Capital One (NYSE: COF) executive Yajnik awarded 7,555 stock units

Rhea-AI Filing Summary

Capital One Financial Corp. reported a new equity grant to officer Sanjiv Yajnik, President, Financial Services. On February 3, 2026, he received 7,555 shares of common stock at a price of $0 per share, reflecting a restricted stock unit award.

These restricted stock units will vest in one-third increments beginning on February 15, 2027 and annually thereafter, with each unit representing one share of common stock. After this grant, Yajnik beneficially owns 148,134 shares directly, including shares acquired through the company’s Associate Stock Purchase Plan since the last reported transaction.

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^*

Sanjiv Yajnik

(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)
	President, Financial Services

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		7,555	A	$0	148,134(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 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 COF executive Sanjiv Yajnik report?

Sanjiv Yajnik reported a grant of 7,555 shares of Capital One common stock. The Form 4 shows an award priced at $0 per share, reflecting restricted stock units that convert into common shares as they vest over time.

How many Capital One (COF) shares does Sanjiv Yajnik own after this grant?

After the reported transaction, Sanjiv Yajnik beneficially owns 148,134 Capital One shares. This total includes the newly granted restricted stock units and shares accumulated through the company’s Associate Stock Purchase Plan since his last reported transaction.

What type of equity award did Capital One (COF) grant to Sanjiv Yajnik?

Capital One granted Sanjiv Yajnik a restricted stock unit (RSU) award. Each RSU represents a contingent right to receive one share of common stock, subject to future vesting over several years as described in the filing footnotes.

What is the vesting schedule for Sanjiv Yajnik’s new COF restricted stock units?

The RSU award vests in one-third increments starting February 15, 2027. Additional one-third portions vest annually thereafter, aligning the award’s value with multi‑year service and performance at Capital One Financial Corp.

Did Sanjiv Yajnik pay for the new Capital One (COF) shares reported on Form 4?

No, the 7,555 shares were granted at a price of $0 per share. The transaction code “A” indicates an award, not an open‑market purchase, consistent with equity compensation granted to a senior executive officer.

What is Sanjiv Yajnik’s role at Capital One (COF) mentioned in this Form 4?

Sanjiv Yajnik is identified as President, Financial Services at Capital One. His position as a senior officer requires reporting equity awards and share ownership changes through Form 4 filings under U.S. securities regulations.