Zamsky Michael 4
4 · CAPITAL ONE FINANCIAL CORP · Filed Feb 18, 2026
Research Summary
AI-generated summary of this filing
Capital One (COF) Chief Credit Officer Withholds 2,449 Shares for Taxes
What Happened
- Michael Zamsky, Capital One's Chief Credit & Financial Risk Officer, had 2,449 shares withheld by the issuer to satisfy tax withholding on vested restricted stock units (RSUs). The withholding occurred on 2026-02-15 at $207.37 per share, totaling about $507,850. These were not open-market sales but issuer-withheld shares to cover tax obligations.
Key Details
- Transaction date(s) and prices:
- 818 shares withheld @ $207.37 = $169,629 (related to RSUs granted Jan 26, 2023) [F1]
- 862 shares withheld @ $207.37 = $178,753 (related to RSUs granted Feb 1, 2024) [F2]
- 769 shares withheld @ $207.37 = $159,468 (related to RSUs granted Feb 4, 2025) [F3]
- Total withheld: 2,449 shares; total value ≈ $507,850.
- Shares owned after transaction: Not reported in the provided excerpt of the filing.
- Notable footnotes: All three transactions are issuer-authorized automatic withholdings to satisfy tax obligations on vested RSUs (see F1–F3).
- Filing timeliness: Report filed on 2026-02-18 for transactions dated 2026-02-15. Depending on business-day counting, this may be later than the typical two-business-day Form 4 deadline.
Context
- This was a routine tax-withholding disposition tied to RSU vesting, not an open-market sale or a purchase. Such withholdings are common and do not necessarily indicate an insider view on the company's stock price.
- For retail investors, purchases and open-market sales may be more informative about insider sentiment; issuer tax withholdings are generally administrative.
Insider Transaction Report
Form 4
Zamsky Michael
Chief Credit & Fin'l Risk Off.
Transactions
- Tax Payment
Common Stock
[F1]2026-02-15$207.37/sh−818$169,629→ 31,777 total - Tax Payment
Common Stock
[F2]2026-02-15$207.37/sh−862$178,753→ 30,915 total - Tax Payment
Common Stock
[F3]2026-02-15$207.37/sh−769$159,468→ 30,146 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