CAPITAL ONE FINANCIAL CORPORATION (NYSE:COF) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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CAPITAL ONE FINANCIAL CORPORATION (NYSE:COF) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

CAPITAL ONE FINANCIAL CORPORATION (NYSE:COF) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On February 1, 2019, the Board of Directors (the “Board”) of Capital One Financial Corporation (the “Company”) appointed FrancoisLocoh-Donou to serve as a director, effective March 1, 2019. The size of the Board was increased to thirteen in connection with the appointment. Mr. Locoh-Donou has not been appointed to serve on any Board committee at this time and will stand for election by the Company’s stockholders at the Annual Meeting of Stockholders in May 2019.

Mr. Locoh-Donou was not selected as a director to any arrangement or understanding between him and any other person and there are no related party transactions between the Company and Mr. Locoh-Donou. He will receive compensation for his services on the Board in accordance with the standard compensatory arrangement described in the Company’s proxy statement filed on March 20, 2018 for non-employee directors, pro-rated for service until the Annual Meeting of Stockholders in May 2019.

(b) On January 28, 2019, Lewis Hay, III informed the Company that he will not stand for re-election to the Company’s Board when his current term expires at the Company’s Annual Meeting of Stockholders in May 2019. Mr. Hay will continue to serve as an independent member of the Board and on his current Board committees until the Annual Meeting of Stockholders in May 2019. Mr. Hay’s decision was not a result of any disagreement with the Company.

A copy of the Company’s press release announcing the appointment of Mr. Locoh-Donou to the Board and Mr. Hay’s decision to not stand for re-election is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

Item 5.02

Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Description

Press Release, dated February 1, 2019

CAPITAL ONE FINANCIAL CORP Exhibit
EX-99.1 2 exhibit991-pressreleasex21.htm EXHIBIT 99.1 Exhibit Exhibit 99.1 Media ReleaseContact: Derek [email protected] Release: February 1,…
To view the full exhibit click here

About CAPITAL ONE FINANCIAL CORPORATION (NYSE:COF)

Capital One Financial Corporation is a financial services holding company. The Company offers a range of financial products and services to consumers, small businesses and commercial clients through branches, the Internet and other distribution channels. The Company’s segments include Credit Card, which consists of its domestic consumer and small business card lending, and the international card lending businesses in Canada and the United Kingdom; Consumer Banking, which consists of its branch-based lending and deposit gathering activities for consumers and small businesses, national deposit gathering, national auto lending and consumer home loan lending and servicing activities; Commercial Banking, which consists of its lending, deposit gathering and treasury management services to commercial real estate, and commercial and industrial customers, and Other, which includes management of its corporate investment portfolio and asset/liability management.