Welcome to our dedicated page for CAPITAL ONE FINANCIAL SEC filings (Ticker: COF), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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Capital One Financial Corporation completed its previously announced acquisition of Brex Inc. on April 7, 2026. Under the merger agreement, Capital One acquired all outstanding Brex equity for approximately $2.56 billion in cash plus 10,646,306 shares of Capital One common stock, with the cash amount subject to customary post-closing adjustments.
The company issued the stock portion of the consideration under a private placement exemption from registration relying on Section 4(a)(2) of the Securities Act. On the same date, the board approved a special award to executive Frank LaPrade of 11,041 restricted stock units, with a grant-date value of about $2.0 million, vesting in three equal annual installments and settling entirely in Capital One common stock.
CAPITAL ONE FINANCIAL CORP executive Dean Lia, President of Banking & Premium Products, sold 1,692 shares of common stock in an open-market transaction at $185.61 per share. After this sale, he continued to hold 65,454 shares directly.
The transaction was carried out under a pre-arranged Rule 10b5-1 trading plan that Dean Lia entered into on August 14, 2025, indicating the sale was scheduled in advance rather than timed discretionarily.
CAPITAL ONE FINANCIAL CORP executive Celia Karam, President of the Retail Bank, reported an open-market sale of 1,099 shares of common stock on April 1, 2026 at an average price of $185.61 per share. This transaction was executed under a pre-arranged Rule 10b5-1 trading plan entered into on August 14, 2025. Following the sale, Karam directly holds 63,323 shares of Capital One common stock, indicating she retains a substantial equity stake after this routine, pre-planned disposition.
Insider notice of proposed sale by Lia Dean. The filing lists proposed sales of Common stock (Performance Shares) held through Morgan Stanley Smith Barney LLC as broker. Lia Dean reported sales of 3,284 shares on 03/02/2026 for $627,244.00, 3,284 shares on 02/04/2026 for $734,565.12, and 3,163 shares on 01/02/2026 for $772,879.05. The cover shows an exchange code of NYSE and a filing date entry of 04/01/2026.
Capital One Financial reported sales of Common stock under Regulation 144 by Celia Edwards Karam. The filing lists three transactions: 2,064 shares on 01/02/2026 for $504,338.40, 2,108 shares on 02/02/2026 for $460,071.00, and 1,636 shares on 03/02/2026 for $312,476.00. The securities include Performance Shares and Employee Stock Purchase Plan shares.
Capital One Financial Corp ownership disclosure: The Vanguard Group filed Amendment No. 10 to Schedule 13G/A reporting 0 shares beneficially owned, representing 0% of the class as of the filing. The filing explains an internal realignment of Vanguard entities on January 12, 2026.
The amendment states certain Vanguard subsidiaries will report beneficial ownership separately in reliance on SEC Release No. 34-39538 and that The Vanguard Group, Inc. no longer is deemed to beneficially own securities held by those subsidiaries.
Capital One Financial Corporation is asking stockholders to vote at its 2026 Annual Stockholder Meeting on May 8, 2026 in McLean, Virginia. Stockholders will elect thirteen directors, approve an advisory “Say on Pay” vote, ratify Ernst & Young LLP as independent auditor for 2026, and consider a stockholder proposal.
The proxy highlights an almost fully independent, refreshed board after the acquisition of Discover Financial Services, with strong governance practices, majority voting, proxy access, and active stockholder engagement. It also details a pay-for-performance executive compensation program, including CEO Richard Fairbank’s approximately $40 million 2025 compensation, heavily weighted to long-term equity, and special awards tied to the Discover integration.
Capital One Financial Corporation furnished updated credit quality metrics for the month ended February 28, 2026. In its domestic credit card portfolio, average loans held for investment were 253,811 (dollars in millions), with net charge-offs of 1,094 and a net charge-off rate of 5.17%. Thirty-plus day performing delinquencies in this portfolio totaled 10,005, for a delinquency rate of 3.96%.
In consumer banking auto loans, average loans held for investment were 84,462 (dollars in millions), with net charge-offs of 108 and a net charge-off rate of 1.54%. Thirty-plus day performing delinquencies in auto were 3,449, a 4.08% delinquency rate, and nonperforming auto loans were 504, representing a nonperforming loan rate of 0.60%.
Capital One Financial Corp Chief Information Officer Robert M. Alexander reported stock-based compensation activity in the form of performance share awards. On March 9, 2026, he acquired 9,957 shares of Common Stock at $0.00 per share as a grant/award earned under a performance share program tied to multi-year financial metrics.
On the same date, 4,491 shares of Common Stock were automatically withheld at $185.73 per share to cover tax obligations related to the settlement of those performance shares, as authorized in the award agreement. Following these transactions, he directly holds 77,292 shares of Common Stock and has additional indirect holdings of 100 shares through The Alexander Fund and 2 shares through the Robert M. Alexander UGMA.
CAPITAL ONE FINANCIAL CORP General Counsel & Corporate Secretary Matthew W. Cooper reported routine equity compensation activity in company common stock. On March 9, 2026, he acquired 8,094 shares of common stock at $0.00 per share as a grant or award tied to a performance share program. The footnotes explain these shares were earned from performance shares granted on January 26, 2023, as amended on November 2, 2023, based on dividend and tangible book value growth and adjusted ROTCE over a three-year period, including accrued dividend shares.
Also on March 9, 2026, 3,651 shares were disposed of at $185.73 per share through automatic share withholding to satisfy tax obligations related to the performance share settlement, as authorized in the award agreement. After these transactions, Cooper directly owned 100,694 shares of Capital One common stock. This reflects a net increase in his direct equity position from the compensation award, with the disposition driven by tax withholding rather than an open-market sale.