Statement of Changes in Beneficial Ownership (4)
February 17 2021 - 4:03PM
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
*
Slocum Michael |
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) President, Commercial Banking |
(Last)
(First)
(Middle)
1680 CAPITAL ONE DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/15/2021 |
(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 | 2/15/2021 | | M | | 2107 | A | $0 (1) | 53232 | D | |
Common Stock | 2/15/2021 | | D | | 2107 | D | $109.60 (1) | 51125 | D | |
Common Stock | 2/15/2021 | | F(2) | | 1228 | D | $117.75 | 49897 | D | |
Common Stock | 2/15/2021 | | F(3) | | 1652 | D | $117.75 | 48245 | D | |
Common Stock | 2/15/2021 | | F(4) | | 1896 | D | $117.75 | 46349 | D | |
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 |
2018 Restricted Stock Units | $0.0 (1) | 2/15/2021 | | M | | | 2107 | (5) | (5) | Common Stock | 2107.0 | $0 (1) | 0 | D | |
Explanation of Responses: |
(1) | On February 15, 2021, the restricted stock units were settled in cash based on the Company's average fair market value of shares of common stock over the fifteen trading days preceding the vesting date. |
(2) | 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 February 1, 2018. This is authorized in the applicable restricted stock award agreement. |
(3) | 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, 2019. This is authorized in the applicable restricted stock award agreement. |
(4) | 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 30, 2020. This is authorized in the applicable restricted stock award agreement. |
(5) | These restricted stock units vest in 1/3 increments beginning on February 15, 2019 and annually thereafter. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Slocum Michael 1680 CAPITAL ONE DRIVE MCLEAN, VA 22102 |
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| President, Commercial Banking |
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Signatures
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/s/ Cleo Belmonte (POA on file) | | 2/17/2021 |
**Signature of Reporting Person | Date |
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