SEC Form 4 · accession 0001225208-15-007740
CAPITAL ONE FINANCIAL CORP · COF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jory A Berson
Officer — Chief Human Resources Officer
Period of report
Mar 10, 2015
Accepted (ET)
Mar 12, 2015 · 6:04 pm EDT
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 | Mar 10, 2015 | M | 27,915 | $0.00 | A | 97,368 | D | |
| Common Stock | Mar 10, 2015 | F | 13,316 | $77.72 | D | 84,052 | D | |
| Common StockF4 | holding | — | — | — | 6,391 | I | By 401(k) |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Share UnitsF1 | $0.00 | Mar 10, 2015 | M | 27,915 | D | — | Mar 15, 2015 | Common Stock | 27,915 | 0 | D |
Explanation of responses
- F1These performance shares for the January 31, 2012 grant were settled at the end of a three-year period based on the Company's Adjusted ROA against a peer group of companies. These shares represent the number of shares paid out based on actual performance plus the dividend shares accrued under the same grant.
- F2Includes shares acquired by the reporting person through the Company's Associate Stock Purchase Plan since the last reported transaction.
- F3These shares were automatically withheld by the Company to satisfy the reporting person's tax obligation associated with the settlement of the performance shares for the January 31, 2012 grant. This is authorized in the performance share award agreement.
- F4Represents the reporting person's equivalent share ownership in the Company's 401(k) Plan, a unitized plan, as of the latest transaction.