Summary
This Form 8-K filing by Capital One Financial Corporation (COF) on April 30, 2010, primarily reports on events from their 2010 Annual Meeting of Stockholders and a director's resignation. Key outcomes from the shareholder meeting include the election of three new directors, ratification of Ernst & Young LLP as the independent auditor, and advisory approval of executive compensation. Notably, a shareholder proposal to declassify the board was approved, while a proposal for senior executive stock retention requirements was defeated. The filing also announces the resignation of long-serving Board member Stanley Westreich, effective May 10, 2010. Mr. Westreich's departure comes after the Board had previously waived retirement age policies to retain his expertise, particularly in light of economic conditions and the recent acquisition of Chevy Chase Bank. His decision to step down is attributed to fulfilling Board expectations and pursuing other interests.
Key Highlights
- 1Stanley Westreich resigned from the Board of Directors, effective May 10, 2010, after waiving retirement age to continue serving.
- 2W. Ronald Dietz, Lewis Hay, III, and Mayo Shattuck III were elected to the Board of Directors.
- 3Ernst & Young LLP was ratified as the independent registered public accounting firm for 2010.
- 4Shareholders approved the advisory vote on named executive officer compensation.
- 5A shareholder proposal regarding senior executive stock retention requirements was defeated.
- 6A shareholder proposal to declassify the Board of Directors was approved.
- 7The 2010 Annual Meeting of Stockholders was held on April 29, 2010.