As filed with the Securities and Exchange Commission on November 7, 2022
File
Nos. 333-160595
811-22311
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
N-1A
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
Post-Effective Amendment No. 152 ☒ |
and
REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 154 ☒ |
Schwab Strategic Trust
(Exact Name of Registrant as Specified in Charter)
211
Main Street
San Francisco, California 94105
(Address of Principal Executive Offices)
(800) 648-5300
(Registrant’s Telephone Number, including Area Code)
Catherine
M. MacGregor, Esq.
211 Main Street
San Francisco, California 94105
(Name and Address of Agent for Service)
Copies of communications to:
Douglas
P. Dick, Esq. Dechert LLP 1900 K Street, N.W. Washington, DC 20006 |
John
M. Loder, Esq. Ropes & Gray LLP 800 Boylston Street Boston, MA 02199-3600 |
It is proposed that this filing will become effective immediately upon filing pursuant to Rule 462(d).
EXPLANATORY NOTE
This Post-Effective Amendment consists of the following:
1. Facing Sheet of the Registration Statement on Form N-1A (the Registration Statement).
2. This explanatory note.
3. Part C to the Registration Statement (including signature page).
4. Exhibit (j)(1), Exhibit (j)(13) and Exhibit (j)(14) to Item 28 to Part C of the Registration Statement.
This Post-Effective Amendment is being filed to file the consent of independent accountant as exhibit (j)(1), powers of attorneys as exhibit (j)(13) and exhibit (j)(14) to Item 28 to Part C of the Registration Statement.
Name and Position with Adviser
|
| |
Name of Other Company
|
| |
Capacity
|
|
Peter B. Crawford, Director
|
| |
The Charles Schwab Corporation
|
| |
Managing Director and Chief Financial Officer
|
|
| Charles Schwab & Co., Inc. | | | Director, Managing Director and Chief Financial Officer | | ||
| TD Ameritrade Holding Corporation | | | Director | | ||
| Schwab Holdings, Inc. | | | Director, Executive Vice President and Chief Financial Officer | | ||
| Charles Schwab Global Holdings, Inc. | | |
Executive Vice President and Chief Financial Officer
|
| ||
| Performance Technologies, Inc. | | |
Executive Vice President and Chief Financial Officer
|
| ||
| Schwab (SIS) Holdings, Inc. I | | |
Executive Vice President and Chief Financial Officer
|
| ||
| | | Schwab Technology Holdings, Inc. | | |
Executive Vice President and Chief Financial Officer
|
|
Richard A. Wurster, Director
|
| |
The Charles Schwab Corporation
|
| |
President
|
|
| Schwab Holdings, Inc. | | | President | | ||
| Charles Schwab & Co., Inc. | | | Director and President | | ||
| | | Charles Schwab Investment Advisory, Inc. | | | Director, Chief Executive Officer and President | |
Omar Aguilar, Chief Executive Officer and Chief Investment Officer
|
| |
Schwab Funds
|
| |
Vice President and Chief Investment Officer
|
|
| Laudus Trust | | | Vice President and Chief Investment Officer | | ||
| | | Schwab ETFs | | | Vice President and Chief Investment Officer | |
Jonathan de St. Paer, Director, President and Chief Operating Officer
|
| |
Charles Schwab & Co., Inc.
|
| |
Managing Director
|
|
| Schwab Funds | | | President and Chief Executive Officer | | ||
| Laudus Trust | | | President and Chief Executive Officer | | ||
| Schwab ETFs | | | President and Chief Executive Officer | | ||
| Charles Schwab Worldwide Funds, plc | | | Director | | ||
| Charles Schwab Asset Management (Ireland) Limited | | | Director | | ||
| Financial Passport, Inc. | | | Director and President | | ||
| | | TD Ameritrade Investment Management, LLC | | | Manager | |
Brett Wander, Senior Vice President and Chief Investment Officer
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| |
Schwab Funds
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| |
Vice President and Chief Investment Officer
|
|
| Laudus Trust | | | Vice President and Chief Investment Officer | | ||
| | | Schwab ETFs | | | Vice President and Chief Investment Officer | |
William P. McMahon, Jr., Senior Vice President and Chief Investment Officer
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| |
Schwab Funds
|
| |
Vice President and Chief Investment Officer
|
|
| Laudus Trust | | | Vice President and Chief Investment Officer | | ||
| | | Schwab ETFs | | | Vice President and Chief Investment Officer | |
Michael Hogan, Senior Vice President and Chief Compliance Officer
|
| |
Schwab Funds
|
| |
Chief Compliance Officer
|
|
| Schwab ETFs | | | Chief Compliance Officer | | ||
| Laudus Trust | | | Chief Compliance Officer | | ||
| Charles Schwab & Co., Inc. | | | Managing Director and Chief Compliance Officer – Asset Management Compliance | | ||
| | | TD Ameritrade Investment Management, LLC | | |
Senior Vice President and Chief Compliance Officer
|
|
Mark D. Fischer, Vice President and Chief Financial Officer
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| |
Schwab Funds
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| |
Treasurer, Chief Financial Officer and Chief Operating Officer
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|
| Laudus Trust | | | Treasurer, Chief Financial Officer and Chief Operating Officer | | ||
| Schwab ETFs | | | Treasurer, Chief Financial Officer and Chief Operating Officer | | ||
| Charles Schwab Worldwide Funds, plc | | | Director | |
Name and Position with Adviser
|
| |
Name of Other Company
|
| |
Capacity
|
|
| | | Charles Schwab Asset Management (Ireland) Limited | | | Director | |
Catherine MacGregor, Vice President and Chief Legal Officer
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| |
Charles Schwab & Co., Inc.
|
| |
Managing Director
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| Schwab Funds | | | Secretary and Chief Legal Officer | | ||
| Laudus Trust | | | Vice President, Chief Legal Officer and Clerk | | ||
| Schwab ETFs | | | Secretary and Chief Legal Officer | |
Name
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| |
Position and Office with Underwriter
|
| |
Positions and Offices with Registrant
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|
William M. Doran | | | Director | | | None | |
Paul F. Klauder | | | Director | | | None | |
Wayne M. Withrow | | | Director | | | None | |
Kevin P. Barr | | | Director, President & Chief Executive Officer | | | None | |
Maxine J. Chou | | | Chief Financial Officer, Chief Operations Officer, & Treasurer | | | None | |
Jennifer H. Campisi | | | Chief Compliance Officer, Anti-Money Laundering Officer & Assistant Secretary | | | None | |
John C. Munch | | | General Counsel & Secretary | | | None | |
Mark J. Held | | | Senior Vice President | | | None | |
John P. Coary | | | Vice President & Assistant Secretary | | | None | |
Lori L. White | | | Vice President & Assistant Secretary | | | None | |
Judith A. Rager | | | Vice President | | | None | |
Jason McGhin | | | Vice President | | | None | |
Gary Michael Reese | | | Vice President | | | None | |
Robert M. Silvestri | | | Vice President | | | None | |
| | |
SCHWAB STRATEGIC TRUST
Registrant |
|
| | |
Jonathan de St. Paer*
Jonathan de St. Paer, President and Chief Executive Officer
|
|
Signature
|
| | | | |
Title
|
|
Walter W. Bettinger II*
Walter W. Bettinger II
|
| | | | | Chairman and Trustee | |
Michael J. Beer*
Michael J. Beer
|
| | | | | Trustee | |
Robert W. Burns*
Robert W. Burns
|
| | | | | Trustee | |
Nancy F. Heller*
Nancy F. Heller
|
| | | | | Trustee | |
David L. Mahoney*
David L. Mahoney
|
| | | | | Trustee | |
Jane P. Moncreiff*
Jane P. Moncreiff
|
| | | | | Trustee | |
Kiran M. Patel*
Kiran M. Patel
|
| | | | | Trustee | |
Kimberly S. Patmore*
Kimberly S. Patmore
|
| | | | | Trustee | |
J. Derek Penn*
J. Derek Penn
|
| | | | | Trustee | |
Richard A. Wurster*
Richard A. Wurster
|
| | | | | Trustee | |
Mark D. Fischer*
Mark D. Fischer
|
| | | | | Treasurer and Chief Financial Officer | |
| *By: | | |
/s/ Douglas P. Dick
Douglas P. Dick, Attorney‑in‑Fact
Pursuant to Power of Attorney |
|
Exhibit (j)(1)
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in this supplement to the Statutory Prospectus and Statement of Additional Information of our report dated October 21, 2022, relating to the financial statements and financial highlights of Schwab U.S. REIT ETF Fund, a series of the Schwab Strategic Trust (the “Trust”), appearing in the Semi-Annual Report on Form N-CSRS of the Trust for the period ended August 31, 2022, and to the reference to us under the heading “Financial Highlights”.
/s/ DELOITTE & TOUCHE LLP
Denver, Colorado
November 4, 2022
Exhibit (j)(13)
THE CHARLES SCHWAB FAMILY OF FUNDS
SCHWAB ANNUITY PORTFOLIOS
SCHWAB INVESTMENTS
SCHWAB CAPITAL TRUST
LAUDUS TRUST
SCHWAB STRATEGIC TRUST
POWER OF ATTORNEY
I, the undersigned trustee and/or officer of The Charles Schwab Family of Funds, Schwab Annuity Portfolios, Schwab Investments, Schwab Capital Trust and Laudus Trust, each a Massachusetts business trust, and Schwab Strategic Trust, a Delaware statutory trust (each a “Trust”), do hereby constitute and appoint Catherine M. MacGregor, Alexandra O. Riedel, Robin R. Nesbitt, Douglas P. Dick, Adam T. Teufel, and Stephen T. Cohen, and each of them singly, my true and lawful attorneys, with full power to them and each of them, to sign for me and in my name and the capacity listed below, any and all amendments to the Registration Statement on Form N-1A of each Trust, and to file the same with all exhibits thereto, and other documents in connection thereunder, with the Securities and Exchange Commission, granting unto my said attorneys, and each of them, acting alone, full power and authority to do and perform each and every act and thing requisite or necessary to be done in the premises, as fully as to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys or any of them may lawfully do or cause to be done by virtue thereof.
WITNESS my hand on the date set forth below.
/s/ Michael J. Beer | Date: September 26, 2022 |
Michael J. Beer
Trustee
Exhibit (j)(14)
THE CHARLES SCHWAB FAMILY OF FUNDS
SCHWAB ANNUITY PORTFOLIOS
SCHWAB INVESTMENTS
SCHWAB CAPITAL TRUST
LAUDUS TRUST
SCHWAB STRATEGIC TRUST
POWER OF ATTORNEY
I, the undersigned trustee and/or officer of The Charles Schwab Family of Funds, Schwab Annuity Portfolios, Schwab Investments, Schwab Capital Trust and Laudus Trust, each a Massachusetts business trust, and Schwab Strategic Trust, a Delaware statutory trust (each a “Trust”), do hereby constitute and appoint Catherine M. MacGregor, Alexandra O. Riedel, Robin R. Nesbitt, Douglas P. Dick, Adam T. Teufel, and Stephen T. Cohen, and each of them singly, my true and lawful attorneys, with full power to them and each of them, to sign for me and in my name and the capacity listed below, any and all amendments to the Registration Statement on Form N-1A of each Trust, and to file the same with all exhibits thereto, and other documents in connection thereunder, with the Securities and Exchange Commission, granting unto my said attorneys, and each of them, acting alone, full power and authority to do and perform each and every act and thing requisite or necessary to be done in the premises, as fully as to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys or any of them may lawfully do or cause to be done by virtue thereof.
WITNESS my hand on the date set forth below.
/s/ Richard A. Wurster | Date: September 19, 2022 |
Richard A. Wurster
Trustee