Statement of Changes in Beneficial Ownership (4)
June 09 2021 - 3:46PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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1. Name and Address of Reporting Person
*
Berson Jory A |
2. Issuer Name and Ticker or Trading Symbol
CAPITAL ONE FINANCIAL CORP
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COF
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Human Resources Officer |
(Last)
(First)
(Middle)
1680 CAPITAL ONE DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/7/2021 |
(Street)
MCLEAN, VA 22102
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock (1) | 6/7/2021 | | M | | 21316 | A | $86.34 | 75607 (2) | D | |
Common Stock (1) | 6/7/2021 | | S | | 12450 | D | $164.12 (3) | 63157 | D | |
Common Stock (1) | 6/7/2021 | | S | | 11985 | D | $164.72 (4) | 51172 | D | |
Common Stock | | | | | | | | 7034 (5) | I | By 401(k) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Stock Options (1) | $86.34 | 6/7/2021 | | M | | | 21316 | (6) | 2/2/2027 | Common Stock | 21316.0 | $0 | 0 | D | |
Explanation of Responses: |
(1) | This transaction was executed pursuant to a trading plan entered into by the reporting person on May 5, 2021, 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. |
(3) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $163.50 to $164.47. Information regarding the number of shares sold at each price will be provided upon request. |
(4) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $164.50 to $165.23. Information regarding the number of shares sold at each price will be provided upon request. |
(5) | Represents the reporting person's equivalent share ownership in the Company's 401(k) Plan, a unitized plan, as of the date of the latest transaction. |
(6) | This option became exercisable in 1/3 increments beginning on February 15, 2018 and annually thereafter. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Berson Jory A 1680 CAPITAL ONE DRIVE MCLEAN, VA 22102 |
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| Chief Human Resources Officer |
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Signatures
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/s/ Cleo Belmonte (POA on file) | | 6/9/2021 |
**Signature of Reporting Person | Date |
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