Todd M. Ricketts
SCHWAB CHARLESAbout Todd M. Ricketts
Independent director of The Charles Schwab Corporation since 2020; age 55 as of the 2025 annual meeting. Serves on the Audit Committee and has notified the board of his intention to retire effective October 7, 2025. Prior roles include director of TD Ameritrade Holding Corporation (2011–2020), Corporate Secretary and Director of Business Development at TD Ameritrade, and management of his personal investment portfolio since 2001 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| TD Ameritrade Holding Corporation | Director | 2011–2020 | Brought entrepreneurial and financial services experience |
| TD Ameritrade | Corporate Secretary; Director of Business Development | Not disclosed (prior to/around 2011–2020) | Corporate development responsibilities |
| Personal Investment Portfolio | Portfolio Manager | Since 2001 | Financial markets expertise |
External Roles
| Organization | Public/Private | Role | Tenure | Interlock/Impact |
|---|---|---|---|---|
| Chicago Baseball Holdings, LLC (parent of the Chicago Cubs) | Private | Director | 2009–present | Company has made payments to this organization for sponsorship/advertising; independence assessed with this relationship considered |
Board Governance
- Independence: Determined independent under NYSE standards; non-independent directors are limited to Schwab, Bettinger, Wurster, and Schwab-Pomerantz (Ricketts not among them) .
- Committee assignments: Audit Committee member (Audit held 12 meetings in 2024; Chair Adams; members Ellis, Martin-Flickinger, Ricketts) .
- Attendance: Board held eight meetings in 2024; each director attended at least 75% of applicable board and committee meetings; all directors attended the annual meeting except Bharat Masrani (Ricketts met the attendance threshold and attended the annual meeting) .
- Years of service on board: Director since 2020; current term expires 2026; retirement effective October 7, 2025 .
Fixed Compensation
| Component | 2024 Amount ($) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | 155,000 | Includes board retainer and applicable committee/CSB bank board service per footnote (1) |
| Stock Awards (RSUs, grant-date fair value) | 129,027 | Annual director RSU grant; part of standard non-employee director equity |
| Option Awards (grant-date fair value) | 86,008 | Annual director option grant |
| Total | 370,035 | Cash + RSU + options |
Program parameters (non-employee directors; 2024):
- Annual cash retainer: $100,000; Audit and Risk Committee chairs: $50,000; other Audit and Risk members: $20,000; Compensation and NCG chairs: $50,000; other Compensation/NCG members: $15,000; no meeting fees .
- Annual equity grant value: $215,000, awarded 60% RSUs and 40% stock options; pro-rata for mid-year directors .
Performance Compensation
| Item | Detail |
|---|---|
| Performance metrics in director pay | None. Director equity awards (RSUs, options) are time/term-based (RSUs vest 25% at year 1; 25% at year 2; 50% at year 3; options expire in 10 years). No director performance metrics, severance, or COI multipliers apply; DCP2 allows optional deferral into RSUs/options |
| 2024 deferral elections (Ricketts) | No cash deferral to RSUs/options shown for Ricketts in 2024 |
Other Directorships & Interlocks
| Company | Role | Current/Prior | Potential Conflict/Interlock |
|---|---|---|---|
| Chicago Baseball Holdings, LLC | Director | Current | Company has made sponsorship/advertising payments to the MLB organization; board considered this in independence determination |
| TD Ameritrade Holding Corporation | Director | Prior (2011–2020) | Historical tie to Ameritrade; not a current interlock at SCHW |
Expertise & Qualifications
- Public company board, financial services, brokerage/investment banking, finance, business operations, information technology/cybersecurity, ESG .
Equity Ownership
| Metric | Amount | Notes |
|---|---|---|
| Shares owned | 533,411 | Includes 7,867 shares held by spouse and 295,320 shares held by spouse as trustee |
| Right to acquire within 60 days | 11,001 | Options/RSUs convertible within 60 days |
| Total beneficial ownership | 544,412 | Less than 1% of shares outstanding |
| Outstanding option awards | 20,296 | As of Dec 31, 2024 |
| Restricted stock unit awards | 4,708 | As of Dec 31, 2024 |
| Ownership guidelines | $400,000 minimum; expected within five years; all directors compliant as of Dec 31, 2024 | |
| Hedging/pledging | Insider Trading Policy prohibits speculative trading, certain hedging, and pledging/margin loans using company securities |
Governance Assessment
- Alignment: Director pay mix is majority equity (RSUs + options of $215,035 vs. cash $155,000), supporting ownership alignment; annual equity grants with multi-year vesting reinforce long-term orientation .
- Independence and conflict management: Independence affirmed despite Ricketts’ role at Chicago Baseball Holdings; board explicitly considered sponsorship/advertising payments to the MLB organization in independence review—a manageable, disclosed related-party nexus, but monitor for scope/terms of sponsorships (RED FLAG potential if scale increases materially) .
- Engagement: Audit Committee membership and a high meeting cadence (12 meetings in 2024) indicate active committee oversight; Ricketts met attendance expectations and attended the annual meeting, supporting engagement .
- Ownership/skin-in-the-game: Significant beneficial ownership (544,412 shares) and compliance with director ownership guidelines; company prohibits hedging/pledging, reducing misalignment risk .
- Program stability: Director compensation structure unchanged in the latest review; Compensation Committee, with independent consultant (Semler Brossy), reviewed non-employee director compensation against peers; board approved no changes, suggesting stability and market alignment .
- Upcoming transition: Announced retirement effective October 7, 2025 creates Audit Committee succession considerations and potential continuity risk; the NCG Committee oversees board/committee succession planning (mitigant) .
Key investor confidence signals: independence with disclosed sponsorship interlock managed via policy/committee oversight ; robust Audit Committee activity ; strong ownership alignment and anti-hedging/pledging policy . Monitor successor selection for Audit and any evolving sponsorship arrangements with Chicago Baseball Holdings.