Additional Proxy Soliciting Materials (definitive) (defa14a)
March 24 2021 - 4:52PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy
Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. )
Filed by the Registrant [X]
Filed by a party other than the Registrant [ ]
Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
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Definitive Proxy Statement
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[X]
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Definitive Additional Materials
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Soliciting Material Under §240.14a-12
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Capital One Financial Corporation
(Name of
Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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(4)
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Proposed maximum aggregate value of transaction:
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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Your Vote Counts!
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CAPITAL ONE
FINANCIAL CORPORATION
2021 Annual Stockholder Meeting
Vote by May 5, 2021 11:59 PM ET. For shares held
in a Plan,
vote by May 3, 2021 11:59 PM ET.
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CAPITAL ONE
FINANCIAL CORPORATION
1680 CAPITAL ONE DR.
MCLEAN, VA 22102-3491
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D39373-P47186-Z78606
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You invested in CAPITAL ONE FINANCIAL CORPORATION and its time to vote!
You have the right to vote on proposals being presented at the Annual Stockholder Meeting. This is an
important notice regarding the availability of proxy material for the stockholder meeting to be held on May 6, 2021.
Get informed before you vote
View the Proxy Statement and Annual Report to Stockholders/10-K
online OR you can receive a free paper or email copy of the material(s) by requesting prior to April 22, 2021. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com,
(2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.
* Many stockholder meetings have attendance requirements. Please check the meeting materials for any special
requirements for meeting attendance.
V1
Vote at www.ProxyVote.com
THIS IS NOT A VOTABLE BALLOT
This is an overview of the proposals being presented at the
upcoming stockholder meeting. Please follow the instructions on
the reverse side to vote these important matters.
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Voting Items
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Board
Recommends
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1.
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Election of Directors
Nominees:
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1a.
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Richard D. Fairbank
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For
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1b.
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Ime Archibong
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For
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1c.
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Ann Fritz Hackett
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For
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1d.
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Peter Thomas Killalea
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For
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1e.
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Cornelis Eli Leenaars
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For
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1f.
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François Locoh-Donou
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For
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1g.
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Peter E. Raskind
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For
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1h.
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Eileen Serra
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For
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1i.
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Mayo A. Shattuck III
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For
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1j.
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Bradford H. Warner
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For
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1k.
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Catherine G. West
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For
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1l.
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Craig Anthony Williams
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For
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2.
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Ratification of the selection of Ernst & Young LLP as independent registered public accounting firm of Capital One for 2021.
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For
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3.
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Advisory approval of Capital Ones 2020 Named Executive Officer compensation.
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For
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4.
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Approval and adoption of the Capital One Financial Corporation Sixth Amended and Restated 2004 Stock Incentive Plan.
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For
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NOTE: Such other
business as may properly come before the meeting or any adjournment thereof.
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Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click Sign up for
E-delivery.
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D39374-P47186-Z78606
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Frequently Asked Questions
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Why am I receiving this Notice of Internet Availability?
Pursuant to the SEC Notice and Access proxy rules, companies are permitted to send the enclosed Notice instead of a
full printed set of proxy materials. The Notice gives you instructions on how to view your companys proxy materials and vote online, or how to receive a full set of printed materials by mail.
There are several advantages to your company sending a Notice instead of a full set of materials, including lowering your companys costs
and reducing the environmental impact from printing and mailing full sets of proxy materials.
How do I view the
proxy materials online?
Go to www.proxyvote.com and follow the instructions. You will need to enter the number printed
on the enclosed Notice in the box marked by the arrow
.
What if I prefer to receive a paper copy of the proxy materials?
You can easily request a paper copy which will be mailed to you at no cost. Instructions on how to order a paper copy can be found in the
Before You Vote section of the Notice.
Can I request to receive my proxy materials for future
meetings by e-mail rather than receive a Notice?
Yes. The instructions on how to change
your preferences so you receive proxy materials for future meetings by e-mail are online at www.proxyvote.com.
How can I vote my shares?
You can vote your shares online, by phone or by mail. The How to Vote section of the Notice provides detailed information on each
of these options.
For more information about the SEC Notice and Access proxy rules please visit:
www.sec.gov/spotlight/proxymatters/e-proxy.shtml.
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