[Form 4] CAPITAL ONE FINANCIAL CORP Insider Trading Activity

CAPITAL ONE FINANCIAL CORP executive Celia Karam, President of the Retail Bank, reported an open-market sale of 1,099 shares of common stock on April 1, 2026 at an average price of $185.61 per share.

Rhea-AI Filing Summary

CAPITAL ONE FINANCIAL CORP executive Celia Karam, President of the Retail Bank, reported an open-market sale of 1,099 shares of common stock on April 1, 2026 at an average price of $185.61 per share. This transaction was executed under a pre-arranged Rule 10b5-1 trading plan entered into on August 14, 2025. Following the sale, Karam directly holds 63,323 shares of Capital One common stock, indicating she retains a substantial equity stake after this routine, pre-planned disposition.

Insights

Equity compensation and insider-trading analyst

Small, pre-planned insider sale with large stake retained.

The filing shows Celia Karam, President of the Retail Bank at Capital One, sold 1,099 shares of common stock in an open-market transaction at $185.61 per share on April 1, 2026.

A key footnote states this was done under a Rule 10b5-1 trading plan adopted on August 14, 2025, meaning the sale was pre-scheduled rather than opportunistic. After the sale she still directly owns 63,323 shares, so the transaction represents only a small portion of her holdings.

Because the sale is modest relative to her remaining stake and executed under a pre-arranged plan, it generally appears as routine portfolio and liquidity management rather than a strong directional signal about COF’s outlook.

Insider Trade Summary 10b5-1

Net Seller: 1,099 shares

Net Sell 1 txn

Insider Karam Celia

Role Pres, Retail Bank

Sold 1,099 shs ($204K)

Type	Security	Shares	Price	Value
Sale	Common Stock	1,099	$185.61	$204K

Holdings After Transaction: Common Stock — 63,323 shares (Direct)

Footnotes (2)

1. F1. 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. F2. Includes shares acquired by the reporting person through the Company's Associate Stock Purchase Plan since the last reported transaction.

Key Figures

Shares sold: 1,099 shares Sale price per share: $185.61 per share Shares held after transaction: 63,323 shares +1 more

4 metrics

Shares sold 1,099 shares Open-market sale on April 1, 2026

Sale price per share $185.61 per share Average price for the April 1, 2026 sale

Shares held after transaction 63,323 shares Direct ownership following the reported sale

Trading plan adoption date August 14, 2025 Rule 10b5-1 trading plan governing this sale

Key Terms

Rule 10b5-1, Form 4, open-market sale, Associate Stock Purchase Plan, +1 more

5 terms

Rule 10b5-1 regulatory

"trading plan entered into by the reporting person on August 14, 2025, in accordance with Rule 10b5-1"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

Form 4 regulatory

"INSIDER FILING DATA (Form 4)"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Associate Stock Purchase Plan financial

"Includes shares acquired by the reporting person through the Company's Associate Stock Purchase Plan"

A company program that lets employees buy the company’s shares at a discount, often through payroll deductions over a set offering period. Like a discount buying club for staff, it encourages workers to own a piece of the business, aligning their interests with shareholders and boosting retention. For investors, such plans can signal employee confidence and create steady demand for shares but may also slightly increase share count over time.

Common Stock financial

"security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Celia Karam report for CAPITAL ONE FINANCIAL CORP (COF)?

Celia Karam reported selling 1,099 shares of Capital One common stock. The open-market sale occurred on April 1, 2026 at an average price of $185.61 per share, and was disclosed on a Form 4 insider trading report for COF.

How many CAPITAL ONE FINANCIAL CORP (COF) shares does Celia Karam hold after this Form 4 sale?

After the reported sale, Celia Karam directly holds 63,323 Capital One shares. This indicates she retains a sizable equity position in COF despite selling 1,099 shares, suggesting the transaction is relatively small compared with her remaining ownership.

Was Celia Karam’s COF share sale made under a Rule 10b5-1 trading plan?

Yes. A footnote states the transaction was executed under a trading plan entered into on August 14, 2025 under Rule 10b5-1. Such plans pre-schedule trades, reducing the significance of timing as an indicator of insider sentiment.

What price did Celia Karam receive for her CAPITAL ONE FINANCIAL CORP (COF) shares?

She sold 1,099 Capital One common shares at an average price of $185.61 per share. This price reflects the open-market transaction reported in the Form 4 and is used to calculate the total proceeds for the disclosed sale.

What role does Celia Karam hold at CAPITAL ONE FINANCIAL CORP (COF)?

Celia Karam is identified as an officer of Capital One, serving as President of the Retail Bank. Her position makes her a reporting person for insider transactions, requiring disclosure of trades in COF common stock on Form 4 filings.

Does the Form 4 show any derivative securities or option exercises for COF by Celia Karam?

No derivative securities are reported in this Form 4. The filing lists only a non-derivative transaction in Capital One common stock, with no option exercises or other derivative activities disclosed in the derivativeSummary section.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/03/2026 - 04:56 PM Learn about SEC filing dates

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 VIRGINIA 22102

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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

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

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

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)	04/01/2026		S		1,099	D	$185.61	63,323(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)	04/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)