CAPITAL ONE FINANCIAL CORP — Director's Dealing 2021

Mar 15, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CAPITAL ONE FINANCIAL CORP (COF)
CIK: 0000927628
Period of Report: 2021-03-11

Reporting Person: FAIRBANK RICHARD D (Director, Chairman, CEO and President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-11	Common Stock	A	121138	—	Acquired	3743229	Direct
2021-03-11	Common Stock	F	54634	$132.10	Disposed	3688595	Direct

Footnotes

F1: These shares were earned pursuant to an award of performance shares granted on February 1, 2018 based on the Company's Common Dividends + Growth of Tangible Book Value per Share and Adjusted ROTCE against a peer group of companies over a three-year performance period. These shares represent the number of shares paid out based on actual performance plus the dividend shares accrued under the same grant.

F2: Includes shares acquired by the reporting person through the Company's Dividend Reinvestment Plan since the last reported transaction.

F3: These shares were automatically withheld by the Company to satisfy the reporting person's tax obligation associated with the settlement of the performance shares. This share withholding was authorized in the performance share award agreement.