Capital One (NYSE: COF) president has 3,936 shares withheld for taxes

Rhea-AI Filing Summary

Capital One Financial Corp. reported an insider equity transaction involving Neal Blinde, its President of Commercial Banking. On January 31, 2026, 3,936 shares of common stock were withheld at $218.93 per share to cover his tax obligations from vesting restricted stock units granted in 2022.

After this automatic tax withholding, Blinde directly beneficially owns 69,084 shares of Capital One 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

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).

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^*

Blinde Neal

(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, Commercial Banking

3. Date of Earliest Transaction (Month/Day/Year)
01/31/2026

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	01/31/2026		F(1)		3,936	D	$218.93	69,084	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. Represents the automatic withholding by the issuer to satisfy the reporting person's tax obligation associated with the vesting of restricted stock units granted on January 31, 2022. This is authorized in the applicable restricted stock award agreement.

Remarks:

	/s/ Blaise F. Brennan (POA on file)	02/03/2026
	** 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) report for Neal Blinde?

Capital One reported an automatic tax withholding transaction for Neal Blinde. On January 31, 2026, 3,936 common shares were withheld at $218.93 each to satisfy taxes on vested restricted stock units granted on January 31, 2022, under his award agreement.

How many Capital One (COF) shares does Neal Blinde own after this Form 4?

After the reported transaction, Neal Blinde directly owns 69,084 Capital One shares. This figure reflects his beneficial ownership following the automatic withholding of 3,936 shares used to pay tax obligations tied to the vesting of prior restricted stock unit grants.

Was the Capital One (COF) Form 4 a discretionary stock sale by Neal Blinde?

No, the filing describes an automatic tax withholding, not an open-market sale. The issuer withheld 3,936 common shares to cover Blinde’s tax liability from vesting restricted stock units granted on January 31, 2022, as authorized by his restricted stock award agreement.

What does transaction code F mean in the Capital One (COF) Form 4?

Transaction code F indicates a tax withholding related to equity vesting. In this case, Capital One automatically withheld 3,936 common shares from Neal Blinde at $218.93 per share to satisfy his tax obligations arising from vested restricted stock units granted in 2022.

What role does Neal Blinde hold at Capital One (COF) in this Form 4?

Neal Blinde is identified as an officer of Capital One. The Form 4 lists his title as President, Commercial Banking, confirming his status as a reporting person under Section 16 for transactions involving Capital One Financial Corp. common stock.