Business Context and Reporting Period
This Form 8-K Current Report was filed by Capital One Financial Corporation on February 19, 2013. The report discloses corporate governance changes regarding the Board of Directors.
Key Financial Metrics
This filing does not contain financial performance data. There are no reported values for revenue, profit, cash flow, margins, debt, or liquidity in this document.
Material Changes
- Board Expansion: The Board of Directors increased its size to eleven members.
- New Appointments: Benjamin P. Jenkins, III and Catherine G. West were appointed as directors, effective immediately.
- Committee Assignments: Neither new director has been assigned to a Board committee at this time.
- Election Status: Both appointees will stand for election by stockholders at the Annual Meeting in May 2013.
Guidance, Outlook, and Management Commentary
Compensation: The new directors will receive compensation in accordance with the standard arrangement for non-employee directors described in the proxy statement filed on March 23, 2012. Compensation will be pro-rated for service until the May 2013 Annual Meeting.
Related Party Transactions: The filing explicitly states there are no related party transactions between the Company and the new directors.
Risks and Contingencies: No specific risks, contingencies, or unusual items are disclosed in this report.
Investor Verification Checklist
- Verify the biographical backgrounds of Benjamin P. Jenkins, III and Catherine G. West.
- Review the Company's proxy statement filed on March 23, 2012, to confirm the specific compensation amounts for non-employee directors.
- Confirm the date and agenda for the Annual Meeting of Stockholders scheduled for May 2013.