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Capital One CEO Fairbank sells 90,743 shares

The sale comprised 14 transactions under a Rule 10b5-1 plan entered into May 13, 2025, with weighted-average prices ranging from $199.55 to $214.61.

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Form Type
4

Rhea-AI Filing Summary

Capital One Financial Corp.'s Chairman and CEO, Richard D. Fairbank, exercised 40,743 stock options at an exercise price of $86.34 per share on November 4, 2026, acquiring 40,743 common shares. He sold 90,743 common shares in 14 transactions that day, at reported weighted-average prices from $199.55 to $214.61 per share. The sales were executed under a Rule 10b5-1 trading plan entered into May 13, 2025.

Insider FAIRBANK RICHARD D
Role Chairman and CEO
Sold 90,743 shs ($18.59M)
Approx. gross sale proceeds $18.59M
Approx. exercise cost $3.52M
Type Security Shares Price Value
Exercise Stock Options 40,743 $0.00 $0.00
Exercise Common Stock F1 40,743 $86.34 $3.52M
Sale Common Stock F1, F2 5,454 $199.55 $1.09M
Sale Common Stock F1, F3 5,315 $200.60 $1.07M
Sale Common Stock F1, F4 18,816 $201.61 $3.79M
Sale Common Stock F1, F5 9,942 $202.49 $2.01M
Sale Common Stock F1, F6 24,613 $203.49 $5.01M
Sale Common Stock F1, F7 400 $204.17 $82K
Sale Common Stock F1, F8 2,101 $205.71 $432K
Sale Common Stock F1, F9 2,900 $206.88 $600K
Sale Common Stock F1, F10 700 $207.99 $146K
Sale Common Stock F1, F11 2,502 $208.98 $523K
Sale Common Stock F1, F12 3,773 $210.42 $794K
Sale Common Stock F1, F13 1,500 $211.26 $317K
Sale Common Stock F1, F14 4,929 $213.66 $1.05M
Sale Common Stock F1, F15 7,798 $214.61 $1.67M
Holdings After Transaction: Stock Options — 0 contracts (Direct); Common Stock — 3,968,520 shares (Direct)
Footnotes (15)
  1. F1. This transaction was executed pursuant to a trading plan entered into by the reporting person on May 13, 2025, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
  2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $198.98 to $199.97. Information regarding the number of shares sold at each price will be provided upon request.
  3. F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $200.00 to $200.99. Information regarding the number of shares sold at each price will be provided upon request.
  4. F4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $201.01 to $202.00. Information regarding the number of shares sold at each price will be provided upon request.
  5. F5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $202.02 to $203.01. Information regarding the number of shares sold at each price will be provided upon request.
  6. F6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $203.03 to $204.00. Information regarding the number of shares sold at each price will be provided upon request.
  7. F7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $204.07 to $204.26. Information regarding the number of shares sold at each price will be provided upon request.
  8. F8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $205.14 to $206.07. Information regarding the number of shares sold at each price will be provided upon request.
  9. F9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $206.33 to $207.18. Information regarding the number of shares sold at each price will be provided upon request.
  10. F10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $207.43 to $208.21. Information regarding the number of shares sold at each price will be provided upon request.
  11. F11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $208.73 to $209.65. Information regarding the number of shares sold at each price will be provided upon request.
  12. F12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $209.09 to $210.87. Information regarding the number of shares sold at each price will be provided upon request.
  13. F13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $210.96 to $211.45. Information regarding the number of shares sold at each price will be provided upon request.
  14. F14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $213.00 to $213.99. Information regarding the number of shares sold at each price will be provided upon request.
  15. F15. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $214.02 to $214.90. Information regarding the number of shares sold at each price will be provided upon request.
Stock options exercised 40,743 shares November 4, 2026
Exercise price $86.34 per share Stock options exercised November 4, 2026
Common shares acquired 40,743 shares November 4, 2026
Common shares sold 90,743 shares Across 14 transactions on November 4, 2026
Weighted-average sale price $199.55 per share for 5,454 shares November 4, 2026
Weighted-average sale price $200.60 per share for 5,315 shares November 4, 2026
Rule 10b5-1 regulatory
"in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934"
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.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

FAQ

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

How many COF shares did Richard D. Fairbank sell?
Richard D. Fairbank sold 90,743 shares of common stock on November 4, 2026, in 14 transactions, at reported weighted-average prices from $199.55 to $214.61 per share. The sales were executed under a Rule 10b5-1 trading plan entered into May 13, 2025.

How many COF stock options did Richard D. Fairbank exercise?
He exercised 40,743 stock options on November 4, 2026, at an exercise price of $86.34 per share, acquiring 40,743 shares of common stock.

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

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SEC Form 4
FORM 4UNITED 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*
FAIRBANK RICHARD D
(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chairman and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/04/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock11/04/2026M(1)40,743A$86.344,059,263D
Common Stock11/04/2026S(1)5,454D$199.55(2)4,053,809D
Common Stock11/04/2026S(1)5,315D$200.6(3)4,048,494D
Common Stock11/04/2026S(1)18,816D$201.61(4)4,029,678D
Common Stock11/04/2026S(1)9,942D$202.49(5)4,019,736D
Common Stock11/04/2026S(1)24,613D$203.49(6)3,995,123D
Common Stock11/04/2026S(1)400D$204.17(7)3,994,723D
Common Stock11/04/2026S(1)2,101D$205.71(8)3,992,622D
Common Stock11/04/2026S(1)2,900D$206.88(9)3,989,722D
Common Stock11/04/2026S(1)700D$207.99(10)3,989,022D
Common Stock11/04/2026S(1)2,502D$208.98(11)3,986,520D
Common Stock11/04/2026S(1)3,773D$210.42(12)3,982,747D
Common Stock11/04/2026S(1)1,500D$211.26(13)3,981,247D
Common Stock11/04/2026S(1)4,929D$213.66(14)3,976,318D
Common Stock11/04/2026S(1)7,798D$214.61(15)3,968,520D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options$86.3411/04/2026M40,74302/15/202002/02/2027Common Stock40,743$00D
Explanation of Responses:
1. This transaction was executed pursuant to a trading plan entered into by the reporting person on May 13, 2025, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $198.98 to $199.97. Information regarding the number of shares sold at each price will be provided upon request.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $200.00 to $200.99. Information regarding the number of shares sold at each price will be provided upon request.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $201.01 to $202.00. Information regarding the number of shares sold at each price will be provided upon request.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $202.02 to $203.01. Information regarding the number of shares sold at each price will be provided upon request.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $203.03 to $204.00. Information regarding the number of shares sold at each price will be provided upon request.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $204.07 to $204.26. Information regarding the number of shares sold at each price will be provided upon request.
8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $205.14 to $206.07. Information regarding the number of shares sold at each price will be provided upon request.
9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $206.33 to $207.18. Information regarding the number of shares sold at each price will be provided upon request.
10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $207.43 to $208.21. Information regarding the number of shares sold at each price will be provided upon request.
11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $208.73 to $209.65. Information regarding the number of shares sold at each price will be provided upon request.
12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $209.09 to $210.87. Information regarding the number of shares sold at each price will be provided upon request.
13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $210.96 to $211.45. Information regarding the number of shares sold at each price will be provided upon request.
14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $213.00 to $213.99. Information regarding the number of shares sold at each price will be provided upon request.
15. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $214.02 to $214.90. Information regarding the number of shares sold at each price will be provided upon request.
Remarks:
/s/ Katherine DeLuca (POA on file)11/06/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

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