COFCAPITAL ONE FINANCIAL CORP
8-K5.079.01

May 8, 2026

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COF 8-K: Smart Summary

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Capital One Financial Corporation held its 2026 Annual Stockholder Meeting on May 8, 2026, with 556,421,571 of 619,050,950 shares present for quorum. Stockholders voted on four matters: election of 13 directors, advisory approval of 2025 named executive officer compensation, ratification of Ernst & Young LLP as independent auditor, and one shareholder proposal.

Item 5.07: Submission of Matters to a Vote of Security Holders

Director Elections

  • Richard D. Fairbank — 477,267,709 for / 19,631,294 against (96.04%)
  • Ime Archibong — 490,969,545 for / 5,899,492 against (98.81%)
  • Christine Detrick — 495,300,811 for / 1,570,961 against (99.68%)
  • Suni P. Harford — 495,354,745 for / 1,516,273 against (99.69%)
  • Peter Thomas Killalea — 480,198,311 for / 16,664,848 against (96.65%)
  • Cornelis Petrus Adrianus Joseph ("Eli") Leenaars — 490,914,584 for / 5,939,528 against (98.81%)
  • François Locoh-Donou — 472,229,298 for / 24,326,557 against (95.10%)
  • Peter E. Raskind — 472,349,759 for / 24,433,499 against (95.08%)
  • Eileen Serra — 491,136,171 for / 5,747,035 against (98.84%)
  • Mayo A. Shattuck III — 480,917,445 for / 15,944,240 against (96.79%)
  • J. Michael Shepherd — 495,986,557 for / 882,974 against (99.82%)
  • Craig Anthony Williams — 489,505,644 for / 7,069,747 against (98.57%)
  • Jennifer L. Wong — 471,474,739 for / 25,407,809 against (94.89%)

Management Proposals

  • Advisory Approval of the Company's 2025 Named Executive Officer Compensation — 414,536,574 for / 81,945,395 against / 766,940 abstain (83.47%) — passed
  • Ratification of Selection of Ernst & Young LLP as Independent Registered Public Accounting Firm of the Company for 2026 — 526,384,238 for / 29,566,436 against / 470,897 abstain (94.65%) — passed

Shareholder Proposals

  • Shareholder proposal to require a shareholder vote on golden parachute arrangements — 30,601,072 for / 465,307,082 against / 1,340,755 abstain (6.17%) — failed
§ MORE SUMMARIES

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