CAPITAL ONE FINANCIAL CORP·4

Feb 18, 5:07 PM ET

Raghu Ravi 4

4 · CAPITAL ONE FINANCIAL CORP · Filed Feb 18, 2026

Research Summary

AI-generated summary of this filing

Updated

Capital One (COF) Raghu Ravi Withholds 1,657 Shares for Taxes

What Happened
Raghu Ravi, President, Software, International & Small Business at Capital One (COF), had 1,657 shares disposed by the issuer to satisfy tax withholding obligations tied to vested restricted stock units (RSUs). The withholding occurred on 2026-02-15 in three tranches: 546 shares, 551 shares, and 560 shares, each at $207.37 per share, totaling $113,224, $114,261 and $116,127 respectively (aggregate $343,612). These are routine tax-withholding dispositions (transaction code F), not open-market sales.

Key Details

  • Transaction date: 2026-02-15; Filing date (Form 4): 2026-02-18 (filed within the two-business-day rule).
  • Prices and amounts: 546 @ $207.37 = $113,224; 551 @ $207.37 = $114,261; 560 @ $207.37 = $116,127. Total = 1,657 shares, $343,612.
  • Shares owned following reported transaction: not disclosed in this filing.
  • Footnotes: F1 = withholding for RSUs granted 2023-01-26; F2 = withholding for RSUs granted 2024-02-01; F3 = withholding for RSUs granted 2025-02-04. These indicate automatic issuer withholding authorized in the award agreements.
  • Transaction code: F (tax withholding).

Context
This was an issuer-withheld disposition to cover tax liabilities upon RSU vesting (a common, administrative action often described as a cashless sell-to-cover). Such withholdings are routine and do not necessarily indicate the insider's market sentiment. For retail investors, purchases or open-market buys tend to be more informative about insider conviction than tax-related withholdings.

Insider Transaction Report

Form 4
Period: 2026-02-15
Raghu Ravi
Pres, Software, Intl & Sm Bus
Transactions
  • Tax Payment

    Common Stock

    [F1]
    2026-02-15$207.37/sh546$113,22434,234 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-15$207.37/sh551$114,26133,683 total
  • Tax Payment

    Common Stock

    [F3]
    2026-02-15$207.37/sh560$116,12733,123 total
Footnotes (3)
  • [F1]Represents the automatic withholding by the issuer to satisfy the reporting person's tax obligation associated with the vesting of restricted stock units granted on January 26, 2023. This is authorized in the applicable restricted stock award agreement.
  • [F2]Represents the automatic withholding by the issuer to satisfy the reporting person's tax obligation associated with the vesting of restricted stock units granted on February 1, 2024. This is authorized in the applicable restricted stock award agreement.
  • [F3]Represents the automatic withholding by the issuer to satisfy the reporting person's tax obligation associated with the vesting of restricted stock units granted on February 4, 2025. This is authorized in the applicable restricted stock award agreement.
Signature
/s/ Blaise F. Brennan (POA on file)|2026-02-18

Documents

1 file
  • 4
    wk-form4_1771452441.xmlPrimary

    FORM 4