SEC Form 4 · accession 0001225208-15-004488

CAPITAL ONE FINANCIAL CORP · COF

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Chief Risk Officer

Period of report

Feb 15, 2015

Accepted (ET)

Feb 18, 2015 · 4:31 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
Common Stock^F1	Feb 15, 2015	M	8,118	$0.00	A	47,990	D
Common Stock^F2	Feb 15, 2015	M	3,262	$0.00	A	51,252	D
Common Stock	Feb 15, 2015	F	1,365	$78.88	D	49,887	D
Common Stock^F2	Feb 15, 2015	D	3,262	$76.27	D	46,625	D
Common Stock^F1	Feb 15, 2015	D	8,118	$76.27	D	38,507	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
2014 Restricted Stock Units^F2,F4	$0.00	Feb 15, 2015	M	3,262	D	—	—	Common Stock	3,262	6,523	D
Restricted Stock Units^F1	$0.00	Feb 15, 2015	M	8,118	D	Feb 15, 2015	Feb 15, 2015	Common Stock	8,118	0	D

F1Each restricted stock unit vested on January 1, 2015 and settled in cash on February 15, 2015 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.
F2On February 15, 2015, 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.
F3Represents 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.
F4These restricted stock units vest in 1/3 increments beginning on February 15, 2015 and annually thereafter.