Capital One Discloses Preferred Stock, Senior Notes in 8-K

Ticker: COF-PN · Form: 8-K · Filed: Feb 5, 2024 · CIK: 927628

Capital One Financial Corp 8-K Filing Summary
FieldDetail
CompanyCapital One Financial Corp (COF-PN)
Form Type8-K
Filed DateFeb 5, 2024
Risk Levellow
Pages7
Reading Time8 min
Key Dollar Amounts$26.5 million, $16.8 million, $4.2 million, $12.6 million, $5.0 million
Sentimentneutral

Complexity: simple

Sentiment: neutral

Topics: debt, capital-structure, preferred-stock, regulation-fd

TL;DR

**Capital One just updated its capital structure details, including preferred stock and senior notes, in a new 8-K.**

AI Summary

Capital One Financial Corp. filed an 8-K on February 5, 2024, to disclose information regarding its various preferred stock series (Series I, J, K, L, N) and senior notes due in 2024 and 2029. This filing, under Regulation FD, ensures that all investors receive this information simultaneously. This matters to investors because it provides transparency on the company's capital structure and debt obligations, which can influence its financial stability and future earnings potential.

Why It Matters

This filing provides crucial transparency into Capital One's capital structure and debt, which directly impacts its financial health and risk profile for investors.

Risk Assessment

Risk Level: low — This 8-K is a routine disclosure of existing financial instruments and does not indicate new risks or significant changes.

Analyst Insight

A smart investor would review the details of the preferred stock and senior notes to understand their impact on Capital One's debt-to-equity ratio and overall financial leverage, especially considering the upcoming maturity of the 2024 Senior Notes.

Key Numbers

  • 2024-02-05 — Date of Report (The date the earliest event reported in the 8-K occurred.)
  • 001-13300 — Commission File Number (Unique identifier for Capital One's filings with the SEC.)
  • 54-1719854 — IRS Employer Identification No. (Tax identification number for Capital One.)
  • 2024 — Senior Notes Due (Maturity year for one series of Capital One's senior notes.)
  • 2029 — Senior Notes Due (Maturity year for another series of Capital One's senior notes.)

Key Players & Entities

  • CAPITAL ONE FINANCIAL CORP (company) — the registrant filing the 8-K
  • Delaware (company) — state of incorporation for Capital One
  • 001-13300 (dollar_amount) — Commission File Number
  • 54-1719854 (dollar_amount) — IRS Employer Identification No.
  • 1680 Capital One Drive, McLean, Virginia 22102 (company) — principal executive offices address
  • 703-720-1000 (dollar_amount) — registrant's telephone number

Forward-Looking Statements

  • Capital One will continue to maintain a diverse capital structure, utilizing both preferred stock and senior notes. (CAPITAL ONE FINANCIAL CORP) — high confidence, target: 2025-12-31
  • The Senior Notes due in 2024 will be either repaid or refinanced by Capital One. (CAPITAL ONE FINANCIAL CORP) — high confidence, target: 2024-12-31

FAQ

What is the purpose of Capital One Financial Corp.'s 8-K filing on February 5, 2024?

The 8-K filing by Capital One Financial Corp. on February 5, 2024, serves as a Regulation FD Disclosure and provides information regarding its various preferred stock series (Series I, J, K, L, N) and Senior Notes due in 2024 and 2029, ensuring fair disclosure of material nonpublic information.

What specific financial instruments are mentioned in this 8-K filing?

The filing specifically mentions us-gaap:CommonStockMember, cof:SeriesIPreferredStockMember, cof:SeriesJPreferredStockMember, cof:SeriesKPreferredStockMemberMember, cof:SeriesLPreferredStockMemberMember, cof:SeriesNPreferredStockMember, cof:SeniorNotesDue2024Member, and cof:SeniorNotesDue2029Member, indicating various classes of preferred stock and senior debt obligations.

What is Capital One's state of incorporation and its Commission File Number?

Capital One Financial Corp. is incorporated in Delaware, and its Commission File Number with the SEC is 001-13300.

When was the earliest event reported in this 8-K filing?

The date of the earliest event reported in this 8-K filing is February 5, 2024.

What is the business address and phone number of Capital One Financial Corp. as listed in the filing?

The business address of Capital One Financial Corp. is 1680 Capital One Drive, McLean, Virginia 22102, and its telephone number is (703) 720-1000.

Filing Stats: 1,951 words · 8 min read · ~7 pages · Grade level 13.1 · Accepted 2024-02-05 16:06:57

Key Financial Figures

  • $26.5 million — ncentive award to Mr. Fairbank totaling $26.5 million. The awards consist of: 1. Performanc
  • $16.8 million — with an approximate aggregate value of $16.8 million ("CEO Performance Shares"), under which
  • $4.2 million — 6 ("Performance Period"). Approximately $4.2 million of the CEO Performance Shares (the "TSR
  • $12.6 million — ny's peers over the Performance Period. $12.6 million of the CEO Performance Shares (the "Fin
  • $5.0 million — A deferred cash bonus in the amount of $5.0 million. The deferred cash bonus is mandatorily
  • $4.7 million — its ("RSUs") with a grant date value of $4.7 million. The RSUs will vest in full on February
  • $2.5 million — 18,580 RSUs with a grant date value of $2.5 million that will vest in full on February 15,
  • $5.2 million — Named Executive Officers ranges between $5.2 million and approximately $6.9 million and cons
  • $6.9 million — between $5.2 million and approximately $6.9 million and consists of: 1. Approximately 20%

Filing Documents

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits 2 Exhibit No. Description 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized. CAPITAL ONE FINANCIAL CORPORATION Date: February 5, 2024 By: /s/ Matthew W. Cooper Matthew W. Cooper General Counsel and Corporate Secretary 4

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