Capital One completes Discover acquisition for ~257M shares; board expanded, $6.8B debt assumed

CAPITAL ONE FINANCIAL CORP

Capital One issued ~257M shares of common stock to Discover shareholders at 1.0192 exchange ratio.
Board expanded from 12 to 15; former Discover directors Maheras, Shepherd, and Wong appointed.
Capital One assumed $3.482B in Discover senior notes and $3.300B in Discover Bank notes.
CFO Andrew Young received a $500,000 special cash award for contributions to the transaction.
Capital One begins implementing $265B Community Benefits Plan in connection with acquisition.

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Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Appointed

Jennifer L. Wong

director

COF · CAPITAL ONE FINANCIAL CORP

Effective: 2025-05-19
Filed: May 19, 2025 23:59 UTC

The three former directors of Discover appointed by the Board to fill the increase in the size of the Board referred to above, in each case effective as of the Effective Time, are as follows: Thomas G. Maheras, Michael Shepherd and Jennifer L. Wong

Appointed

Thomas G. Maheras

director

COF · CAPITAL ONE FINANCIAL CORP

Effective: 2025-05-19
Filed: May 19, 2025 23:59 UTC

The three former directors of Discover appointed by the Board to fill the increase in the size of the Board referred to above, in each case effective as of the Effective Time, are as follows: Thomas G. Maheras, Michael Shepherd and Jennifer L. Wong

Appointed

Michael Shepherd

director

COF · CAPITAL ONE FINANCIAL CORP

Effective: 2025-05-19
Filed: May 19, 2025 23:59 UTC

The three former directors of Discover appointed by the Board to fill the increase in the size of the Board referred to above, in each case effective as of the Effective Time, are as follows: Thomas G. Maheras, Michael Shepherd and Jennifer L. Wong

Source: SEC EDGAR

accession 0001193125-25-122059

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