Item 5. Other Information
2K characters. Original on sec.gov ·
Item 5. Other Information
Rule 10b5-1 and Non-Rule 10b5-1 Trading Arrangements
During the three months ended March 31, 2025, certain of our directors and officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K as follows:
Robert M. Alexander, our Chief Information Officer, entered into a pre-arranged stock trading plan on February 14, 2025. Mr. Alexander’s plan provides for the associated sale of up to 10,114 shares of Capital One common stock in amounts and prices set forth in the plan and terminates on the earlier of the date all shares under the plan are sold and January 23, 2026.
Matthew W. Cooper, our General Counsel and Corporate Secretary, entered into a pre-arranged stock trading plan on January 23, 2025. Mr. Cooper’s plan provides for the associated sale of up to 10,000 shares of Capital One common stock in amounts and prices set forth in the plan and terminates on the earlier of the date all shares under the plan are sold and January 9, 2026.
Ann Fritz Hackett, our lead independent director, entered into a pre-arranged stock trading plan on January 23, 2025. Ms. Hackett’s plan provides for the associated sale of up to 1,658 shares of Capital One common stock in amounts and prices determined in accordance with a formula set forth in the plan and terminates on the earlier of the date all shares under the plan are sold and December 30, 2025.
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Ravi Raghu, our President, Capital One Software, International, and Small Business Products, entered into a pre-arranged stock trading plan on February 13, 2025. Mr. Raghu’s plan provides for the associated sale of up to 13,449.756 shares of Capital One common stock in amounts and prices set forth in the plan and terminates on the earlier of the date all shares under the plan are sold and May 15, 2026.
Each of the trading plans was entered into during an open insider trading window and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act and Capital One’s policies regarding transactions in its securities.
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