | 181 |
| | $ | 1,131 |
| | $ | 604 |
| | $ | 232 |
| | $ | 836 |
|
| Interest-bearing sources of funds: | | | | | | | | | | | |
| Bank deposits | $ | 7 |
| | $ | 104 |
| | $ | 111 |
| | $ | 8 |
| | $ | — |
| | $ | 8 |
|
| Payables to brokerage clients | — |
| | 13 |
| | 13 |
| | — |
| | 1 |
| | 1 |
|
| Short-term borrowings | 8 |
| | 24 |
| | 32 |
| | 5 |
| | 4 |
| | 9 |
|
| Long-term debt | 20 |
| | (5 | ) | | 15 |
| | 5 |
| | 7 |
| | 12 |
|
| Other interest expense | — |
| | — |
| | — |
| | — |
| | 9 |
| | 9 |
|
| Total sources on which interest is paid | 35 |
| | 136 |
| | 171 |
| | 18 |
| | 21 |
| | 39 |
|
| Change in net interest revenue | $ | 915 |
| | $ | 45 |
| | $ | 960 |
| | $ | 586 |
| | $ | 211 |
| | $ | 797 |
|
Changes that are not due solely to volume or rate have been allocated to rate.
(1)
| Includes deposits with banks and short-term investments.
|
(2)
| Amounts have been calculated based on amortized cost.
|
(3)
| Includes average principal balances of nonaccrual loans.
|
F-(1) 4Includes deposits with banks and short-term investments.
(2) Amounts have been calculated based on amortized cost.
(3) Includes average principal balances of nonaccrual loans.
THE CHARLES SCHWAB CORPORATION
Supplemental Financial Data
for Charles Schwab Bank (Unaudited)
3.Investment SecuritiesThe amortized cost, gross unrealized gains and losses, and fair value of AFS and HTM securities for 2015 are as follows:
| | | | | | | | | | | | |
| | | | | Gross | | Gross | | | |
| | Amortized | | Unrealized | | Unrealized | | Fair |
December 31, 2016 | | Cost | | Gains | | Losses | | Value |
Available for sale securities: | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | $ | 33,167 | | $ | 120 | | $ | 92 | | $ | 33,195 |
Asset-backed securities | | | 20,520 | | | 29 | | | 214 | | | 20,335 |
Corporate debt securities | | | 9,850 | | | 20 | | | 18 | | | 9,852 |
U.S. Treasury securities | | | 8,110 | | | 3 | | | 58 | | | 8,055 |
Certificates of deposit | | | 2,070 | | | 2 | | | 1 | | | 2,071 |
U.S. agency notes | | | 1,915 | | | - | | | 8 | | | 1,907 |
U.S. state and municipal securities | | | 1,167 | | | 2 | | | 46 | | | 1,123 |
Commercial paper | | | 214 | | | - | | | - | | | 214 |
Non-agency commercial mortgage-backed securities | | | 45 | | | - | | | - | | | 45 |
Total available for sale securities | | $ | 77,058 | | $ | 176 | | $ | 437 | | $ | 76,797 |
Held to maturity securities: | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | $ | 72,439 | | $ | 324 | | $ | 1,086 | | $ | 71,677 |
Non-agency commercial mortgage-backed securities | | | 997 | | | 11 | | | 4 | | | 1,004 |
Asset-backed securities | | | 941 | | | - | | | - | | | 941 |
Corporate debt securities | | | 436 | | | - | | | - | | | 436 |
Commercial paper | | | 99 | | | - | | | - | | | 99 |
U.S. state and municipal securities | | | 68 | | | 1 | | | 1 | | | 68 |
Total held to maturity securities | | $ | 74,980 | | $ | 336 | | $ | 1,091 | | $ | 74,225 |
|
| | | | | | | | | | | | | | | |
| December 31, 2015 | Amortized
Cost | | Gross Unrealized
Gains | | Gross Unrealized
Losses | | Fair
Value |
| Available for sale securities: | | | | | | | |
| U.S. agency mortgage-backed securities | $ | 22,014 |
| | $ | 183 |
| | $ | 48 |
| | $ | 22,149 |
|
| U.S. Treasury securities | 5,719 |
| | 2 |
| | 17 |
| | 5,704 |
|
| Asset-backed securities | 21,784 |
| | 7 |
| | 306 |
| | 21,485 |
|
| Corporate debt securities | 10,764 |
| | 14 |
| | 31 |
| | 10,747 |
|
| Certificates of deposit | 1,685 |
| | 1 |
| | 3 |
| | 1,683 |
|
| U.S. agency notes | 3,177 |
| | — |
| | 27 |
| | 3,150 |
|
| U.S. state and municipal securities | 414 |
| | 10 |
| | — |
| | 424 |
|
| Non-agency commercial mortgage-backed securities | 298 |
| | 1 |
| | — |
| | 299 |
|
| Other securities | 5 |
| | — |
| | — |
| | 5 |
|
| Total available for sale securities | $ | 65,860 |
| | $ | 218 |
| | $ | 432 |
| | $ | 65,646 |
|
| Held to maturity securities: | | | | | | | |
| U.S. agency mortgage-backed securities | $ | 48,785 |
| | $ | 391 |
| | $ | 293 |
| | $ | 48,883 |
|
| Non-agency commercial mortgage-backed securities | 999 |
| | 6 |
| | 20 |
| | 985 |
|
| U.S. Treasury securities | 223 |
| | — |
| | 3 |
| | 220 |
|
| Total held to maturity securities | $ | 50,007 |
| | $ | 397 |
| | $ | 316 |
| | $ | 50,088 |
|
For additional information on 2017 and 2016 investments, see Item 8 – Note 5.
As of December 31, 2017, in addition to holdings of securities issued by the U.S. Government and U.S. Government agencies and corporations, the Company’s holdings of investment securities from single issuers with aggregate book values in excess of ten percent of stockholders’ equity were as follows:
|
| | | | | | | |
| Issuer | Aggregate Amortized Cost | | Aggregate Fair Value |
Citibank Credit Card Issuance Trust (1) | $ | 1,850 |
| | $ | 1,863 |
|
F-(1) 5
THE CHARLES SCHWAB CORPORATION
Supplemental Financial Data for Charles Schwab Bank (Unaudited)
(DollarsIncluded in Millions)
| | | | | | | | | | | | |
| | | | | Gross | | Gross | | | |
| | Amortized | | Unrealized | | Unrealized | | Fair |
December 31, 2015 | | Cost | | Gains | | Losses | | Value |
Available for sale securities: | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | $ | 22,014 | | $ | 183 | | $ | 48 | | $ | 22,149 |
Asset-backed securities | | | 21,784 | | | 7 | | | 306 | | | 21,485 |
Corporate debt securities | | | 10,764 | | | 14 | | | 31 | | | 10,747 |
U.S. Treasury securities | | | 5,150 | | | 1 | | | 16 | | | 5,135 |
Certificates of deposit | | | 1,685 | | | 1 | | | 3 | | | 1,683 |
U.S. agency notes | | | 3,177 | | | - | | | 27 | | | 3,150 |
U.S. state and municipal securities | | | 414 | | | 10 | | | - | | | 424 |
Non-agency commercial mortgage-backed securities | | | 298 | | | 1 | | | - | | | 299 |
Other securities | | | 5 | | | - | | | - | | | 5 |
Total available for sale securities | | $ | 65,291 | | $ | 217 | | $ | 431 | | $ | 65,077 |
Held to maturity securities: | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | $ | 48,785 | | $ | 391 | | $ | 293 | | $ | 48,883 |
Non-agency commercial mortgage-backed securities | | | 999 | | | 6 | | | 20 | | | 985 |
Total held to maturity securities | | $ | 49,784 | | $ | 397 | | $ | 313 | | $ | 49,868 |
| | | | | | | | | | | | |
| | | | | Gross | | Gross | | | |
| | Amortized | | Unrealized | | Unrealized | | Fair |
December 31, 2014 | | Cost | | Gains | | Losses | | Value |
Available for sale securities: | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | $ | 18,487 | | $ | 242 | | $ | 12 | | $ | 18,717 |
Asset-backed securities | | | 19,320 | | | 64 | | | 18 | | | 19,366 |
Corporate debt securities | | | 8,023 | | | 30 | | | 8 | | | 8,045 |
U.S. Treasury securities | | | 2,993 | | | 2 | | | 1 | | | 2,994 |
Certificates of deposit | | | 1,533 | | | 1 | | | - | | | 1,534 |
U.S. agency notes | | | 3,839 | | | - | | | 44 | | | 3,795 |
Non-agency commercial mortgage-backed securities | | | 310 | | | 7 | | | - | | | 317 |
Other securities | | | 15 | | | - | | | - | | | 15 |
Total available for sale securities | | $ | 54,520 | | $ | 346 | | $ | 83 | | $ | 54,783 |
Held to maturity securities: | | | | | | | | | | | | |
U.S. agency mortgage-backed securities | | $ | 33,388 | | $ | 531 | | $ | 174 | | $ | 33,745 |
Non-agency commercial mortgage-backed securities | | | 1,001 | | | 11 | | | 14 | | | 998 |
Total held to maturity securities | | $ | 34,389 | | $ | 542 | | $ | 188 | | $ | 34,743 |
THE CHARLES SCHWAB CORPORATION
Supplemental Financial Data for Charles Schwab Bank (Unaudited)
(Dollars in Millions)
The maturities and related weighted-average yields of AFS and HTM securities are as follows:
in the Company’s consolidated balance sheets. | | | | | | | | | | | | | | | | | | | |
| | | | | After 1 year | | After 5 years | | | | | | | |
| Within | | | through | | through | | After | | | | |
December 31, 2016 | 1 year | | | 5 years | | 10 years | | 10 years | | Total | |
Available for sale securities: | | | | | | | | | | | | | | | | | | | |
U.S. agency mortgage-backed securities (1) | $ | 47 | | | $ | 3,475 | | | $ | 16,847 | | | $ | 12,826 | | | $ | 33,195 | |
Asset-backed securities | | - | | | | 8,728 | | | | 3,799 | | | | 7,808 | | | | 20,335 | |
Corporate debt securities | | 2,332 | | | | 7,520 | | | | - | | | | - | | | | 9,852 | |
U.S. Treasury securities | | 1,199 | | | | 6,332 | | | | 524 | | | | - | | | | 8,055 | |
Certificates of deposit | | 651 | | | | 1,420 | | | | - | | | | - | | | | 2,071 | |
U.S. agency notes | | - | | | | 1,907 | | | | - | | | | - | | | | 1,907 | |
U.S. state and municipal securities | | - | | | | - | | | | 72 | | | | 1,051 | | | | 1,123 | |
Commercial paper | | 214 | | | | - | | | | - | | | | - | | | | 214 | |
Non-agency commercial mortgage-backed | | | | | | | | | | | | | | | | | | | |
securities (1) | | - | | | | - | | | | - | | | | 45 | | | | 45 | |
Total fair value | $ | 4,443 | | | $ | 29,382 | | | $ | 21,242 | | | $ | 21,730 | | | $ | 76,797 | |
Total amortized cost | $ | 4,440 | | | $ | 29,366 | | | $ | 21,325 | | | $ | 21,927 | | | $ | 77,058 | |
Weighted-average yield (2) | | 1.33 | % | | | 1.37 | % | | | 1.23 | % | | | 1.39 | % | | | 1.33 | % |
Held to maturity securities: | | | | | | | | | | | | | | | | | | | |
U.S. agency mortgage-backed securities (1) | $ | - | | | $ | 5,080 | | | $ | 22,954 | | | $ | 43,643 | | | $ | 71,677 | |
Non-agency commercial mortgage-backed | | | | | | | | | | | | | | | | | | | |
securities (1) | | - | | | | - | | | | 364 | | | | 640 | | | | 1,004 | |
Asset-backed securities | | - | | | | 150 | | | | 791 | | | | - | | | | 941 | |
Corporate debt securities | | - | | | | 436 | | | | - | | | | - | | | | 436 | |
Commercial paper | | 99 | | | | - | | | | - | | | | - | | | | 99 | |
U.S. state and municipal securities | | - | | | | - | | | | 6 | | | | 62 | | | | 68 | |
Total fair value | $ | 99 | | | $ | 5,666 | | | $ | 24,115 | | | $ | 44,345 | | | $ | 74,225 | |
Total amortized cost | $ | 99 | | | $ | 5,559 | | | $ | 24,277 | | | $ | 45,045 | | | $ | 74,980 | |
Weighted-average yield (2) | | 1.59 | % | | | 2.95 | % | | | 2.38 | % | | | 2.02 | % | | | 2.20 | % |
(1)
| Mortgage-backed securities have been allocated to maturity groupings based on final contractual maturities. Actual maturities will differ from final contractual maturities because borrowers on a certain portion of loans underlying these securities have the right to prepay their obligations.
|
(2)
| The weighted-average yield is computed using the amortized cost at December 31, 2016.
|
THE CHARLES SCHWAB CORPORATION
Supplemental Financial Data
for Charles Schwab Bank (Unaudited)
4.Cross-border Holdings
The
tables below
set forth the amount of Schwab Bank’sinformation describes Schwab’s cross-border holdings, based on
carryingfair value, as of December 31,
2017, 2016,
2015, and
2014.2015. Such holdings, by country, that exceed
1%0.75% of total assets are disclosed
separately, and such holdings, by country, that are between 0.75% and 1% of total assets are listed in the aggregate. Cross-border holdings are comprised of cash equivalents and AFS securities.As of December 31, 2016, thereseparately.
There were no cross-border holdings that exceeded 0.75% of total
assets.assets at December 31, 2017. | | | | | | | | | | | | | | | | | | |
| Banks and other | | Commercial and | | | | | Exposure as a % |
December 31, 2015 | financial institutions | | industrial institutions | | Total | | of total assets |
Country: | | | | | | | | | | | | | | | | | | |
Canada | | $ | 1,499 | | | | $ | - | | | | $ | 1,499 | | | | 1.1 | % |
Australia | | | 1,376 | | | | | 60 | | | | | 1,436 | | | | 1.0 | % |
Total | | $ | 2,875 | | | | $ | 60 | | | | $ | 2,935 | | | | | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| Banks and other | | Commercial and | | | | | Exposure as a % |
December 31, 2014 | financial institutions | | industrial institutions | | Total | | of total assets |
Country: | | | | | | | | | | | | | | | | | | |
Canada | | $ | 1,437 | | | | $ | - | | | | $ | 1,437 | | | | 1.3 | % |
Australia | | | 1,182 | | | | | - | | | | | 1,182 | | | | 1.1 | % |
Total | | $ | 2,619 | | | | $ | - | | | | $ | 2,619 | | | | | |
5.Bank Loans and Related Allowance for Loan Losses
|
| | | | | | | | | | | | | |
| December 31, 2016 | Banks and other
financial institutions | | Commercial and
industrial institutions | | Total | Exposure as a %
of total assets |
| Country: | | | | | | |
| France | $ | 1,784 |
| | $ | 110 |
| | $ | 1,894 |
| 0.8 | % |
| Total | $ | 1,784 |
| | $ | 110 |
| | $ | 1,894 |
| |
|
| | | | | | | | | | | | | |
| December 31, 2015 | Banks and other
financial institutions | | Commercial and
industrial institutions | | Total | Exposure as a %
of total assets |
| Country: | | | | | | |
| Canada | $ | 1,499 |
| | $ | — |
| | $ | 1,499 |
| 0.8 | % |
| Australia | 1,376 |
| | 60 |
| | 1,436 |
| 0.8 | % |
| Total | $ | 2,875 |
| | $ | 60 |
| | $ | 2,935 |
| |
THE CHARLES SCHWAB CORPORATION
Supplemental Financial Data (Unaudited)
(Dollars in Millions)
| |
| 5. | Bank Loans and Related Allowance for Loan Losses |
The composition of the loan portfolio is as follows:
| | | | | | | | | | | | | | | |
December 31, | | 2016 | | 2015 | | 2014 | | 2013 | | 2012 |
Residential real estate mortgages | | $ | 9,134 | | $ | 8,334 | | $ | 8,127 | | $ | 8,006 | | $ | 6,507 |
Home equity loans and lines of credit | | | 2,350 | | | 2,735 | | | 2,955 | | | 3,041 | | | 3,287 |
Pledged asset lines | | | 3,851 | | | 3,232 | | | 2,320 | | | 1,384 | | | 963 |
Other | | | 91 | | | 61 | | | 36 | | | 34 | | | 22 |
Total bank loans | | $ | 15,426 | | $ | 14,362 | | $ | 13,438 | | $ | 12,465 | | $ | 10,779 |
|
| | | | | | | | | | | | | | | | | | | |
| December 31, | 2017 | | 2016 | | 2015 | | 2014 | | 2013 |
| First Mortgages | $ | 10,016 |
| | $ | 9,134 |
| | $ | 8,334 |
| | $ | 8,127 |
| | $ | 8,006 |
|
| HELOCs | 1,943 |
| | 2,350 |
| | 2,735 |
| | 2,955 |
| | 3,041 |
|
| Pledged asset lines | 4,369 |
| | 3,851 |
| | 3,232 |
| | 2,320 |
| | 1,384 |
|
| Other | 176 |
| | 94 |
| | 64 |
| | 39 |
| | 36 |
|
| Total bank loans | $ | 16,504 |
| | $ | 15,429 |
| | $ | 14,365 |
| | $ | 13,441 |
| | $ | 12,467 |
|
An analysis of nonaccrual loans is as follows:
| | | | | | | | | | | | | | | |
December 31, | | 2016 | | 2015 | | 2014 | | 2013 | | 2012 |
Nonaccrual loans | | $ | 26 | | $ | 28 | | $ | 35 | | $ | 48 | | $ | 48 |
Average nonaccrual loans | | $ | 27 | | $ | 30 | | $ | 39 | | $ | 43 | | $ | 48 |
|
| | | | | | | | | | | | | | | | | | | |
| December 31, | 2017 | | 2016 | | 2015 | | 2014 | | 2013 |
| Nonaccrual loans | $ | 28 |
| | $ | 26 |
| | $ | 28 |
| | $ | 35 |
| | $ | 48 |
|
| Average nonaccrual loans | $ | 27 |
| | $ | 27 |
| | $ | 30 |
| | $ | 39 |
| | $ | 43 |
|
There were no loans accruing interest that were contractually 90 days or more past due as of any period presented.
Changes in the allowance for loan losses were as follows:
| | | | | | | | | | | | | | | |
December 31, | | 2016 | | 2015 | | 2014 | | 2013 | | 2012 |
Balance at beginning of year | | $ | 31 | | $ | 42 | | $ | 48 | | $ | 56 | | $ | 54 |
Charge-offs | | | (2) | | | (3) | | | (5) | | | (11) | | | (16) |
Recoveries | | | 2 | | | 3 | | | 3 | | | 4 | | | 2 |
Provision for loan losses | | | (5) | | | (11) | | | (4) | | | (1) | | | 16 |
Balance at end of year | | $ | 26 | | $ | 31 | | $ | 42 | | $ | 48 | | $ | 56 |
F-8
|
| | | | | | | | | | | | | | | | | | | |
| December 31, | 2017 | | 2016 | | 2015 | | 2014 | | 2013 |
| Balance at beginning of year | $ | 26 |
| | $ | 31 |
| | $ | 42 |
| | $ | 48 |
| | $ | 56 |
|
| Charge-offs | (3 | ) | | (2 | ) | | (3 | ) | | (5 | ) | | (11 | ) |
| Recoveries | 3 |
| | 2 |
| | 3 |
| | 3 |
| | 4 |
|
| Provision for loan losses | — |
| | (5 | ) | | (11 | ) | | (4 | ) | | (1 | ) |
| Balance at end of year | $ | 26 |
| | $ | 26 |
| | $ | 31 |
| | $ | 42 |
| | $ | 48 |
|
THE CHARLES SCHWAB CORPORATION
Supplemental Financial Data for Charles Schwab Bank (Unaudited)
(Dollars in Millions)
The maturities of the loan portfolio are as follows:
| | | | | | | | | | | | | | |
| | | | | After 1 year | | | | | | | |
| | Within | | through | | After | | |
December 31, 2016 | | 1 year | | 5 years | | 5 years | | Total |
Residential real estate mortgages (1) | | $ | - | | $ | - | | | $ | 9,134 | | | $ | 9,134 |
Home equity loans and lines of credit (2) | | | 594 | | | 1,057 | | | | 699 | | | | 2,350 |
Pledged asset lines | | | 212 | | | 3,635 | | | | 4 | | | | 3,851 |
Other | | | 24 | | | 64 | | | | 3 | | | | 91 |
Total | | $ | 830 | | $ | 4,756 | | | $ | 9,840 | | | $ | 15,426 |
(1)
| Maturities are based upon the contractual terms of the loans.
|
(2)
| Maturities are based on an initial draw period of ten years.
|
|
| | | | | | | | | | | | | | | |
| December 31, 2017 | Within
1 year | | After 1 year
through
5 years | | After
5 years | | Total |
First Mortgages (1) | $ | — |
| | $ | — |
| | $ | 10,016 |
| | $ | 10,016 |
|
HELOCs (2) | 980 |
| | 365 |
| | 598 |
| | 1,943 |
|
| Pledged asset lines | 341 |
| | 4,024 |
| | 4 |
| | 4,369 |
|
| Other | 10 |
| | 162 |
| | 4 |
| | 176 |
|
| Total | $ | 1,331 |
| | $ | 4,551 |
| | $ | 10,622 |
| | $ | 16,504 |
|
(1) Maturities are based upon the contractual terms of the loans.
(2) Maturities are based on an initial draw period of ten years.
The interest sensitivity of loans with contractual maturities in excess of one year is as follows:
|
| | | |
| December 31, 2017 | After
1 year |
| Loans with floating or adjustable interest rates | $ | 14,086 |
|
| Loans with predetermined interest rates | 1,087 |
|
| Total | $ | 15,173 |
|
THE CHARLES SCHWAB CORPORATION
Supplemental Financial Data (Unaudited)
(Dollars in Millions)
| | | | | | | | | | | | | | |
| 6. | Summary of Loan Loss on Banking Loans Experience |
|
| | | | | | | | | | | | | | | | | | | |
| December 31, | 2017 | | 2016 | | 2015 | | 2014 | | 2013 |
| Average loans | $ | 15,919 |
| | $ | 14,715 |
| | $ | 13,973 |
| | $ | 12,906 |
| | $ | 11,758 |
|
| Allowance to year end loans | .16 | % | | .17 | % | | .21 | % | | .31 | % | | .39 | % |
| Allowance to nonperforming loans | 93 | % | | 101 | % | | 110 | % | | 120 | % | | 100 | % |
| Nonperforming assets to average loans | | | | | | | | | |
| and real estate owned | .20 | % | | .21 | % | | .26 | % | | .31 | % | | .45 | % |
| | | | | | | | | | | | After
|
December 31, 2016
7. | | | | | | | | | | | | | 1 year
|
Loans with floating or adjustable interest rates
| | | | | | | | | | | | | $
| 13,633 |
Loans with predetermined interest rates
| | | | | | | | | | | | | | 963 |
Total
| | | | | | | | | | | | | $
| 14,596 Bank Deposits |
6.Summary of Loan Loss on Banking Loans Experience
| | | | | | | | | | | | | | | | | | | | |
December 31, | | 2016 | | | 2015 | | | 2014 | | | 2013 | | | 2012 | |
Average loans | | $ | 14,716 | | | $ | 13,972 | | | $ | 12,904 | | | $ | 11,756 | | | $ | 10,050 | |
Allowance to year end loans | | | .17 | % | | | .21 | % | | | .31 | % | | | .39 | % | | | .52 | % |
Allowance to nonperforming loans | | | 101 | % | | | 110 | % | | | 120 | % | | | 100 | % | | | 117 | % |
Nonperforming assets to average loans | | | | | | | | | | | | | | | | | | | | |
and real estate owned | | | .21 | % | | | .26 | % | | | .31 | % | | | .45 | % | | | .54 | % |
7.Bank Deposits
The following table presents the average amount of and the average rate paid on deposit categories that are in excess of ten percent of average total deposits from banking clients:
| | | | | | | | | | | | | | | | | | |
| | 2016 | | | 2015 | | | 2014 | |
| | Amount | | Rate | | | Amount | | Rate | | | Amount | | Rate | |
Analysis of average daily deposits: | | | | | | | | | | | | | | | | | | |
Money market and other savings deposits | | $ | 126,719 | | 0.02 | % | | $ | 99,881 | | 0.02 | % | | $ | 82,927 | | 0.01 | % |
Interest-bearing demand deposits | | | 14,713 | | 0.07 | % | | | 13,583 | | 0.07 | % | | | 12,915 | | 0.09 | % |
Total | | $ | 141,432 | | | | | $ | 113,464 | | | | | $ | 95,842 | | | |
|
| | | | | | | | | | | | | | | | | |
| | 2017 | | 2016 | | 2015 |
| | Amount | Rate | | Amount | Rate | | Amount | Rate |
| Analysis of average daily deposits: | | | | | | | | |
| Money market and other savings deposits | $ | 148,679 |
| 0.09 | % | | $ | 126,719 |
| 0.02 | % | | $ | 99,881 |
| 0.02 | % |
| Interest-bearing demand deposits | 15,319 |
| 0.14 | % | | 14,713 |
| 0.07 | % | | 13,583 |
| 0.07 | % |
| Total | $ | 163,998 |
| | | $ | 141,432 |
| | | $ | 113,464 |
| |
At December 31,
2016,2017, bank deposits
did not include anyincluded one domestic-issued
certificatescertificate of deposit of $100,000 or
more.
THE CHARLES SCHWAB CORPORATION
Supplemental Financial Data for Charles Schwab Bank (Unaudited)
(Dollarsmore, in Millions)
the amount of $116,579, with a contractual maturity of greater than twelve months. 8.Ratios
| | | | | | | | | |
December 31, | | 2016 | | | 2015 | | | 2014 | |
Return on average stockholder’s equity | | 14.27 | % | | 12.85 | % | | 12.71 | % |
Return on average total assets | | 0.96 | % | | 0.89 | % | | 0.91 | % |
Average stockholder’s equity as a percentage of average total assets | | 6.73 | % | | 6.96 | % | | 7.15 | % |
|
| | | | | | |
| December 31, | 2017 | 2016 | 2015 |
| Return on average total stockholders’ equity | 13.41 | % | 12.55 | % | 11.45 | % |
| Return on average total assets | 1.03 | % | 0.94 | % | 0.87 | % |
| Average total stockholders’ equity as a percentage of average total assets | 7.71 | % | 7.49 | % | 7.61 | % |
Dividend payout ratio (1) | 19.88 | % | 20.61 | % | 23.30 | % |
Note: Average balance calculations based on month end balances.
| |
(1) | Dividends declared per common share divided by diluted EPS. |