Capital One (COF) Retail Bank president sells 2,108 shares under 10b5-1 plan

Rhea-AI Filing Summary

Capital One Financial executive Celia Karam, President of the Retail Bank, reported a planned sale of company stock. On February 2, 2026, she sold 2,108 shares of Capital One common stock at a price of $218.25 per share under a pre-arranged Rule 10b5-1 trading plan entered into on August 14, 2025.

After this transaction, Karam beneficially owns 59,269 shares of Capital One common stock directly, which includes shares acquired through the company’s Associate Stock Purchase Plan since her last reported transaction.

Insider Trade Summary

Net Seller: 2,108 shares ($460,071)

Net Sell 1 txn

Insider Karam Celia

Role Pres, Retail Bank

Sold 2,108 shs ($460K)

Type	Security	Shares	Price	Value
Sale	Common Stock	2,108	$218.25	$460K

Holdings After Transaction: Common Stock — 59,269 shares (Direct)

Footnotes (1)

1. This transaction was executed pursuant to a trading plan entered into by the reporting person on August 14, 2025, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. Includes shares acquired by the reporting person through the Company's Associate Stock Purchase Plan since the last reported transaction.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Karam Celia

(Last) (First) (Middle)

1680 CAPITAL ONE DRIVE

(Street)

MCLEAN VA 22102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CAPITAL ONE FINANCIAL CORP [ COF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Pres, Retail Bank

3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	02/02/2026		S		2,108	D	$218.25	59,269(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This transaction was executed pursuant to a trading plan entered into by the reporting person on August 14, 2025, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.

2. Includes shares acquired by the reporting person through the Company's Associate Stock Purchase Plan since the last reported transaction.

Remarks:

	/s/ Blaise F. Brennan (POA on file)	02/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Capital One (COF) executive Celia Karam report?

Celia Karam reported selling 2,108 shares of Capital One common stock at $218.25 per share. The sale was disclosed in a Form 4 filing and reflects a routine insider transaction rather than a corporate action affecting all shareholders.

Was Celia Karam’s Capital One (COF) stock sale under a 10b5-1 trading plan?

Yes. The filing states the sale was executed under a Rule 10b5-1 trading plan entered on August 14, 2025. Such plans allow insiders to schedule trades in advance, helping separate personal portfolio moves from day-to-day company developments.

How many Capital One (COF) shares does Celia Karam own after the reported sale?

After the sale, Celia Karam beneficially owns 59,269 shares of Capital One common stock directly. The filing notes this figure includes shares she acquired through the company’s Associate Stock Purchase Plan since her last reported transaction.

What role does Celia Karam hold at Capital One (COF)?

The Form 4 identifies Celia Karam as an officer of Capital One, serving as President, Retail Bank. This role makes her a reporting person under SEC rules, requiring public disclosure of her transactions in Capital One common stock.

What transaction code was used in Celia Karam’s Capital One (COF) Form 4?

The transaction code reported is “S,” which indicates an open-market or private sale of non-derivative securities. In this case, it refers to the sale of 2,108 shares of Capital One common stock at $218.25 per share.