Capital One (COF) CFO receives 6,759-share restricted stock unit grant

Rhea-AI Filing Summary

Capital One Financial’s Chief Financial Officer Andrew M. Young reported an equity award of 6,759 shares of common stock on February 3, 2026. The shares were acquired at a price of $0 per share as a restricted stock unit grant.

Following this award, Young beneficially owns 58,099 shares of Capital One common stock in direct form. He also reports an additional 59 shares held indirectly, described as owned "By Child." The restricted stock units will vest in one‑third increments starting on February 15, 2027 and annually thereafter, with each unit delivering one share of Capital One common stock upon vesting.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Young Andrew M

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	6,759	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 58,099 shares (Direct); Common Stock — 59 shares (Indirect, By Child)

Footnotes (1)

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. 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).

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^*

Young Andrew M

(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)
	Chief Financial Officer

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		6,759	A	$0	58,099(2)	D
Common Stock								59	I	By Child

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.

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)	02/05/2026
	** 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).
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) report for CFO Andrew M. Young?

Capital One reported that CFO Andrew M. Young received 6,759 shares of common stock on February 3, 2026. The shares were acquired at $0 per share as a restricted stock unit grant, increasing his reported direct beneficial ownership to 58,099 shares.

How do the new restricted stock units for Capital One’s CFO vest?

The restricted stock unit award for Capital One’s CFO vests in one-third increments beginning on February 15, 2027. Vesting then continues annually in one-third portions, with each restricted stock unit converting into one share of Capital One common stock upon vesting under the award terms.

How many Capital One (COF) shares does the CFO own after this Form 4 filing?

After the reported transaction, Capital One’s CFO beneficially owns 58,099 shares of common stock directly. The filing also reports 59 additional shares held indirectly, labeled as “By Child,” which are attributed to him as indirect beneficial ownership in the disclosure.

What was the price of the Capital One shares reported in the CFO’s Form 4?

The 6,759 Capital One shares reported for the CFO were acquired at a stated price of $0 per share. This reflects a restricted stock unit award, where shares are granted as equity compensation rather than purchased in the open market for cash consideration.

Does the Capital One CFO have indirect ownership in any COF shares?

Yes. In addition to directly held shares, the Capital One CFO reports 59 shares of common stock as indirectly owned. The nature of this indirect ownership is described in the filing as “By Child,” indicating attribution through a child’s holdings.