Form 4: Capital One Executive Reports Stock Award Vesting and Tax Withholding
SEC Form 4 Filing
Frank G. LaPrade, III, Chief Enterprise Services Officer at Capital One Financial Corp, reports the vesting of performance shares and associated tax withholding.
Summary
- On March 11, 2024, Frank G. LaPrade, III, Chief Enterprise Services Officer of Capital One Financial Corp, reported a transaction involving the vesting of performance shares.
- Mr. LaPrade acquired 20,466 shares of common stock at $0 per share due to the vesting of a performance share award granted on February 4, 2021, and amended on November 2, 2023.
- These shares were earned based on the company's Common Dividends + Growth of Tangible Book Value per Share and Adjusted ROTCE against a peer group over a three-year period.
- Additionally, 10,254 shares were automatically withheld by Capital One at a price of $138.46 to cover Mr. LaPrade's tax obligations related to the vesting.
- Following these transactions, Mr. LaPrade directly owns 60,462 shares of Capital One common stock.
- He also indirectly owns 809 shares through the company's 401(k) plan.
Sentiment
Score: 7
Explanation: The document reflects a routine transaction related to executive compensation, suggesting stable company performance and alignment of executive incentives with shareholder value. The vesting of performance shares indicates that the company has met certain performance targets.
Positives
- The vesting of performance shares indicates that Capital One met certain performance targets related to Common Dividends + Growth of Tangible Book Value per Share and Adjusted ROTCE.
- Executive compensation is aligned with company performance.
Industry Context
Form 4 filings are a routine part of executive compensation and provide transparency into the holdings of company insiders.
Comparison to Industry Standards
- Performance-based equity compensation is a common practice among publicly traded companies, including financial institutions like JPMorgan Chase & Co. (JPM) and Bank of America Corp. (BAC).
- The specific metrics used (Common Dividends + Growth of Tangible Book Value per Share and Adjusted ROTCE) are tailored to Capital One's strategic goals, but similar metrics focusing on profitability and shareholder value are widely used.
- Tax withholding upon vesting of equity awards is standard practice.
Stakeholder Impact
- Shareholders may view the vesting of performance shares positively, as it indicates that the company has achieved certain performance goals.
- The tax withholding has no direct impact on stakeholders.
Key Dates
| Date | Description |
|---|---|
| 02/04/2021 | Date of original performance share award agreement |
| 11/02/2023 | Date of amendment to the performance share award agreement |
| 03/11/2024 | Date of transaction (vesting of performance shares and tax withholding) |
| 03/13/2024 | Date of Form 4 filing |
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