Capital One Financial Corporation Closes $1.75 Billion Public Offering of Subordinated Notes

On January 30, 2025, Capital One Financial Corporation completed a public offering of $1,750,000,000 aggregate principal amount of its 6.183% Fixed-to-Floating Rate Subordinated Notes due 2036. This closure was executed under an underwriting agreement dated January 28, 2025, with prominent underwriters like Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, Wells Fargo Securities, LLC, and Capital One Securities, Inc.

The Notes were issued in accordance with a Subordinated Indenture dated August 29, 2006, and a First Supplemental Indenture dated January 30, 2025, both between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee. These Notes have been registered under the Securities Act of 1933 by a registration statement on Form S-3 (File No. 333-277813).

While describing the transaction, it’s important to note that the information provided about the Underwriting Agreement, Notes, and other related documents in this release may not cover all details and is best understood in its complete context. Interested parties are encouraged to reference the full contents of these securities and documents provided as exhibits in the Current Report on Form 8-K.

In accordance with Item 9.01 of the filing, the company has listed several exhibits including the Underwriting Agreement, the Subordinated Indenture dated August 29, 2006, the First Supplemental Indenture dated January 30, 2025, and more.

Capital One Financial Corporation has duly authorized and signed this Current Report on Form 8-K on January 30, 2025, by General Counsel and Corporate Secretary Matthew W. Cooper.

The full details of the filing can be accessed on the Securities and Exchange Commission’s website.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Capital One Financial’s 8K filing here.

Capital One Financial Company Profile

Capital One Financial Corporation operates as the financial services holding company for the Capital One, National Association, which engages in the provision of various financial products and services in the United States, Canada, and the United Kingdom. It operates through three segments: Credit Card, Consumer Banking, and Commercial Banking.