SEC Form 4 · accession 0000927628-17-000061
CAPITAL ONE FINANCIAL CORP · COF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jonathan W. Witter
Officer — President, Retail Banking
Period of report
Feb 2, 2017
Accepted (ET)
Feb 6, 2017 · 7:23 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000927628
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 2, 2017 | A | 13,702 | $0.00 | A | 104,730 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2017 Restricted Stock UnitsF4,F3,F5 | $0.00 | Feb 2, 2017 | A | 7,931 | A | — | — | Common Stock | 7,931 | 7,931 | D |
| Restricted Stock UnitsF6 | $0.00 | Feb 2, 2017 | A | 8,479 | A | Feb 15, 2018 | Feb 15, 2018 | Common Stock | 8,479 | 8,479 | D |
| Stock OptionsF7 | $86.34 | Feb 2, 2017 | A | 24,482 | A | — | Feb 2, 2027 | Common Stock | 24,482 | 24,482 | D |
Explanation of responses
- F1This restricted stock unit award will vest in 1/3 increments beginning on February 15, 2018 and annually thereafter. Each restricted stock unit represents a contingent right to receive one share of Company common stock.
- F2Includes shares acquired by the reporting person through the Company's Associate Stock Purchase Plan since the last reported transaction.
- F3Each restricted stock unit will be settled in cash based on the Company's average fair market value of the underlying shares of common stock over the fifteen trading days preceding the vesting date.
- F4This award is reported net of 293 units automatically withheld by the Company to satisfy the reporting person's tax obligation.
- F5These restricted stock units will vest in 1/3 increments beginning on February 15, 2018 and annually thereafter.
- F6Each restricted stock unit will vest on January 1, 2018 and will be settled in cash on February 15, 2018 based on the Company's average fair market value of the underlying shares of common stock over the fifteen trading days preceding the settlement date.
- F7This option becomes exercisable in 1/3 increments beginning on February 15, 2018 and annually thereafter.