Capital One retail bank chief sells 1,749 shares

CAPITAL ONE FINANCIAL CORP executive Celia Karam, President of the Retail Bank, reported an open-market sale of 1,749 shares of Common Stock on May 1, 2026 at an average price of $192.58 per share.

Rhea-AI Filing Summary

CAPITAL ONE FINANCIAL CORP executive Celia Karam, President of the Retail Bank, reported an open-market sale of 1,749 shares of Common Stock on May 1, 2026 at an average price of $192.58 per share.

After this Rule 10b5-1 plan transaction, she directly holds 61,579 shares, which include shares acquired through the company’s Associate Stock Purchase Plan since her last reported transaction.

Insider Trade Summary 10b5-1

Net Seller: 1,749 shares

Net Sell 1 txn

Insider Karam Celia

Role Pres, Retail Bank

Sold 1,749 shs ($337K)

Type	Security	Shares	Price	Value
Sale	Common Stock	1,749	$192.58	$337K

Holdings After Transaction: Common Stock — 61,579 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: 1,749 shares Sale price: $192.58 per share Shares after transaction: 61,579 shares +2 more

5 metrics

Shares sold 1,749 shares Open-market sale of Common Stock on May 1, 2026

Sale price $192.58 per share Average price for May 1, 2026 transaction

Shares after transaction 61,579 shares Direct ownership following sale, includes Associate Stock Purchase Plan shares

Net shares sold 1,749 shares Net change in buy/sell activity in this Form 4

Transaction type Open-market sale (Code S) Non-derivative Common Stock transaction reported on Form 4

Key Terms

Rule 10b5-1, open-market sale, Associate Stock Purchase Plan, Common Stock

4 terms

Rule 10b5-1 regulatory

"transaction was executed pursuant to a trading plan entered into ... 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.

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 at CAPITAL ONE FINANCIAL CORP (COF)?

Celia Karam reported an open-market sale of 1,749 shares of Capital One Common Stock on May 1, 2026, at an average price of $192.58 per share. This was disclosed in a Form 4 insider filing with the SEC for CAPITAL ONE FINANCIAL CORP.

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

After the reported sale, Celia Karam directly holds 61,579 shares of Capital One Common Stock. This post-transaction balance includes shares she acquired through the company’s Associate Stock Purchase Plan since her last reported transaction, as noted in the filing footnotes.

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

Yes. The filing states the transaction was executed under a Rule 10b5-1 trading plan she entered on August 14, 2025. Such pre-arranged plans automate trades over time, reducing the role of day-to-day discretion in timing individual insider sales.

What price did Celia Karam receive per share for her COF stock sale?

The Form 4 reports that Celia Karam sold 1,749 shares of Capital One Common Stock at an average price of $192.58 per share. This price is disclosed as the transaction price for the open-market sale executed on May 1, 2026.

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

According to the insider filing, Celia Karam serves as President, Retail Bank at Capital One Financial Corp. Her status as an officer makes her a reporting person under SEC rules, requiring disclosure of transactions in the company’s equity securities.

Does Celia Karam’s share count include purchases through Capital One’s Associate Stock Purchase Plan?

Yes. A footnote explains that her reported holdings include shares acquired through Capital One’s Associate Stock Purchase Plan since the last reported transaction. This means the 61,579 shares reflect both past holdings and these plan-related acquisitions.

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

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Accepted by SEC EDGAR 05/04/2026 - 04:55 PM EDT 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)
05/01/2026

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	05/01/2026(1)		S		1,749	D	$192.58	61,579(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/ Katherine DeLuca (POA on file)	05/04/2026
	** 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.
* Form 4: SEC 1474 (03-26)