Statement of Changes in Beneficial Ownership (4)
November 12 2020 - 4:20PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
FAIRBANK RICHARD D |
2. Issuer Name and Ticker or Trading Symbol
CAPITAL ONE FINANCIAL CORP
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COF
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chairman, CEO and President |
(Last)
(First)
(Middle)
1680 CAPITAL ONE DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/9/2020 |
(Street)
MCLEAN, VA 22102
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock (1) | 11/9/2020 | | M | | 40558 | A | $48.28 | 3613954 | D | |
Common Stock (1) | 11/9/2020 | | S | | 3327 | D | $87.66 (2) | 3610627 | D | |
Common Stock (1) | 11/9/2020 | | S | | 13247 | D | $88.51 (3) | 3597380 | D | |
Common Stock (1) | 11/9/2020 | | S | | 13771 | D | $89.25 (4) | 3583609 | D | |
Common Stock (1) | 11/10/2020 | | M | | 40558 | A | $48.28 | 3624167 | D | |
Common Stock (1) | 11/10/2020 | | S | | 13242 | D | $86.97 (5) | 3610925 | D | |
Common Stock (1) | 11/10/2020 | | S | | 15671 | D | $87.94 (6) | 3595254 | D | |
Common Stock (1) | 11/10/2020 | | S | | 1647 | D | $88.46 (7) | 3593607 | D | |
Common Stock (1) | 11/11/2020 | | M | | 40558 | A | $48.28 | 3634165 | D | |
Common Stock (1) | 11/11/2020 | | S | | 21774 | D | $84.46 (8) | 3612391 | D | |
Common Stock (1) | 11/11/2020 | | S | | 4518 | D | $85.55 (9) | 3607873 | D | |
Common Stock (1) | 11/11/2020 | | S | | 4648 | D | $87.01 (10) | 3603225 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Stock Options (1) | $48.28 | 11/9/2020 | | M | | | 40558 | 1/26/2014 | 1/25/2021 | Common Stock | 40558.0 | $0 | 162232 | D | |
Stock Options (1) | $48.28 | 11/10/2020 | | M | | | 40558 | 1/26/2014 | 1/25/2021 | Common Stock | 40558.0 | $0 | 121674 | D | |
Stock Options (1) | $48.28 | 11/11/2020 | | M | | | 40558 | 1/26/2014 | 1/25/2021 | Common Stock | 40558.0 | $0 | 81116 | D | |
Explanation of Responses: |
(1) | This transaction was executed pursuant to a trading plan entered into by the reporting person on August 12, 2020, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. |
(2) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.96 to $87.83. Information regarding the number of shares sold at each price will be provided upon request. |
(3) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.97 to $88.96. Information regarding the number of shares sold at each price will be provided upon request. |
(4) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.98 to $89.73. Information regarding the number of shares sold at each price will be provided upon request. |
(5) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.41 to $87.39. Information regarding the number of shares sold at each price will be provided upon request. |
(6) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.41 to $88.39. Information regarding the number of shares sold at each price will be provided upon request. |
(7) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.42 to $88.61. Information regarding the number of shares sold at each price will be provided upon request. |
(8) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.99 to $84.92. Information regarding the number of shares sold at each price will be provided upon request. |
(9) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.05 to $86.00. Information regarding the number of shares sold at each price will be provided upon request. |
(10) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.53 to $87.41. Information regarding the number of shares sold at each price will be provided upon request. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
FAIRBANK RICHARD D 1680 CAPITAL ONE DRIVE MCLEAN, VA 22102 | X |
| Chairman, CEO and President |
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Signatures
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/s/ Cleo Belmonte (POA on file) | | 11/12/2020 |
**Signature of Reporting Person | Date |
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