0001225208-16-025842.txt : 20160208
0001225208-16-025842.hdr.sgml : 20160208
20160208211207
ACCESSION NUMBER: 0001225208-16-025842
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20160204
FILED AS OF DATE: 20160208
DATE AS OF CHANGE: 20160208
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CAPITAL ONE FINANCIAL CORP
CENTRAL INDEX KEY: 0000927628
STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021]
IRS NUMBER: 541719854
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1680 CAPITAL ONE DRIVE
STREET 2: SUITE 1400
CITY: MCLEAN
STATE: VA
ZIP: 22102
BUSINESS PHONE: 7037201000
MAIL ADDRESS:
STREET 1: 1680 CAPITAL ONE DRIVE
STREET 2: SUITE 1400
CITY: MCLEAN
STATE: VA
ZIP: 22102
FORMER COMPANY:
FORMER CONFORMED NAME: OAKSTONE FINANCIAL CORP
DATE OF NAME CHANGE: 19940728
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Berson Jory A
CENTRAL INDEX KEY: 0001365632
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13300
FILM NUMBER: 161397084
MAIL ADDRESS:
STREET 1: 15000 CAPITAL ONE DRIVE
CITY: RICHMOND
STATE: VA
ZIP: 23238
4
1
doc4.xml
X0306
4
2016-02-04
0000927628
CAPITAL ONE FINANCIAL CORP
COF
0001365632
Berson Jory A
1680 CAPITAL ONE DRIVE
MCLEAN
VA
22102
1
Chief Human Resources Officer
Common Stock
2016-02-04
4
A
0
16162.0000
0.0000
A
101285.0000
D
Common Stock
6586.0000
I
By 401(k)
2016 Restricted Stock Units
0.0000
2016-02-04
4
A
0
9360.0000
0.0000
A
Common Stock
9360.0000
9360.0000
D
Restricted Stock Units
0.0000
2016-02-04
4
A
0
9698.0000
0.0000
A
2017-02-15
2017-02-15
Common Stock
9698.0000
9698.0000
D
Stock Options
63.7300
2016-02-04
4
A
0
27983.0000
0.0000
A
2026-02-03
Common Stock
27983.0000
27983.0000
D
This 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.
Includes shares acquired by the reporting person through the Company's Associate Stock Purchase Plan since the last reported transaction.
Represents the reporting person's equivalent share ownership in the Company's 401(k) Plan, a unitized plan, as of the latest transaction.
Each 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.
This award is reported net of 338 units automatically withheld by the Company to satisfy the reporting person's tax obligations.
These restricted stock units will vest in 1/3 increments beginnings on February 15, 2017 and annually thereafter.
Each 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.
This option becomes exercisable in 1/3 increments beginning on February 15, 2017 and annually thereafter.
poaberson.txt
Cleo Belmonte (POA on file)
2016-02-08
EX-24
2
poaberson.txt
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints John G. Finneran, Jr., Shahin
Rezai and Cleo Belmonte, each of them, as the true and lawful attorneys-in-fact
(with full power of substitution and revocation in each) to:
(1) execute, for and on behalf of the undersigned, any and all
statements and reports required or permitted to be filed by the undersigned, in
any and all capacities, under Section 16(a) of the Securities Exchange Act of
1934, as amended, and the rules promulgated thereunder (the "Act") with respect
to the beneficial ownership of the securities of Capital One Financial
Corporation (the "Company"), including without limitation Forms 3, 4, 5, and
Form 144 required to be filed by the undersigned under Rule 144 of the
Securities Act of 1933, as amended;
(2) do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute any such
statements and reports and file such statements and reports, with all
amendments, supplements and exhibits thereto, with the Securities and Exchange
Commission, the New York Stock Exchange and/or any other stock exchange or any
similar authority and to deliver copies thereof to the Company;
(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit
to, in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in his
or her discretion; and
(4) request and receive from any broker (i) periodic reports detailing
the undersigned's retail holdings of the Company's securities held in his or her
account(s) and (ii) confirmations of acquisitions or dispositions of the
Company's securities, or other derivative instruments based on any of the
Company's equity, effected by such broker in or through his or her account(s),
with no obligation to receive further approval from the undersigned for such
request(s).
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever required,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully as the undersigned could do if personally present, with
full power of substitution or revocation, and hereby ratifies and confirms all
that such attorneys-in-fact shall lawfully do or cause to be done by virtue of
this Power of Attorney. The undersigned acknowledges that the foregoing
attorneys-in-fact, acting in such capacity at the request of the undersigned,
are not assuming, nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Act.
This Power of Attorney revokes all prior Powers of Attorney submitted to the
Company with respect to the matters expressed herein, and shall remain in full
force and effect until the undersigned is no longer required to file statements
or reports under Section 16(a) of the Act with respect to holdings of and
transactions in securities issued by the Company, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 7 day of January 2016.
/s/ Jory A. Berson
Name: Jory A. Berson
ACKNOWLEDGEMENT FOR POWER OF ATTORNEY
STATE OF Virginia )
) ss.
CITY/COUNTY OF Goochland )
The foregoing instrument was acknowledged before me this 7th day of January,
2016 by Jory A. Berson.
/s/ Miriam Adams Camp
Notary Public
(SEAL)
My commission expires August 31, 2018.
Exhibit 24.1