CAPITAL ONE FINANCIAL CORP

Basel III Finalization Proposals

In March 2026, the Federal Banking Agencies released two notices of proposed rulemakings (collectively, the “Basel III Finalization Proposals”) to revise the Basel III Capital Rules applicable to certain U.S. banking organizations, including the Company and the Bank. The Basel III Finalization Proposals replace a July 2023 proposal to amend the U.S. capital rules, which was rescinded.

The first proposal (the “Standardized Approach Proposal”) would revise the existing standardized approach by enhancing the sensitivity of the standardized risk weights for certain traditional banking activities and recalibrating the standardized risk weights for certain exposures (the “Modified Standardized Approach”). The second proposal (the “Expanded Risk-Based Approach Proposal”) introduces a new framework for calculating risk-weighted assets (the “Expanded Risk-Based Approach”). The Expanded Risk-Based Approach is mandatory for Category I and II banking organizations although any other banking organization could elect to use it. Compared to the Modified Standardized Approach, the Expanded Risk-Based Approach would reflect more granular risk weights for credit exposures and a separate risk-weighted asset for operational risk. In addition, the Expanded Risk-Based Approach Proposal would introduce a new approach for calculating market risk based on both internal models and standardized methodologies that would apply only to Category I and II banking organizations and any banking organizations with aggregate trading assets and trading liabilities of at least (i) $5 billion based on a four-quarter average or (ii) 10% of total assets.

As Category III banking organizations, the Company and the Bank would have the option to calculate their risk-based capital ratios using either the Modified Standardized Approach or the Expanded Risk-Based Approach.

The proposals would also make certain changes to the calculation of regulatory capital. In particular, Category III and IV banking organizations would be required to recognize most elements of AOCI in their regulatory capital, subject to a five-year transition period, regardless of whether they elect to apply the Modified Standardized Approach or the Expanded Risk-Based Approach. In addition, the Standardized Approach Proposal would retain the existing deduction threshold for Category III and IV banking organizations to deduct certain assets, such as certain deferred tax assets, from CET1 capital. However, if such an organization elects to adopt the Expanded Risk-Based Approach, it would instead be subject to the lower, more restrictive deduction thresholds currently applicable only to Category I and II banking organizations. The capital buffer requirements currently applicable to the Company and the Bank would not change under the Basel III Finalization Proposals.

The Basel III Finalization Proposals do not include a proposed effective date. We are in the process of evaluating the Basel III Finalization Proposals and their potential impact on Capital One, if adopted as proposed.

Resolution and Recovery Planning

On March 31, 2026, the OCC issued a final rule rescinding its enforceable recovery planning guidelines. These guidelines required banks with assets of $100 billion or more, including the Bank, to develop recovery plans detailing the actions they would take to remain a going concern when they experience considerable financial or non-financial risks but have not deteriorated to the point that resolution is imminent. The rescission was effective May 1, 2026.

We provide additional information on our Supervision and Regulation in our 2025 Form 10-K under “Part I—Item 1. Business—Supervision and Regulation.”