Capital One (NYSE: COF) president granted 4,443 restricted stock units

Rhea-AI Filing Summary

Capital One Financial Corp officer Raghu Ravi reported a new stock-based award. On February 3, 2026, he acquired 4,443 shares of common stock at a reported price of $0, reflecting a restricted stock unit grant, bringing his directly held stake to 34,780 shares.

The restricted stock unit award will vest in one-third increments starting on February 15, 2027 and then annually. Each unit converts into one share of Capital One common stock as it vests, tying a portion of his compensation to the company’s future performance.

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

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

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^*

Raghu Ravi

(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, Software, Intl & Sm Bus

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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)	02/03/2026		A		4,443	A	$0	34,780	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 restricted stock unit award will vest in 1/3 increments beginning on February 15, 2027 and annually thereafter. Each restricted stock unit represents a contingent right to receive one share of Company common stock.

Remarks:

	/s/ Blaise F. Brennan (POA on file)	02/05/2026
	** 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).
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FAQ

What insider transaction did Capital One (COF) report for Raghu Ravi?

Capital One (COF) reported that officer Raghu Ravi acquired 4,443 shares of common stock via a restricted stock unit award. The transaction occurred on February 3, 2026, at a reported price of $0 per share as part of his equity-based compensation.

How many Capital One (COF) shares does Raghu Ravi own after this Form 4?

After the reported transaction, Raghu Ravi beneficially owns 34,780 shares of Capital One (COF) common stock directly. This total includes the 4,443 shares linked to the restricted stock unit award disclosed for the February 3, 2026 transaction.

What role does Raghu Ravi hold at Capital One (COF)?

Raghu Ravi is an officer of Capital One (COF), serving as President, Software, International and Small Business. The Form 4 filing links this equity award to his executive position, aligning part of his compensation with company share performance over time.

How do the Capital One (COF) restricted stock units for Raghu Ravi vest?

The restricted stock unit award for Raghu Ravi vests in one-third increments, beginning on February 15, 2027 and annually thereafter. Each vested unit converts into one share of Capital One (COF) common stock, gradually increasing his share ownership as vesting milestones are met.

What does the February 3, 2026 Capital One (COF) Form 4 indicate about compensation?

The February 3, 2026 Form 4 shows Capital One (COF) using restricted stock units as part of executive compensation for Raghu Ravi. The award of 4,443 units at a $0 purchase price reflects stock-based incentives that vest over several years, encouraging longer-term alignment.