SEC Form 4 · accession 0001225208-16-025842
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
Feb 4, 2016
Accepted (ET)
Feb 8, 2016 · 9:12 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,F2 | Feb 4, 2016 | A | 16,162 | $0.00 | A | 101,285 | D | |
| Common StockF3 | holding | — | — | — | 6,586 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2016 Restricted Stock UnitsF5,F4,F6 | $0.00 | Feb 4, 2016 | A | 9,360 | A | — | — | Common Stock | 9,360 | 9,360 | D |
| Restricted Stock UnitsF7 | $0.00 | Feb 4, 2016 | A | 9,698 | A | Feb 15, 2017 | Feb 15, 2017 | Common Stock | 9,698 | 9,698 | D |
| Stock OptionsF8 | $63.73 | Feb 4, 2016 | A | 27,983 | A | — | Feb 3, 2026 | Common Stock | 27,983 | 27,983 | D |
Explanation of responses
- F1This restricted stock unit award will vest in 1/3 increments beginning on February 15, 2017 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.
- F3Represents the reporting person's equivalent share ownership in the Company's 401(k) Plan, a unitized plan, as of the latest transaction.
- F4Each 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.
- F5This award is reported net of 338 units automatically withheld by the Company to satisfy the reporting person's tax obligations.
- F6These restricted stock units will vest in 1/3 increments beginnings on February 15, 2017 and annually thereafter.
- F7Each restricted stock unit will vest on January 1, 2017 and will be settled in cash on February 15, 2017 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.
- F8This option becomes exercisable in 1/3 increments beginning on February 15, 2017 and annually thereafter.
Remarks
poaberson.txt