8-KOther EventsExhibits & Filings

CAPITAL ONE FINANCIAL CORP 8-K Report, Corporate Update (Feb 2, 2026)

Filed February 2, 2026For Securities:COFCOF-PLCOF-PICOF-PKCOF-PNCOF-PJ

Summary

Capital One Financial Corporation (COF) has announced the successful closing of a public offering of senior notes totaling $3 billion. This offering comprises two tranches: $1.5 billion in 4.722% Fixed-to-Floating Rate Senior Notes due 2032 and $1.5 billion in 5.399% Fixed-to-Floating Rate Senior Notes due 2037. The issuance was conducted under an underwriting agreement with a syndicate of major financial institutions, including Barclays Capital Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, Wells Fargo Securities, LLC, and Capital One Securities, Inc. This debt issuance represents a strategic move to bolster Capital One's capital structure and potentially fund ongoing operations or future growth initiatives. The fixed-to-floating rate feature provides flexibility, allowing the company to adjust interest payments based on market conditions after an initial fixed-rate period. Investors can view this as a sign of the company's continued access to capital markets and its proactive approach to managing its balance sheet.

Key Highlights

  • 1Capital One successfully closed a $3 billion public offering of senior notes.
  • 2The offering consists of $1.5 billion in 4.722% Fixed-to-Floating Rate Senior Notes due 2032.
  • 3The offering also includes $1.5 billion in 5.399% Fixed-to-Floating Rate Senior Notes due 2037.
  • 4The notes are structured as fixed-to-floating rate debt, offering flexibility in interest payments.
  • 5The issuance was managed by a syndicate of prominent underwriters, including Barclays, J.P. Morgan, Morgan Stanley, and Wells Fargo.
  • 6The notes were registered under a Form S-3 shelf registration statement.
  • 7The transaction was executed under an underwriting agreement dated January 29, 2026.

Frequently Asked Questions