Form 4: Capital One CEO Richard Fairbank Reports Stock Transactions
SEC Form 4 Filing
Richard Fairbank, Chairman and CEO of Capital One Financial Corp, reports transactions involving common stock and restricted stock units.
Summary
- Richard D. Fairbank, Chairman and CEO of Capital One Financial Corp, filed a Form 4 detailing changes in beneficial ownership of company securities on February 6, 2025.
- The transactions occurred on February 4, 2025, and involved the acquisition and disposal of common stock due to the vesting of restricted stock units.
- These restricted stock units were granted in January 2023 and February 2024 for performance years 2022, 2023 and 2024.
- The vesting of these units was accelerated to satisfy the reporting person's tax liability, resulting in the automatic withholding of units which settled in cash based on fair market value of $200.12.
- Fairbank also acquired shares through the Company's Dividend Reinvestment Plan.
- Fairbank also received grants of restricted stock units for performance years 2024 and 2025.
- Following the reported transactions, Fairbank beneficially owns 3,961,168 shares of Capital One common stock.
- Fairbank also holds various restricted stock units, including 24,986 units granted on February 4, 2025, for performance year 2024 and 12,493 units granted on February 4, 2025, for performance year 2025.
Sentiment
Score: 6
Explanation: The document is a routine regulatory filing, so the sentiment is neutral. The CEO's continued stock ownership is a mildly positive signal.
Positives
- The CEO's continued holding of a significant number of shares demonstrates confidence in the company.
- Acquisition of shares through the Dividend Reinvestment Plan shows a long-term investment perspective.
Future Outlook
The document does not contain specific forward-looking statements regarding the company's future performance.
Industry Context
Form 4 filings are a routine part of corporate governance, providing transparency into the trading activities of company insiders. This filing is consistent with regulatory requirements for reporting changes in beneficial ownership.
Comparison to Industry Standards
- Form 4 filings are standard practice across publicly traded companies, including competitors like American Express (AXP) and Discover Financial Services (DFS).
- The reported transactions are typical for executives receiving and managing equity-based compensation.
Stakeholder Impact
- The transactions have a minimal direct impact on stakeholders.
- The filing provides transparency to shareholders regarding insider trading activity.
Key Dates
| Date | Description |
|---|---|
| 02/04/2025 | Date of earliest transaction (stock acquisition/disposal and vesting of restricted stock units). |
| 02/04/2025 | Date of Power of Attorney execution and acknowledgement. |
| 02/06/2025 | Date of Form 4 filing. |
| 02/15/2026 | Expiration date of some restricted stock units. |
| 02/15/2027 | Expiration date of some restricted stock units. |
| 02/15/2028 | Expiration date of some restricted stock units. |
| 10/31/2026 | Expiration date of Notary Public commission. |
Keywords
Form 4, Richard Fairbank, Capital One, COF, Beneficial Ownership, Restricted Stock Units, Dividend Reinvestment Plan, Insider Trading
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