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CAPITAL ONE FINANCIAL CORP 8-K Report, Bylaw Amendment (Sep 1, 2026)

Reports
Corporate Changes·Exhibits & Filings
Filing Date
Filed September 1, 2026
Period End
September 1, 2026
In the record · 2016–202610-K1110-Q328-K410

COF filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 410 current reports (8-K) between 2016 and 2026.

  1. Leadership change8-K · Feb ’22Feb ’22
  2. Leadership change8-K · Nov ’25Nov ’25

Summary

Summary of the 8-K filed September 1, 2026. Cited figures are marked; the original filing is the authoritative source.

Capital One Financial Corporation (COF) has filed a Certificate of Elimination with the State of Delaware on September 1, 2026, effectively removing all provisions related to its Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, Series M (Series M Preferred Stock) from its Restated Certificate of Incorporation.

This action is a direct result of the redemption of all outstanding shares of the Series M Preferred Stock on the same date, as stipulated by the terms of its original Certificate of Designations. This move simplifies the company's capital structure by eliminating a specific class of preferred stock.

Key Highlights

  1. Elimination of Series M Preferred Stock provisions from Capital One's Certificate of Incorporation.
  2. All outstanding shares of Series M Preferred Stock were redeemed on September 1, 2026.
  3. The redemption and elimination align with the terms outlined in the Certificate of Designations for the Series M Preferred Stock.
  4. This action simplifies the company's capital structure by removing a specific class of preferred equity.
  5. The filing is a standard procedural step following the redemption of preferred stock.

Frequently Asked Questions

  1. What is the primary impact of this filing for investors?

    For investors, the primary impact is a simplification of Capital One's capital structure. The Series M Preferred Stock is no longer a component of the company's outstanding securities, and its associated rights and terms are removed from the corporate charter.

  2. Does this filing affect common shareholders?

    This filing is unlikely to have a direct, immediate impact on common shareholders. It primarily relates to the elimination of a specific class of preferred stock that has already been redeemed. The removal of this class could potentially lead to a slightly cleaner capital structure which is generally viewed positively.

  3. What was the Series M Preferred Stock?

    The Series M Preferred Stock was a class of Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock. Its specific terms and rights were detailed in a Certificate of Designations dated June 9, 2021. All shares of this series have now been redeemed by Capital One.

  4. What does a 'Certificate of Elimination' mean in this context?

    A Certificate of Elimination, in this context, is a legal document filed with the state of Delaware to formally remove provisions pertaining to the Series M Preferred Stock from Capital One's Restated Certificate of Incorporation, now that all shares of that series have been redeemed.