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CAPITAL ONE FINANCIAL CORP

For the period ended Jun 30, 2025. Filed Jul 31, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Jul 31, 2025

COF$195.84-1.4%Stored close · as of Nov 10, 2026

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Contents

Preferred Stock Dividends Paid Per Share

Dividend Policy and Stock Purchases

In the first six months of 2025, we declared and paid common stock dividends of $624 million, or $1.20 per share, and preferred stock dividends of $122 million.

The following table summarizes the dividends paid per share on our various preferred stock series in the first six months of 2025.

Table 15: Preferred Stock Dividends Paid Per Share(1)

Series · Description · Issuance Date · Per Annum Dividend Rate · Dividend Frequency · 2025
Q2Q1
Series I5.000% Non-CumulativeSeptember 11,20195.000%Quarterly$12.50$12.50
Series J4.800% Non-CumulativeJanuary 31, 20204.800Quarterly12.0012.00
Series K4.625%Non-CumulativeSeptember 17,20204.625Quarterly11.5611.56
Series L4.375%Non-CumulativeMay 4,20214.375Quarterly10.9410.94
Series M3.950% Fixed Rate ResetNon-CumulativeJune 10,20213.950% through 8/31/2026; resets 9/1/2026 and every subsequent 5 year anniversary at 5-Year Treasury Rate +3.157%Quarterly9.889.88
Series N4.250%Non-CumulativeJuly 29,20214.250%Quarterly10.6310.63
Series OFixed-to-Floating Rate Non-CumulativeMay 18, 20255.500% through 10/29/2027; resets 10/30/2027 and every quarter thereafter at three-month term SOFR + 3.338%Semi-Annually through 10/30/2027; Quarterly thereafter—N/A
Series P(2)6.125% Fixed-Rate ResetNon-CumulativeMay 18, 20256.125% through 9/22/2025; resets 9/23/2025 and every subsequent 5 year anniversary at 5-Year Treasury Rate +5.783%Semi-Annually1,650.35N/A

(1)For Series I, J, K, L, M, and N, the liquidation preference for each share of non-cumulative perpetual preferred stock is $1,000 per share of preferred stock. For Series O and P, the liquidation preference for each share of non-cumulative perpetual preferred stock is $100,000 per share of preferred stock. For Series I, J, K, L, and N, ownership is held in the form of depositary shares, each representing a 1/40th interest in a share of non-cumulative perpetual preferred stock. For Series O and P, ownership is held in the form of depositary shares, each representing a 1/100th interest in a share of non-cumulative perpetual preferred stock.

(2)Represents the amount equal to the proportionate share of the dividends on Series P shares that would have been accrued but not declared and paid by the redemption date.

The declaration and payment of dividends to our stockholders, as well as the amount thereof, are subject to the discretion of our Board of Directors and depend upon our results of operations, financial condition, capital levels, cash requirements, future prospects, regulatory requirements and other factors deemed relevant by the Board of Directors. For additional information related to capital distributions, see “Capital Management—Capital Planning and Regulatory Stress Testing” in this Report.

As a BHC, our ability to pay dividends is largely dependent upon the receipt of dividends or other payments from our subsidiaries. The Bank is subject to regulatory restrictions that limit its ability to transfer funds to our BHC. As of June 30, 2025, funds available for dividend payments from the Bank were $2.1 billion. There can be no assurance that we will declare and pay any dividends to stockholders.

We repurchased $150 million of shares of our common stock during the second quarter of 2025 and $300 million of shares of our common stock during the first six months of 2025. The timing and exact amount of any future common stock repurchases

39Capital One Financial Corporation (COF)

will depend on various factors, including regulatory approval, market conditions, opportunities for growth, our capital position and the amount of retained earnings. The Board authorized stock repurchase program does not include specific price targets, may be executed through open market purchases, tender offers, or privately negotiated transactions, including utilizing Rule 10b5-1 programs, does not have a set expiration date and may be suspended at any time. For additional information on dividends and stock repurchases, see “Capital Management—Capital Planning and Regulatory Stress Testing” and “Part II—Item 2. Unregistered Sales of Equity Securities and Use of Proceeds” in this Report, and “Part I—Item 1. Business—Supervision and Regulation—Prudential Regulation of Banking” and “Part I—Item 1. Business—Supervision and Regulation—Funding and Dividends from Subsidiaries” in our 2024 Form 10-K.

40Capital One Financial Corporation (COF)
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