Capital One (NYSE: COF) CIO receives 7,008-share restricted stock award

Rhea-AI Filing Summary

Capital One Financial Corp. disclosed that Chief Information Officer Robert M. Alexander received an award linked to 7,008 shares of common stock on February 3, 2026 at a price of $0 per share, reflecting a restricted stock unit grant.

Following this award, Alexander directly holds 75,715 shares of Capital One common stock. He also has indirect holdings of 100 shares through The Alexander Fund and 2 shares through a Robert M. Alexander UGMA account. The restricted stock units vest in one-third increments beginning on February 15, 2027 and annually thereafter, with each unit representing the right to receive one share of common stock.

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^*

Alexander Robert 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 Information 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		7,008	A	$0	75,715	D
Common Stock								100	I	The Alexander Fund
Common Stock								2	I	Robert M. Alexander UGMA

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.

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).
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FAQ

What insider transaction did Capital One (COF) report for February 3, 2026?

Capital One reported a stock-based award to its CIO. On February 3, 2026, Chief Information Officer Robert M. Alexander received a restricted stock unit grant covering 7,008 shares of Capital One common stock at $0 per share, increasing his direct holdings.

How many Capital One (COF) shares does Robert M. Alexander own after this Form 4?

After the award, Alexander directly owns 75,715 shares. The filing also shows 100 shares held indirectly through The Alexander Fund and 2 shares held indirectly through a Robert M. Alexander UGMA account, in addition to his direct position.

What are the vesting terms of the restricted stock units granted to Capital One’s CIO?

The restricted stock units vest in three equal annual installments. The award will vest in one-third increments starting on February 15, 2027, then annually thereafter. Each restricted stock unit gives the right to receive one share of Capital One common stock upon vesting.

Was any cash paid for the 7,008 Capital One (COF) shares reported in this Form 4?

No cash was paid for these shares. The 7,008-share transaction is reported at a price of $0 per share, indicating it is a stock-based compensation award rather than an open-market purchase, tied to restricted stock units granted to the executive.

How are indirect Capital One (COF) holdings of Robert M. Alexander structured?

Alexander’s indirect holdings are through two entities. The Form 4 lists 100 shares of common stock held indirectly via The Alexander Fund and 2 shares held indirectly through a Robert M. Alexander UGMA account, separate from his direct ownership.