Capital One (COF) retail banking president reports 2,064-share stock sale

Rhea-AI Filing Summary

Capital One Financial Corp. reported an insider stock sale by a senior executive. The Pres, Retail Bank sold 2,064 shares of common stock on 01/02/2026 at a price of $244.35 per share in a transaction coded "S," indicating a sale.

After this sale, the executive beneficially owns 61,373 shares of Capital One common stock in direct form. The filing notes that this trade was carried out under a pre-established Rule 10b5-1 trading plan that the reporting person entered into on August 14, 2025, and that the share count includes stock 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

OMB APPROVAL

OMB Number:			3235-0287
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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).

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 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)
	Pres, Retail Bank

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

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)	01/02/2026		S		2,064	D	$244.35	61,373(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/ Blaise F. Brennan (POA on file)	01/05/2026
	** 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) disclose in this filing?

The filing reports that the Pres, Retail Bank of Capital One Financial Corp. sold 2,064 shares of common stock on 01/02/2026 at a price of $244.35 per share in a transaction coded "S" for sale.

How many Capital One (COF) shares does the executive own after this transaction?

Following the reported sale, the executive beneficially owns 61,373 shares of Capital One common stock, held in direct ownership form.

Was the Capital One (COF) insider trade made under a Rule 10b5-1 plan?

Yes. The filing states that the transaction was executed under a Rule 10b5-1 trading plan that the reporting person entered into on August 14, 2025, which pre-sets trading instructions.

Who is the reporting person’s role at Capital One (COF)?

The reporting person is identified as an Officer of Capital One Financial Corp., specifically holding the title of Pres, Retail Bank, rather than a director or 10% owner.

What does the note about the Associate Stock Purchase Plan mean for Capital One (COF)?

The footnote explains that the reported 61,373 shares include shares the executive acquired through the company’s Associate Stock Purchase Plan since the last reported transaction.

Is this Capital One (COF) insider filing for one person or multiple insiders?

The form is marked as filed by one reporting person, meaning it covers only this single executive’s holdings and transactions.