DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934 (Amendment No.    )

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Soliciting Material Under §240.14a-12

Capital One Financial Corporation

 

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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to Be Held on May 02, 2019

 

                 
          Meeting Information      
   CAPITAL ONE FINANCIAL CORPORATION       

 

Meeting Type: Annual Meeting

     
         

 

For holders as of:  March 05, 2019

     
         

 

Date: May 02, 2019            Time: 10:00 AM EDT

     
         

 

Location:    Capital One’s Campus

     
                              1600 Capital One Drive      
                              McLean, VA 22102      
                                    
             
       

LOGO

 

CAPITAL ONE FINANCIAL CORPORATION

1680 CAPITAL ONE DR.

MCLEAN, VA 22102-3491

   

 

You are receiving this communication because you hold shares in the above named company.

 

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).

 

We encourage you to access and review all of the important information contained in the proxy materials before voting.

 

 
      

See the reverse side of this notice to obtain proxy materials and voting instructions.

 

 

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— Before You Vote —

How to Access the Proxy Materials

 

       

 

Proxy Materials Available to VIEW or RECEIVE:

   
      1. Proxy Statement            2. Annual Report to Stockholders/10-K    
   
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      Have the information that is printed in the box marked by the arrow LOGO (located on the following page) and visit: www.proxyvote.com.    
   
      How to Request and Receive a PAPER or E-MAIL Copy:       
   
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      Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 18, 2019 to facilitate timely delivery.    
             
       

— How To Vote —

Please Choose One of the Following Voting Methods

 

           
    

 

Vote In Person: Many stockholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.

 

Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow LOGO available and follow the instructions.

 

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

 

    
       

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  Voting items  

The Board of Directors recommends you vote FOR each of the following nominees:

 

1.

Election of Directors

Nominees

 

1A

Richard D. Fairbank

 

1B

Aparna Chennapragada

 

1C

Ann Fritz Hackett

 

1D

Peter Thomas Killalea

 

1E

Cornelis “Eli” Leenaars

 

1F

Pierre E. Leroy

 

1G

Francois Locoh-Donou

 

1H

Peter E. Raskind

 

1I

Mayo A. Shattuck III

 

1J

Bradford H. Warner

 

1K

Catherine G. West

 

 

The Board of Directors recommends you vote FOR management proposals 2, 3 and 4.

 

2.

Ratification of the selection of Ernst & Young LLP as independent registered public accounting firm of Capital One for 2019.

 

3.

Advisory approval of Capital One’s 2018 Named Executive Officer compensation.

 

4.

Approval and adoption of the Capital One Financial Corporation Fifth Amended and Restated 2004 Stock Incentive Plan.

The Board of Directors recommends you vote AGAINST the following proposal:

 

5.

Stockholder proposal requesting stockholders’ right to act by written consent, if properly presented at the meeting.

NOTE: To transact such other business as may properly come before the meeting or any adjournment or postponement thereof.

 

 

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