SEC Form 4 · accession 0000927628-17-000102
CAPITAL ONE FINANCIAL CORP · COF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard D Fairbank
Officer — Chair, CEO and President · Director
Period of report
Feb 15, 2017
Accepted (ET)
Feb 17, 2017 · 7:12 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 | Feb 15, 2017 | M | 38,935 | $0.00 | A | 2,628,972 | D | |
| Common StockF1 | Feb 15, 2017 | D | 38,935 | $88.31 | D | 2,590,037 | D | |
| Common Stock | Feb 15, 2017 | F | 11,124 | $90.93 | D | 2,578,913 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2014 Restricted Stock UnitsF1,F3 | $0.00 | Feb 15, 2017 | M | 38,935 | D | Feb 15, 2017 | Feb 15, 2017 | Common Stock | 38,935 | 0 | D |
Explanation of responses
- F1On February 15, 2017 the restricted stock units were settled in cash based on the Company's average fair market value of share of common stock over the fifteen trading days preceding the vesting date.
- F2Represents 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, 2014. This is authorized in the applicable restricted stock award agreement.
- F3The restricted stock units vested in full on February 15, 2017.