UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
___________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
March 1, 2018
Date of Report (Date of earliest event reported)
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CAPITAL ONE FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware | 1-13300 | 54-1719854 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
1680 Capital One Drive, McLean, Virginia | 22102 |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (703) 720-1000
(Former name or former address, if changed since last report)
(Not applicable)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) On March 1, 2018, the Board of Directors (the “Board”) of Capital One Financial Corporation (the “Company”) appointed Aparna Chennapragada to serve as a director, effective immediately. The size of the Board was increased to eleven in connection with the appointment. Ms. Chennapragada has not been appointed to serve on any Board committee at this time and she will stand for election by the Company’s stockholders at the Annual Meeting of Stockholders in May 2018. Ms. Chennapragada was not selected as a director pursuant to any arrangement or understanding between her and any other person and there are no related party transactions between the Company and Ms. Chennapragada. She will receive compensation for her services on the Board in accordance with the standard compensatory arrangement described in the Company’s proxy statement filed on March 21, 2017 for non-employee directors, pro-rated for service until the Annual Meeting of Stockholders in May 2018. A copy of the Company’s press release announcing the appointment of Ms. Chennapragada to the Board is attached to this report as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit | Description | |
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
CAPITAL ONE FINANCIAL CORPORATION | ||||
Date: | March 1, 2018 | By: | /s/ | Matthew W. Cooper |
Matthew W. Cooper | ||||
General Counsel | ||||
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EXHIBIT INDEX
Exhibit | Description | |
3
Exhibit 99.1
 | Media Release Contacts Sie Soheili Sie.Soheili@capitalone.com Tatiana Stead Tatiana.Stead@capitalone.com |
Aparna Chennapragada to Join the Capital One Board of Directors
McLean, Va. (March 1, 2018) - Capital One Financial Corporation (NYSE: COF) today announced that Google executive Aparna Chennapragada has been appointed to the company's Board of Directors. Ms. Chennapragada will stand for election by Capital One shareholders in May 2018.
“Aparna has extensive product development experience in the digital world, using artificial intelligence and machine learning," said Richard D. Fairbank, Founder, Chairman and Chief Executive Officer of Capital One. “As Capital One continues to focus on creating intelligent, realtime experiences for our customers, Aparna brings a deep understanding of the intersection of technology, information, artificial intelligence, and customer experience. Aparna embodies all of the qualities we look for in a board member. She’s an amazing problem-solver, has a strong strategic orientation, embraces an open culture, has a reverence for great talent, and is missiondriven. Her experience at one of the world’s most innovative companies will help us continue to accelerate Capital One’s technology and digital transformation.”
A computer scientist trained at IIT and MIT, Ms. Chennapragada has more than 15 years of experience in leading teams, driving strategy, and developing successful flagship products. She has spent nearly a decade as a leader and innovator at Google, including serving as Technical Assistant to CEO Sundar Pichai helping shape and drive company-wide initiatives. Ms. Chennapragada also led product development on some of Google’s key products, including YouTube, Google Search, Google Now, and Google Lens.
Ms. Chennapragada is a respected expert and frequent public speaker on artificial intelligence, machine learning, and mobile strategy. She has shared her experiences, insights, and perspectives on technology’s transformational value and promise for consumers.
About Capital One
Capital One Financial Corporation (www.capitalone.com) is a financial holding company whose subsidiaries, which include Capital One, N.A., and Capital One Bank (USA), N.A., had $243.7 billion in deposits and $365.7 billion in total assets as of December 31, 2017. Headquartered in McLean, Virginia, Capital One offers a broad spectrum of financial products and services to consumers, small businesses and commercial clients through a variety of channels. Capital One, N.A. has branches located primarily in New York, Louisiana, Texas, Maryland, Virginia, New Jersey and the District of Columbia. A Fortune 500 company, Capital One trades on the New York Stock Exchange under the symbol “COF” and is included in the S&P 100 index.
Visit the Capital One newsroom for more Capital One news.
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