COF Capital One 10-Q 2026-09-30 section summaries

Cover page

Capital One Financial Corporation (NYSE: COF) filed a Form 10-Q for the quarter ended September 30, 2026. It reported 601,533,153 common shares outstanding as of that date and is identified as a large accelerated filer.

The listed securities include common stock; depositary shares for Series I, J, K, L and N preferred stock; and senior notes due 2029 (1.650%), 2032 (4.326% fixed-to-floating) and 2037 (4.832% fixed-to-floating).

This MD&A is based on management’s current expectations and contains forward-looking statements. Actual results may differ materially because of significant uncertainties and changing circumstances. Investors are referred to the risk factors in the company’s 2025 Form 10-K and this 2026 Q3 Form 10-Q. Management monitors key indicators to assess business results and financial condition.

Business and revenue model

Capital One is a diversified financial services company with three principal businesses: Credit Card, Consumer Banking and Commercial Banking. Revenue is driven primarily by lending income net of funding costs, together with payment-network discount and interchange income net of rewards and customer fees. Corporate treasury, residual tax effects, restructuring charges and Discover integration expenses are reported in Other.

The company serves U.S. consumer, small-business and commercial lending and deposit customers, as well as credit-card customers in the U.K. and Canada. Its global payment-network services complement those businesses. Commercial Banking serves commercial real estate and commercial/industrial clients, typically with annual revenue of $20 million to $2 billion. Products are distributed through digital channels, branches, cafés, call centers and ATMs.

Acquisitions and strategic direction

Capital One acquired Discover on May 18, 2025, adding personal loans and the Discover, PULSE and Diners Club payment networks. Discover’s operations have been integrated into Capital One’s existing segments.

On April 7, 2026, Capital One completed its acquisition of Brex, expanding its business payments, corporate-card, expense-management and real-time-payments offerings. Consideration was approximately $4.5 billion: $2.6 billion in cash and 10.6 million Capital One shares valued at $1.9 billion. Immediately after closing, Capital One repaid Brex’s $1.1 billion of outstanding debt. The transaction therefore involved substantial cash use and additional common shares while supporting expansion in business payments.

Capital One may fund acquisitions with equity or debt and also evaluates potential dispositions of assets, branches, partnerships or business lines.

Financial information covered

The section introduces selected results for Q3 and 9M 2026, compared with the corresponding periods in 2025, and comparative balance-sheet information as of September 30, 2026 and December 31, 2025. No selected financial metrics are included in this section.

Capital One Financial (COF) — Q3 and first nine months of 2026

Consolidated results

Q3 revenue grew 6% year over year, while 9M revenue rose 25%. The 9M increase reflected growth in both net interest and non-interest income. Provision expense rose 7% in Q3 but fell 40% for 9M against a much higher prior-year comparison. Non-interest expense increased 7% in Q3 and 25% for 9M, so year-to-date expense growth matched revenue growth. The striking 9M earnings increases compare with unusually low prior-year results; the company characterized those percentage comparisons as not meaningful.

Business volumes and average balances

*Prior-period average balances are approximate, derived from the reported current-period balances and rounded growth rates. Purchase volume increased 11% in Q3 and 24% for 9M. Global Payment Network volume rose 25% in Q3 and 144% for 9M; the 9M comparison was against an unusually low prior-year volume base. Average loans, deposits, and assets grew year over year in both periods.

Credit quality, profitability and shareholder measures

Net charge-offs declined 10% in Q3 but increased 14% for 9M, while the charge-off rate improved in both comparisons. At September 30, allowance for credit losses was $22.739B, down from $23.409B at December 31, 2025; allowance coverage was 4.92%, versus 5.16%. The 30+ day performing delinquency rate was 3.18%, down from 3.41% a year earlier, and total 30+ day delinquency was 3.41%, down from 3.59%.

Balance sheet, shares and capital

Capital ratios weakened from December 31, 2025: CET1 was 13.8% versus 14.3%; Tier 1 capital, 14.6% versus 15.3%; total capital, 16.5% versus 17.2%; Tier 1 leverage, 11.9% versus 12.5%; and the TCE ratio, 9.8% versus 10.7%.

Overall, stronger revenue and improved Q3 credit performance supported higher profitability. The main offsets were faster expense growth over 9M, higher year-to-date net charge-offs, and lower reported capital ratios.

Capital One — Q3 and first nine months of 2026

Consolidated results

Q3 net income increased $347M year over year. Higher discount and interchange fees—reflecting increased purchase volume and the reissuance of legacy Capital One debit cards onto the Global Payment Network—and higher net interest income contributed to the improvement. Net interest income benefited from lower deposit rates and higher average card and auto balances. These gains were partly offset by higher expenses associated with Card portfolio growth, Brex, technology investment and marketing, as well as a smaller Domestic Card allowance release.

For the first nine months, earnings benefited from higher net interest income, primarily from higher average card balances, including Discover, and lower provision expense. The comparison also reflects that the prior-year period included the initial credit-loss allowance for acquired Discover loans. Expense growth from the expanded Card portfolio, Discover and Brex partly offset these benefits.

Loans and credit

Loans held for investment grew $8.9B from year-end, mainly due to auto and legacy Capital One card growth, partly offset by a decline in the legacy Discover portfolio. Average loan growth reflected auto expansion and card purchase volume, including Brex; the 9M comparison also reflects the addition of Discover and Brex.

Credit performance improved year over year: the Q3 net charge-off rate declined 43 basis points and the 9M rate declined 12 basis points. The allowance fell $670M from year-end, primarily because of a Domestic Card allowance release on favorable credit performance, partly offset by an auto-loan allowance build as that portfolio expanded. Lower allowance coverage was primarily attributable to Domestic Card.

Capital and shareholder returns

Capital One’s standardized CET1 ratio declined to 13.8% from 14.3% at year-end. The company returned capital through common dividends and substantial repurchases during both Q3 and the first nine months.

Net interest income and margin

Q3 net interest income rose $482M (3.9%); first-nine-month income rose $6.993B (23.0%). In Q3, lower deposit pricing and higher average credit-card and auto-loan balances supported growth, while lower asset yields partly offset margin improvement. The larger year-to-date increase reflected lower deposit rates and materially higher average credit-card balances, largely from the addition of Discover; lower credit-card yields were a partial offset.

Q3 average balances and interest income

Credit-card balances increased substantially year to date with Discover, although Q3 average balances were only moderately above the prior-year quarter; credit-card yields declined year over year. Commercial average balances rose, but lower yields coincided with lower commercial interest income.

Q3 funding and interest-earning assets

First-nine-month average balances and interest income

• Credit card: average balance of $271.956B versus $212.172B; interest income of $35.415B versus $28.764B; yield of 17.36% versus 18.08%.
• Consumer banking: average balance of $88.896B versus $80.304B; interest income of $6.383B versus $5.592B; yield of 9.57% versus 9.28%.
• Commercial banking: average balance of $90.999B versus $88.516B; interest income of $3.936B versus $4.229B; yield of 5.77% versus 6.37%.
• Total loans, including loans held for sale: average balance of $451.851B versus $380.992B; interest income of $45.161B versus $37.835B.

Average interest-earning assets were $615.741B versus $527.461B, with interest income of $49.515B versus $42.009B. Average interest-bearing liabilities were $507.093B versus $437.720B, with interest expense of $12.110B versus $11.597B. Average interest-bearing deposit balances were $454.785B versus $388.541B. Deposit expense increased to $10.059B from $9.432B despite the average deposit rate declining to 2.95% from 3.24%.

Past-due fees, net of reversals, included in interest income were approximately $748M in Q3 2026 versus $745M in Q3 2025, and $2.1B in the first nine months of 2026 versus $1.9B in the first nine months of 2025.

Net interest income rate/volume analysis

Net interest income (NII) growth was volume-driven in both periods. In Q3 2026, favorable rate effects on interest expense more than offset rate pressure on interest income. For the first nine months, strong volume growth was partly offset by unfavorable rate effects, particularly on credit-card and commercial-loan yields.

Q3 2026 vs. Q3 2025

The $346M decline in interest expense supported Q3 NII; lower deposit costs from rates were the largest favorable rate contribution.

Nine months ended 2026 vs. prior-year period

For the nine-month period, higher loan interest income—especially from credit-card lending—drove the increase, while rate pressure partly offset volume gains. Higher deposit expense from volume was partly countered by lower expense from rates.

Non-interest income

Non-interest income growth was led by higher discount and interchange fees, reflecting increased purchase volume and the reissuance of legacy Capital One customer debit cards onto the Global Payment Network.

Total non-interest income increased $503 million (17.0%) in Q3 and $2.581 billion (34.7%) in 9M. Other income primarily includes Capital One Shopping, treasury income and auto industry services. It included deferred compensation plan investment gains of $1 million in Q3 2026 and $77 million in 9M 2026, compared with $46 million and $87 million, respectively, in 2025; these gains were offset by corresponding non-interest expense.

Provision for credit losses

The Q3 provision increased $202 million, primarily because the Domestic Card portfolio had a smaller allowance release than in the prior-year quarter. The 9M provision decreased $6.5 billion, primarily because 2026 did not include the initial allowance for credit losses on loans acquired in the Discover acquisition.

Non-interest expense

Q3 non-interest expense increased $593 million (7.2%) year over year; 9M expense rose $5,207 million (24.6%). Management attributed the increases to Card portfolio growth—including Discover and Brex in the 9M comparison—continued technology investment, and higher marketing spending.

Salaries and associate benefits included deferred-compensation-plan investment-related expenses of $1 million in Q3 2026 and $77 million in 9M 2026, compared with $46 million and $87 million in the corresponding 2025 periods. Offsetting amounts were recorded in other non-interest income.

Integration costs

Discover integration expense was $338 million in Q3 2026, down $10 million year over year. For 9M 2026, it was $1.1 billion, up $294 million, primarily due to higher salaries and benefits. Cumulative Discover integration expense since the transaction announcement in Q1 2024 reached $2.4 billion as of September 30, 2026. Brex-related integration expense was $47 million in Q3 and $143 million in 9M 2026, primarily for salaries and benefits and professional services.

Income taxes

The year-over-year comparison of the 9M tax provision and effective rate was primarily affected by the $8.8 billion initial allowance for credit losses on loans acquired in the Discover acquisition in Q2 2025.

Consolidated balance sheet

As of September 30, 2026, Capital One’s assets increased mainly from higher loans held for investment and goodwill primarily related to the Brex acquisition, partly offset by lower cash. Liability growth primarily reflected continued deposit growth under the national banking strategy. Equity declined mainly because of net treasury-stock purchases and greater unrealized losses in accumulated other comprehensive loss, partly offset by net income.

Investment securities

Investment securities’ carrying value declined as higher relevant benchmark interest rates more than offset net purchases. Agency and U.S. Treasury securities remained the large majority of the portfolio.

Loans held for investment

Gross loans held for investment increased $8.908B over the nine months, primarily from growth in auto and legacy Capital One card portfolios, partly offset by a decline in the legacy Discover portfolio. The total allowance for credit losses declined $0.670B.

Funding sources

Total funding increased to $530.471B at September 30, 2026, from $526.771B at December 31, 2025. Deposits remained the primary source, rising to 91% of funding from 90%. The company characterizes insured Consumer Banking deposits as a relatively stable, low-cost funding source; deposit growth was driven primarily by its national banking strategy.

Deposits

Estimated uninsured deposits were $72.6B, versus $71.9B, representing approximately 15% of deposits at both dates; they were primarily checking and savings deposits.

Securitized debt declined primarily because of paydowns and net maturities. Other debt increased primarily from net issuances of unsecured senior debt, partly offset by subordinated-debt maturities. Off-balance-sheet activities include transactions with unconsolidated VIEs, letters of credit, loan commitments, and guarantees that support customer financing needs.

Segment reporting and basis

Capital One reports three continuing-operations segments: Credit Card, Consumer Banking, and Commercial Banking. Segments are organized around products and services or customer types; acquired businesses are integrated into existing segments. Other includes Corporate Treasury investment and asset/liability activities, residual tax effects, and unallocated corporate expenses, including certain restructuring charges and Discover integration expenses.

Segment results are reported on a managed basis, which is intended to present each segment as a stand-alone business. Internal allocations assign assets, liabilities, and related income and expenses. In particular, matched-funding funds transfer pricing credits funding sources and charges funding uses, taking into account market rates and the interest-rate and liquidity characteristics of on- and off-balance-sheet items. Changes to funds-transfer-pricing assumptions or methodology, segment definitions, or reporting classifications can shift reported segment net interest income and affect period-to-period comparisons.

Managed results are not U.S. GAAP results, are not prepared under a comprehensive authoritative management-accounting standard, and may not be comparable with other financial services companies’ segment disclosures. They should not replace comparison with comparable GAAP results.

The section compares third-quarter and first-nine-month 2026 results with 2025, and discusses changes in financial condition and credit metrics at September 30, 2026, versus December 31, 2025.

Segment results

Credit Card was the largest business, contributing 74% of revenue in both Q3 and the first nine months of 2026. Q3 Credit Card revenue increased while net income declined year over year. For 9M, the substantial increase in consolidated net income was driven by the change in Credit Card results, which shifted from a loss in 9M 2025 to profit in 9M 2026. Effective Q2 2026, Domestic Card includes Brex and the legacy corporate card product.

Commercial Banking revenue is reported on a taxable-equivalent basis to reflect tax-exempt income, tax credits, and other tax benefits; offsetting reductions are recorded in Other.

Credit Card business results

Credit Card income from continuing operations, net of tax, was slightly lower in Q3 2026. For the first nine months, income recovered to $7.139 billion from a loss in 9M 2025, when results included the initial allowance for credit losses on loans acquired in the Discover acquisition.

Results

Q3 net interest income increased 2%, non-interest income 14%, and total net revenue 5% year over year. For 9M, those increases were 26%, 30%, and 27%, respectively. Higher purchase volume—including Brex in Q3 and Discover and Brex in 9M—supported interchange and discount income. Q3 provision expense rose 5%, primarily because the allowance release was smaller than in the prior year, partly offset by lower net losses. The 46% decline in 9M provision expense primarily reflects the initial allowance for acquired Discover loans in 2025. Higher expenses reflected portfolio growth, technology investment, and increased marketing spend.

Loans and purchase volume

Average loans held for investment grew 2% in Q3 and 28% in 9M; the 9M increase was largely attributable to Discover, while Q3 growth reflected purchase volume, including Brex.

Period-end loans declined 1% as declines in the legacy Discover portfolio outweighed growth in legacy Capital One balances.

Purchase volume increased 11% in Q3 and 24% in 9M.

Credit performance and yields

Q3 net charge-offs declined 11%, and the charge-off rate improved 60 basis points. In 9M, charge-off dollars rose 14% while the rate improved 58 basis points. Average loan yield declined in both periods; net revenue margin increased 50 basis points in Q3 but declined 20 basis points for 9M.

Finance charges and fees charged off as uncollectible reduced net revenue by $784 million in Q3 2026, versus $869 million in Q3 2025, and by $2.7 billion in 9M 2026, versus $2.4 billion in 9M 2025.

Domestic Card — Q3 and 9M 2026

Domestic Card generated more than 90% of Credit Card net revenue in both periods. Q3 income from continuing operations, net of tax, declined 2% year over year, as higher revenue was outweighed by increases in credit-loss provision and expenses. For 9M, the business moved from a loss to positive income, reflecting substantially higher revenue and the absence of the initial allowance for credit losses on loans acquired in the Discover acquisition.

Results

Q3 net revenue rose 5% year over year: net interest income increased 3% and non-interest income increased 15%. Higher average loan balances supported net interest income, while increased purchase volume—including Brex—lifted interchange and discount fees. These gains were partly offset by 7% higher provision and 9% higher non-interest expense, which included portfolio growth, technology investment and marketing. Net income also reflected a smaller allowance release than a year earlier.

For 9M, net revenue increased 27%, with net interest income up 25% and non-interest income up 31%, largely reflecting higher average loan balances and purchase volume associated with Discover and Brex. Provision fell 45%, primarily because 2025 included the initial allowance for credit losses on acquired Discover loans. Non-interest expense rose 30%, reflecting portfolio growth, continued technology investment and higher marketing spend, including Discover and Brex.

Operating metrics

Average loans held for investment grew 2% in Q3 and 28% for 9M; purchase volume increased 11% and 24%, respectively. Average loan yield declined in both periods. The net revenue margin increased in Q3 but edged down for 9M. Net charge-offs fell 12% in Q3 but increased 12% for 9M, while the charge-off rate declined in both periods.

Period-end credit metrics and integration costs

Brex integration expenses recorded in operating expense and Domestic Card results were $47M in Q3 and $143M for 9M 2026, primarily for salaries and benefits and professional services.

Consumer Banking — Q3 and first nine months of 2026

Results

Q3 net revenue increased 17%; for 9M it rose 25%. Non-interest income growth was principally tied to reissuing legacy Capital One debit cards onto the Global Payment Network (GPN), and for 9M also reflected the addition of GPN. Q3 provision rose 23%, while 9M provision increased 55%, reflecting higher net losses and an auto-loan allowance build; the prior-year nine-month period had a relatively flat allowance. Expenses increased 10% in Q3, primarily from technology investment. The 9M increase of 20% also reflected Discover’s addition and higher marketing spend.

Loans, deposits and business activity

Period-end loans held for investment grew 11%, primarily from auto-loan growth. Average total loans rose 12% in Q3; auto loans increased 12%, while retail banking loans declined 4%. Auto originations grew 22%. Period-end deposits increased 2%, driven primarily by continued growth from the national banking strategy. Average deposits increased 5% in Q3, while the average deposit rate declined 29 basis points.

For 9M, average deposits were $432.428B, up from $366.854B (18%); the increase reflected the addition of Discover. The 9M average deposit rate was 2.79%, down from 3.03%. GPN volume was $554.878B for 9M, versus $227.131B (up 144%), compared with Q3 growth of 25%. Auto originations were $37.149B for 9M, versus $30.802B (up 21%).

Credit performance

Q3 net charge-offs increased 15%, and the net charge-off rate rose 5 basis points. For 9M, net charge-offs were $1.069B, up from $899M (19%); the rate was 1.60%, up 11 basis points. Despite improved period-end delinquency rates, higher charge-offs and the auto-loan allowance build indicate increased credit costs.

Commercial Banking — Q3 2026

Commercial Banking’s taxable-equivalent revenue was nearly flat year over year in Q3, as higher net interest income was offset by lower non-interest income. Lower expenses supported higher pretax and after-tax income. For the first nine months, revenue and income from continuing operations were modestly lower or essentially flat year over year.

Revenue and results

Lower capital-markets revenue and the legacy corporate-card reclassification to Domestic Card in Q2 2026 contributed to the decline in non-interest income. Non-interest expense fell mainly because of lower allocated expenses and that same reclassification.

Loans and deposits

Average loans held for investment grew 3% year over year in both Q3 and 9M. Average commercial and multifamily real-estate loans and commercial and industrial (C&I) loans were as follows:

At September 30, 2026, period-end loans were $92.127 billion, up 3% from December 31, 2025, reflecting growth across the portfolio. This included $35.636 billion of real-estate loans and $56.491 billion of C&I loans. Period-end deposits were nearly unchanged at $31.136 billion, compared with $31.250 billion at December 31, 2025.

Average loan yield declined 54 basis points year over year to 5.88% in Q3 and 60 basis points to 5.77% in 9M. The average deposit interest rate fell 30 basis points to 1.83% in Q3 and 29 basis points to 1.82% in 9M.

Credit quality and reserves

Credit trends were mixed: Q3 net charge-offs were zero and nonperforming-asset measures improved from year-end, while 9M net charge-offs increased year over year. The allowance for credit losses rose 2%, although coverage declined 3 basis points.

Other category results

Other includes Corporate Treasury activities, unallocated corporate revenue and expenses (including Discover integration costs), residual tax adjustments, and foreign-exchange effects. Derivative management leaves net FX exposure minimal; Commercial Banking’s taxable-equivalent revenue adjustments are offset in Other.

Dollars in millions

Q3 net loss narrowed by $240 million, primarily because of the income-tax benefit. For the first nine months, net loss narrowed by $204 million; higher Treasury income drove the improvement, partly offset by higher Discover integration expenses.

Discover integration expenses were $338 million in Q3 2026, substantially unchanged from Q3 2025. For the first nine months, they rose by $294 million to $1.1 billion, mainly due to higher salaries and associate benefits. Cumulative integration expenses since the transaction announcement in Q1 2024 were $2.4 billion as of September 30, 2026.

The company identifies loan-loss reserves, goodwill, fair value, and customer-rewards reserves as critical accounting estimates. It reported no changes to the critical accounting policies and estimates described in its 2025 Form 10-K.

As of September 30, 2026, Capital One had not adopted four accounting updates and was assessing their effects. The company had not quantified any expected financial-statement impact.

Regulatory capital framework

Capital One and Capital One, N.A. are Category III institutions under Basel III, with consolidated assets of $250B–$700B; they do not meet the applicable risk-based thresholds for a higher category. Both use the standardized approach to calculate regulatory capital. Capital One elects to exclude certain accumulated other comprehensive income (AOCI) elements from regulatory capital. It is not a global systemically important bank (G-SIB) and has no G-SIB surcharge.

Minimum capital requirements

Capital One’s 4.5% stress capital buffer (SCB), based on 2025 supervisory stress-test results, was initially effective October 1, 2025 through September 30, 2026. The Federal Reserve’s February 2026 decision kept participating firms’ SCBs at current levels; its September 2026 SCB Averaging Rule moved the annual effective date from October 1 to January 1. Accordingly, Capital One’s 4.5% SCB remains in effect until a new requirement takes effect January 1, 2028. Its minimum ratios plus the capital conservation buffer therefore remain as shown through that date. The countercyclical buffer is currently 0%.

The Bank is not subject to Capital One’s SCB framework. Its capital conservation buffer remains fixed at 2.5%, and its countercyclical buffer is 0%.

Capital status and constraints

At September 30, 2026, both Capital One and the Bank exceeded their applicable minimum capital and buffer requirements and were classified as “well-capitalized”; both also had that status at December 31, 2025. Falling below minimum ratios plus applicable buffers would trigger progressively stricter automatic limits on capital distributions and discretionary bonuses for certain executives.

Market risk

As of September 30, 2026, both entities were subject to the Market Risk Rule, which adjusts risk-based capital ratios for trading-book market risk. The rule generally applies when trading assets and liabilities are at least 10% of total assets, or when total assets are at least $1B.

Basel III capital ratios

Preliminary standardized capital ratios declined at both Capital One Financial Corporation and CONA from December 31, 2025, but remained above applicable regulatory minimums and, where specified, well-capitalized standards.

All reported ratios fell by 0.5–0.7 percentage points over the period. September 30, 2026 ratios are preliminary and may change following filing of the period’s FR Y-9C and Call Reports.

Regulatory capital and capital returns

Capital and regulatory measures

Although common equity excluding AOCI increased, regulatory capital declined as capital deductions and regulatory denominators changed. Risk-weighted assets, adjusted average assets and total leverage exposure all rose, while the reported capital ratios declined.

Capital requirements and stress buffer

Capital minimums plus the standardized capital conservation buffer remain 9.0% for CET1, 10.5% for Tier 1 and 12.5% for total capital. The company’s 4.5% stress capital buffer remains in effect until a new requirement takes effect on January 1, 2028. The Federal Reserve’s June 2026 supervisory stress-test results did not change the buffer; the February 2026 decision to maintain current buffers and the September 2026 SCB Averaging Rule extended the period in which it applies.

Capital returns and preferred-stock redemption

Capital returns included $2.6B of common-stock repurchases in Q3 2026 and $7.9B in 9M 2026. On September 1, 2026, the company redeemed all outstanding $1.0B of Series M fixed-rate reset non-cumulative perpetual preferred stock. Recognition of previously deferred issuance costs reduced Q3 2026 net income available to common stockholders by $12M.

Dividends and capital returns

During the first nine months of 2026, Capital One declared and paid $1.5 billion of common dividends ($2.40 per share) and $187 million of preferred dividends. It also declared $16 million of Series O dividends that remained unpaid as of September 30, 2026.

Series I–N and Series O are non-cumulative perpetual preferred stock. Series M’s 3.950% rate was scheduled to reset on September 1, 2026; Capital One redeemed all outstanding Series M shares on that date. Series O’s 5.500% rate applies through October 29, 2027, after which it resets quarterly to three-month term SOFR plus 3.338%.

Capital One repurchased $2.6 billion of common stock in Q3 2026 and $7.9 billion during the first nine months of 2026. Future repurchases depend on market conditions, growth opportunities, capital and retained earnings, and regulatory considerations. The board-authorized program has no fixed expiration and may be modified or suspended.

Dividend capacity and restrictions

Dividend declarations remain at the board’s discretion and depend on results, financial condition, capital, cash needs, prospects, and regulatory requirements. As a bank holding company, Capital One relies substantially on distributions from its subsidiaries, and regulatory restrictions limit the Bank’s ability to transfer funds. At September 30, 2026, the Bank had $3.8 billion available for dividends under the National Bank Act. Distributions beyond the statutory limit—based on current-year net income plus retained net income from the prior two calendar years—require prior OCC approval.

Risk management framework

Capital One’s company-wide risk framework is overseen by the Board and uses a Three Lines of Defense model: business areas own and manage risk; Independent Risk Management and support functions advise and challenge; and Internal Audit and Credit Review provide independent assurance. The framework addresses governance and strategy alignment, risk identification and assessment, monitoring and escalation, capital and liquidity (including stress testing), data and technology, and culture and talent.

Integration of Discover into the framework is ongoing, with substantial completion expected in 2027. In Q3 2026, Capital One removed Reputation risk and added Franchise risk, defined as risk to business objectives or franchise value arising from negative perceptions among key constituents. Its listed risk categories are compliance, credit, liquidity, market, operational, strategic and franchise.

Credit exposures and concentrations

Loans represent the substantial majority of credit exposure. Other counterparty and settlement exposures arise from securities, derivatives, bridge financing and other syndication advances, operational deposits at financial institutions, foreign-exchange transactions and customer overdrafts.

Loan balances and geographic concentrations

Cards and auto are described as geographically diversified, as are commercial real estate loans, which are originated across most U.S. regions. Domestic card balances declined $2.151B (approximately 0.8%) from year-end 2025. Auto balances increased $9.301B (approximately 11.1%). Commercial real estate balances rose $2.018B (approximately 6.0%), while the regional mix shifted toward the South and away from the Northeast.

Commercial loans held for investment by industry

Commercial lending has notable industry concentration in Finance and Real Estate & Construction, together representing 68% of commercial loans held for investment at September 30, 2026.

Credit-risk monitoring and underwriting

Capital One monitors delinquency trends as the primary early-warning indicator for credit cards, personal loans and retail banking; borrower credit scores are the key indicator for auto loans, while commercial loans are assessed using internal risk ratings. It also tracks nonperforming loans and net charge-off rates. Consumer underwriting models incorporate credit-bureau scores, application information and, where relevant, collateral and deal structure. Credit lines and collections are adjusted as customer behavior and risk profiles change; scores also inform subprime classification, benchmarking and product segmentation.

Credit-score distribution

Period-end loans held for investment:

The auto portfolio shifted modestly toward lower-score borrowers versus year-end 2025: the share above 660 declined by 2 percentage points, while the share at 620 or below rose by 2 points. Domestic card and personal-loan distributions were unchanged.

Comparability notes

Domestic card and personal-loan scores are generally refreshed monthly; auto scores are captured at application and are not refreshed. Missing or invalid scores are included in the lowest disclosed category. Corporate card loans are excluded because FICO scores are not used for that business.

30+ day delinquencies

At September 30, 2026, total loans held for investment 30+ days delinquent were $15.787B (3.41%), down from $16.301B (3.59%) at December 31, 2025. The 30+ day delinquent balances that were still performing also declined, to $14.709B (3.18%) from $15.463B (3.41%). Rates are based on period-end loans held for investment.

Domestic-card performing balances/rates were $10.991B (3.93%) at December 31, 2025; the September 30, 2026 value was not separately stated in the source summary.

The overall improvement was driven primarily by lower card and auto delinquencies. Commercial Banking moved in the opposite direction: total delinquencies rose, led by commercial and multifamily real estate. Within commercial and industrial, total delinquencies increased while performing delinquent balances fell.

Aging and geography

90+ day delinquencies still accruing interest

These balances consist primarily of card accounts 90–179 days past due. Under applicable FFIEC guidance, Capital One continues to accrue interest and fees on domestic credit card loans until charge-off, typically at 180 days past due.

Nonperforming loans and other nonperforming assets

At September 30, 2026, nonperforming loans held for investment (HFI) declined from year-end 2025, and the overall NPL rate also eased. Total nonperforming assets rose, however, as other nonperforming assets increased. Loans held for sale are excluded from nonperforming loans.

Nonperforming loans by portfolio

The decline in Commercial Banking NPLs reflected lower commercial and industrial nonperformers, partly offset by a substantial increase in commercial and multifamily real estate NPLs. Consumer Banking NPLs increased in dollars, while its NPL rate declined. Excluding domestic credit card loans, NPLs were 0.88% of HFI loans, down from 0.95% at December 31, 2025.

Net charge-offs and rates

Net charge-offs (NCOs) are the amortized cost basis of loans held for investment, excluding accrued interest, deemed uncollectible, net of recoveries. The portfolio’s Q3 NCO dollars and annualized rate declined year over year. For the first nine months, NCO dollars increased, but by less than average loans held for investment grew, and the NCO rate also declined.

Average loans held for investment were $457.380B in Q3 2026, versus $439.859B in Q3 2025, and $451.472B for 9M 2026, versus $380.564B for 9M 2025.

Credit card NCO rates improved overall, led by domestic cards. In contrast, international card rates increased, and personal-loan rates were unchanged for 9M. Consumer Banking’s rate increased, with higher rates in both auto and retail banking. Commercial Banking had no net Q3 NCOs, benefiting from C&I net recoveries, but its 9M NCOs and rate rose year over year.

Credit-loss assessment and recovery practices

Recovery amounts and timing depend on collection strategies that may include customer contact, collateral repossession, sales of charged-off loans, and litigation; recovery costs are generally recorded in other non-interest expense. Financial-difficulty modifications may involve reduced interest rates, delayed payments, extended terms, or principal forgiveness. Most credit-card modifications combine a reduced rate with fixed payments for up to 60 months. Borrowers who fail to comply may return to original loan terms and be classified as delinquent and charged off under standard policy. Modifications inform credit-quality assessments and allowance estimates; commercial modifications also affect internal risk ratings.

The allowance reflects management’s estimate of expected credit losses over the contractual terms of loans held for investment, including expected recoveries. A separate reserve covers expected losses on unfunded commitments that are not unconditionally cancellable; its provision is included in provision for credit losses, and the reserve is recorded in other liabilities.

Allowance for credit losses and reserve for unfunded lending commitments

Credit-loss activity

Q3 provision increased 6.7% year over year while net charge-offs declined 10.1%. For 9M, provision fell 39.7%, but net charge-offs rose 14.5%. The lower 9M 2026 provision is not directly indicative of the underlying trend: 9M 2025 included $2,870 of initial allowance for purchased credit-deteriorated loans and a $3,305 benefit from expected recoveries on charged-off acquired Discover loans.

Provision by portfolio

Credit Card provision in Q3 2026 comprised Domestic $2,310, Personal Loans $15 and International $154; the 9M amounts were $7,838, $112 and $414, respectively.

Net charge-offs by portfolio

Credit Card net charge-offs in Q3 2026 comprised Domestic $2,560, Personal Loans $71 and International $114; the 9M amounts were $8,798, $243 and $315, respectively.

Reserve balances

The Q3 provision for unfunded commercial lending commitments was $20, versus nil in Q3 2025. For 9M, provision was $20, compared with an $8 benefit in 9M 2025.

Recovery amounts and timing depend in part on collection strategies, including customer contact, collateral repossession, sales of charged-off loans and litigation. Third-party collection expense, included in other non-interest expense, was $229 in Q3 2026 and $725 in 9M 2026, compared with $232 and $510 in the respective 2025 periods.

Liquidity and funding

Liquidity reserves comprise cash and cash equivalents, unencumbered investment securities measured at fair value, and borrowing capacity secured by loans at the FHLB and Federal Reserve Discount Window. Total funding sources were primarily composed of consumer deposits.

Capital One also had $131.3 billion of contingent liquidity sources available through prepositioned collateral at the Federal Reserve Discount Window, Standing Repo Operations, FHLB, and FICC-GSD. This amount includes some investment securities already counted in liquidity reserves, so it should not be added to reserves as a separate, non-overlapping source.

Available issuance capacity under shelf registrations for credit-card and auto-loan securitizations was $33.7 billion. A separate shelf permits issuance of an indeterminate amount of debt and equity-related securities; actual issuance capacity is subject to market conditions.

Liquidity reserves

Liquidity reserves were $205.929B at September 30, 2026, up $8.674B from December 31, 2025. The increase principally reflected greater borrowing capacity secured by loans, partly offset by lower cash.

Beginning in Q3 2026, the liquidity-reserves measure includes loan-secured Federal Reserve Discount Window capacity; the December 2025 comparison was revised to use the same methodology.

Regulatory liquidity

The company said these calculations depend on its and regulators’ interpretations and assumptions and may change as regulatory interpretations or rules evolve.

Additional funding capacity at September 30, 2026

Access to secured facilities depends on membership requirements, pledged collateral and applicable haircuts. The company also cited diversified funding sources and an uncapped SEC shelf for other securities issuance, subject to market conditions.

Deposits and deposit costs

Average interest-bearing deposits grew 3.35% in Q3 and 17.1% in 9M. Deposit expense fell 7.3% in Q3 despite the higher average balance, as the total average rate declined; for 9M, expense rose 6.6%, below the growth in average balances, also reflecting lower average rates. Checking includes negotiable order of withdrawal accounts; savings includes money market deposit accounts.

Long-term debt funding activity

The 9M 2026 securitized-debt maturities include $1.1B paid off immediately after the Brex acquisition. 9M 2025 issuance includes $13.2B of debt assumed in the Discover acquisition.

Funding position

Insured Consumer Banking deposits are Capital One’s primary funding source and are described as relatively stable and low-cost. The company also uses diversified wholesale funding, including senior and subordinated notes, securitized debt, federal funds purchased, securities lending and repurchase agreements, and FHLB advances secured by investment securities and certain multifamily and commercial real estate loans. The Bank was well-capitalized at September 30, 2026 and December 31, 2025, a factor relevant to FDIC limits on brokered deposits.

At September 30, 2026, short-term borrowings had increased $1.0B to $2.1B from December 31, 2025, primarily due to net issuances of short-term FHLB advances. Long-term funding had decreased $2.3B to $47.7B, mainly from net maturities and paydowns of subordinated debt, securitized debt and long-term FHLB advances, as well as basis-adjustment effects on hedged debt; net issuances of unsecured senior debt partly offset the decline.

Senior unsecured debt ratings

As of October 22, 2026, Moody’s, S&P, and Fitch maintained stable outlooks. Capital One says its credit ratings affect access to capital markets and borrowing costs; a downgrade could materially impair liquidity, raise funding costs, and limit market access.

Commitments and contractual obligations

Unfunded lending commitments rose 6.7%. They include credit card lines, customer loan commitments across Commercial and Consumer Banking, and standby and commercial letters of credit. Capital One manages potential exposure by limiting commitments, monitoring portfolio size and maturity structure, and applying its usual credit standards.

Operating leases are primarily for offices, branches, and cafés, with expirations at various dates through 2071. Purchase obligations include data management, media, software, and third-party services. Other future contractual cash needs include deposits, borrowings, trade payables, equity-investment funding commitments, pension and post-retirement obligations, and representation and warranty reserves. Actual payment timing and amounts may vary, including because of early debt redemptions and changes in deposit balances.

Market Risk Profile

Capital One’s primary market-risk exposures are interest rates, foreign exchange, and commodity prices. They arise from deposit-taking and lending, asset/liability management and derivatives, foreign operations in Credit Card and Consumer Banking, and customer accommodation in Commercial Banking. Board-approved enterprise risk policies and limits govern these exposures.

The company manages interest-rate risk primarily with swaps and other derivatives, including caps, floors, options, futures, and forwards. It assesses the effects of rate changes on net interest income (NII) and economic value of equity (EVE), and foreign-exchange changes on non-dollar funding and equity investments in foreign operations.

As of September 30, 2026, sensitivity analyses used a market-implied Federal Funds Target Rate upper-limit baseline of 4.25% at December 31, 2026 and 5.00% at December 31, 2027. COF expects projected 12-month NII to decline under both higher- and lower-rate shocks. Higher projected rates were the most significant driver of the change in combined NII sensitivity versus December 31, 2025. In both rate scenarios, higher rates increase projected deposit betas, reflecting the dynamic repricing of deposits. NII sensitivity incorporates expected business growth, funding mix, and securities and cash planning assumptions, but holds growth assumptions and planned risk-management actions constant across baseline and shock scenarios.

EVE sensitivity has a different directional profile: EVE is expected to decline in higher-rate scenarios and increase in lower-rate scenarios. Under higher rates, projected values of fixed-rate assets fall, only partly offset by changes in deposits and other liabilities. The decline is larger in the +200-basis-point scenario because deposits are assumed to reprice more rapidly in higher-rate environments. Higher projected rates were also the most significant driver of the increase in combined EVE sensitivity versus December 31, 2025. Unlike NII sensitivity, EVE analysis includes existing assets, liabilities, and derivatives, but excludes future growth and projected balance-sheet changes. The filing provides directional sensitivity conclusions, but no quantified NII or EVE impact amounts.

Key modeling assumptions and risks include deposit pricing lags, rate-dependent deposit betas and mix, deposit attrition, and mortgage-security prepayments. Loan balance attrition assumptions remain constant across rate scenarios, reflecting the view that most loans are floating-rate or shorter-duration fixed-rate. Embedded optionality is modeled using Monte Carlo simulations; discount rates include spreads for relevant asset and liability risks, including credit risk. Rates are floored at 0% only in jurisdictions without a practice of negative policy rates.

Interest-rate sensitivity

Capital One’s estimated sensitivity of projected baseline net interest income (NII) became less favorable under rising-rate shocks and less negative under large falling-rate shocks than at year-end 2025. Economic value of equity (EVE) sensitivity increased materially under both rising- and falling-rate scenarios, including a larger modeled benefit from a 200-basis-point rate decline.

The company also assesses larger rate shocks and yield-curve steepening and flattening, and tests assumptions such as loan and deposit balance forecasts, mortgage prepayments, and deposit repricing. Its models draw on contractual information, internal behavioral assumptions, proprietary methodologies, and market inputs. These are point-in-time estimates based on the existing balance sheet and, in some cases, projected business growth and funding mix; actual management actions and outcomes may differ substantially, so realized NII and EVE sensitivities could vary materially.

Foreign-exchange exposures

Primary transaction exposures arise from GBP- and CAD-denominated intercompany funding for U.K. and Canadian businesses and EUR-denominated borrowings. Capital One uses foreign-currency forwards and cross-currency swaps to hedge transaction risk. Its sensitivity measure applies a 1% U.S.-dollar appreciation shock to exposures and related hedges.

Foreign equity investments create potential balance-sheet and capital-ratio effects through accumulated other comprehensive income (AOCI) translation exposure. The company uses derivatives designated as net-investment hedges and assesses this exposure using a 30% U.S.-dollar appreciation shock.

Management describes other-currency translation exposure as immaterial and considers net foreign-exchange exposure minimal after derivative hedging.

Customer derivatives and market-risk controls

Commercial Banking provides interest-rate, commodity, and foreign-currency derivatives to customers, and offsets the majority of the associated market risk through transactions with other counterparties. Daily market risk is measured primarily using value-at-risk (VaR), based on historical simulation of the most recent 500 business days, a 99% confidence level, and a one-business-day holding period. Management considers net market exposure minimal after offsetting customer positions.

Supervision and regulation

In September 2026, the Federal Reserve adopted a rule changing how stress capital buffers (SCBs) are calculated for large banking organizations, including Capital One. Beginning with the 2028 stress-testing cycle, the SCB will be based on the average results of the two most recent cycles; this averaging requirement becomes effective January 1, 2029. The rule also moves the annual SCB effective date from October 1 to January 1 and adjusts the period used to calculate the dividend add-on.

Absent further Federal Reserve action, Capital One’s current 4.5% SCB remains in effect until a new requirement takes effect on January 1, 2028. Through that date, minimum capital requirements plus the standardized capital conservation buffer remain:

A separate September 2026 rule increases transparency in supervisory stress testing. The Federal Reserve will annually disclose its models and provide public comment periods for material model changes and scenario design, while revising testing-calendar timelines and reporting requirements. The Federal Reserve also re-proposed changes to the models used to project non-interest income in the 2027 supervisory stress test. Together, these changes affect the timing and methodology used to assess Capital One’s capital requirements.

Forward-Looking Statements and Key Risks

Capital One cautions that actual results may differ materially from forward-looking statements. A significant execution risk is integrating Discover: costs could exceed expectations, benefits may be delayed or fall short, management attention could be diverted, and employee attrition or other integration challenges could harm operations.

Results could also be affected by macroeconomic and geopolitical volatility, including tariffs, conflicts, inflation or deflation, recession risk, banking-sector stress, and deterioration in private credit markets. Changes in credit demand, payment and deposit behavior, and interest rates could affect performance; rising delinquencies and credit losses, or estimates and reserves that prove inadequate, could add pressure.

Funding, liquidity, capital adequacy, and regulatory capital or liquidity requirements may affect results and Capital One’s ability to return capital to stockholders. Other relevant factors include restrictions on subsidiary dividends, credit-rating downgrades, and changes in deposit growth or deposit costs.

Operational and company-specific risks include adapting technology and infrastructure; cyberattacks, third-party or supply-chain incidents, fraud, unreliable models, AI or data, and catastrophic events; and evolving legal, regulatory, privacy, and data-security requirements. Litigation, investigations, enforcement actions, and the ability to execute strategic initiatives, integrate acquired businesses and loan portfolios, and realize benefits from transactions or partnerships could also affect results.

For its payment networks, Capital One faces competition from other networks and alternative payment providers, as well as efforts by merchants or regulators to reduce network and interchange fees. Building licensee participation and broad global acceptance is a challenge, particularly obtaining acceptance by large merchants for the recently acquired Discover and PULSE networks. Bankruptcies, restructurings, consolidations, or outages involving network participants could disrupt operations.

Additional risks include competitive pressure; reputation and industry expectations; the effectiveness of marketing; retaining customers and employees; protecting intellectual property; climate-related physical and transition risks; assumptions and estimates used in financial statements; and the soundness of financial institutions and other third parties.

Forward-looking statements speak only as of their stated date. Capital One disclaims an obligation to update them and directs readers to the risk factors in its 2025 Form 10-K.

Non-GAAP tangible capital and returns

Capital One uses tangible common equity (TCE), tangible assets and returns on those measures as management non-GAAP measures. TCE deducts goodwill, other intangible assets (including the related deferred-tax impact) and noncumulative perpetual preferred stock from stockholders’ equity. The company cautions that these measures may not be comparable with similarly titled measures at other companies and are not substitutes for GAAP results.

Average TCE declined year over year in Q3 but increased for the first nine months. Returns on both average TCE and average tangible assets improved in Q3 and rose sharply for 9M, alongside substantially higher 9M income than in 2025.

Period-end tangible capital

At September 30, 2026, the TCE ratio and tangible book value per common share were lower than both comparison dates, while tangible assets were higher than a year earlier and slightly above year-end 2025.

Glossary and key definitions

This section defines terminology used elsewhere in Capital One’s Q3 2026 Form 10-Q, for the period ended September 30, 2026. It reports no financial results.

Transactions and entities

• Capital One completed its all-stock acquisition of Discover on May 18, 2025, and acquired Brex on April 7, 2026.
• CONA is Capital One’s principal operating bank subsidiary. The glossary also defines the merger of Discover Bank into CONA, with CONA as the surviving entity.

Credit and lending

• Allowance coverage is the allowance for credit losses divided by loans held for investment.
• Net charge-off rate is annualized net charge-offs divided by average loans held for investment; negative charge-offs are reported as net recoveries.
• Net interest margin is annualized net interest income divided by average interest-earning assets.
• Nonperforming loans generally include loans on nonaccrual and exclude loans held for sale.
• Capital One generally defines subprime as FICO scores of 660 or below for credit cards and 620 or below for auto loans.
• Financial-difficulty modifications include qualifying concessions such as principal forgiveness, interest-rate reductions, payment delays, or term extensions.

Capital, liquidity, and risk

• CET1 includes qualifying common equity, retained earnings, and certain accumulated other comprehensive income, less specified deductions, including goodwill, intangible assets, and certain deferred tax assets.
• Tangible common equity (TCE) is a non-GAAP measure: common equity less goodwill and other intangible assets, inclusive of related deferred tax liabilities.
• The liquidity coverage ratio (LCR) compares high-quality, unencumbered liquid assets with estimated net cash outflows. The net stable funding ratio (NSFR) measures stable funding against assets, commitments, and derivative exposures over a one-year period.
• The G-SIB surcharge increases minimum CET1 requirements based on systemic-risk factors.

Accounting and segment presentation

• Loan carrying value is not necessarily equal to unpaid principal. For loans at amortized cost, carrying value reflects deferred fees and costs and premiums or discounts, and may also reflect charge-offs and other adjustments. Credit-card carrying value includes billed interest net of reserves.
• Managed segment results are non-GAAP and use internal allocation methods, including funds-transfer pricing, to present businesses as if they operated on a stand-alone basis.

Regulatory developments and Discover terminology

• The glossary identifies proposed Basel III rule changes issued March 19, 2026.
• It also describes Federal Reserve rules issued in September 2026 that average stress capital buffer results across the two most recent stress-test cycles, change the annual effective date to January 1, and expand transparency around stress-test models and scenarios. These developments could affect future capital requirements and regulatory oversight.
• Discover Card Product Misclassification refers to Discover’s incorrect classification of certain card accounts into its highest merchant and merchant-acquirer pricing tier.

Capital One Financial Corporation (COF) — Financial statements

Consolidated results

Q3 non-interest income included $2.335B of discount and interchange fees, net, compared with $1.812B, and $807M of service charges and other customer-related fees, versus $849M. Non-interest expense included $3.733B of salaries and benefits ($3.496B), $1.594B of marketing ($1.403B), and $508M of intangible amortization ($514M). Q3 included $40M of net securities losses, versus none a year earlier.

Nine-month revenue rose substantially, while the provision for credit losses declined from the prior-year period; non-interest expense increased. Discover merged into Capital One in May 2025, adding products including personal loans and the Discover, PULSE and Diners Club payment networks.

Balance sheet

Available-for-sale securities had a $85.990B carrying value and $96.4B amortized cost at September 30, 2026. Held-to-maturity securities were $3.781B.

Cash flow and shareholder activity

Cash, cash equivalents and restricted cash for securitization investors ended the nine-month period at $49.331B, down from $62.093B at its start. Common shares outstanding were 601,533,153 at September 30, 2026, versus 625,102,271 at December 31, 2025; issued shares increased from 708,546,381 to 714,836,341. The company paid $1.492B in common dividends during the first nine months and redeemed $1.000B of preferred stock in Q3. Q3 common dividends declared were $0.80 per share, up from $0.60.

Comprehensive income

Q3 other comprehensive loss was $3.708B, resulting in a $169M comprehensive loss, compared with $4.094B of comprehensive income in Q3 2025. The Q3 OCI loss primarily reflected $2.597B of after-tax unrealized losses on available-for-sale securities and $1.114B of after-tax hedging losses. Nine-month OCI was a $4.540B loss, versus $3.369B of income in 2025.

Business combinations

Discover

Capital One closed its acquisition of Discover on May 18, 2025. Discover integration expenses, primarily salaries, benefits, and professional services, were recorded in operating expenses.

Cumulative Discover integration expenses since the Q1 2024 announcement were $2.4B as of September 30, 2026.

Brex

Capital One closed its acquisition of Brex on April 7, 2026, to expand its business-payments offerings in corporate cards, expense management, and real-time payments. Brex results are included in Domestic Card within the Credit Card segment. Integration expenses, primarily salaries, benefits, and professional services, were recorded in operating expenses.

Total consideration was $4.521B: $2.630B in cash and 10.6M Capital One shares valued at $1.891B, including $13M for restricted stock units.

The preliminary purchase-price allocation included $2.777B of acquired assets and $1.348B of assumed liabilities, producing $1.429B of net assets and $3.092B of goodwill. Q3 2026 measurement-period adjustments increased preliminary goodwill by $23M.

Assumed liabilities included $1.1B of debt, which was paid off immediately after closing. Preliminary goodwill was allocated $2.4B to Credit Card and $736M to Consumer Banking. It is not tax-deductible because the transaction was structured as a nontaxable corporate reorganization.

Brex fair-value estimates remained provisional as of September 30, 2026, and may change during the measurement period. Valuations depend on management assumptions about discount rates, future cash flows, and market conditions, including for certain other assets and liabilities.

Investment securities

At September 30, 2026, Capital One’s investment securities were primarily U.S. Treasury and agency securities, which represented 96% of portfolio carrying value, compared with 97% at December 31, 2025. Accrued interest receivable of $320 million is excluded from the securities balances below.

Portfolio balances and AFS composition

At September 30, AFS securities had a $4 million allowance for credit losses, $90 million of gross unrealized gains and $10.450 billion of gross unrealized losses. HTM fair value was $254 million below amortized cost. Other AFS securities included $2.4 billion of asset-backed securities, up from $1.9 billion; the remainder was primarily supranational, foreign-government and U.S. agency debt.

Unrealized-loss exposure

AFS securities in an unrealized-loss position and without a credit-loss allowance had the following exposures:

Agency RMBS accounted for $9.868 billion of current gross unrealized losses, including $8.896 billion on securities in a loss position for at least 12 months. These are unrealized valuation losses; the securities identified in the table had no credit-loss allowance. Separately, non-agency RMBS had a $4 million credit-loss allowance, compared with $3 million at year-end.

Maturities and yields

Most AFS securities contractually due after ten years were agency RMBS. Contractual maturities may differ from expected maturities because of borrower prepayments and call rights; weighted-average expected maturities were 8.3 years for RMBS and 4.3 years for agency CMBS. HTM securities had a 4.17% total weighted-average yield. Their contractual maturities included $3.386 billion of agency RMBS due after ten years and $395 million of Treasuries due over five through ten years.

Sales and pledged securities

There were no securities sales in Q3 2026. AFS sale proceeds were $662 million for 9M 2026, with immaterial gains; the company reported $40 million of losses on AFS securities in both Q3 and 9M 2026. There were also no sales in Q3 2025; 9M 2025 sale proceeds were $9.7 billion, with immaterial losses, indicating substantially higher securities turnover than in 9M 2026.

Securities pledged had a $39.0 billion carrying value at September 30, 2026, down from $39.7 billion at December 31, 2025. They primarily supported FHLB advances and public-fund deposits. Securities received as pledges for derivatives had a $67 million fair value, compared with less than $1 million at year-end.

Loans held for investment

At September 30, 2026, loans held for investment, excluding loans held for sale, totaled $462.530B, up $8.908B (2.0%) from December 31, 2025. The balance included $1.2B of unamortized premiums, discounts and deferred fees/costs, compared with $980M. Accrued interest receivable of $3.1B at both dates is excluded from the loan tables.

Delinquency and nonperforming loans

Overall delinquent loans declined to $15.787B, or 3.41% of loans, from $16.301B, or 3.59%.

Loans over 90 days past due and still accruing were $4.724B (1.02% of loans held for investment), down from $5.352B (1.18%). Nonperforming loans were $1.773B (0.38%), compared with $1.819B (0.40%); nonperforming loans without an allowance were $662M (0.14%), versus $722M (0.16%). Interest income on nonperforming loans was $4M in Q3 2026 and $58M in 9M 2026, compared with $4M and $54M in the respective 2025 periods.

Credit indicators and loans modified for financial difficulty

Auto credit quality is assessed using FICO scores at origination, which are not subsequently refreshed. Auto loans with origination scores of 620 or below increased to $30.002B from $25.431B. Commercial criticized performing exposures were $4.051B ($1.590B real estate and $2.461B C&I), versus $4.177B; criticized nonperforming exposures were $1.128B, versus $1.212B. Criticized loans are generally reviewed quarterly, compared with at least annual reviews for noncriticized loans. Card performance is monitored through delinquency migration and is sensitive to unemployment, economic growth and consumers’ financial condition.

At September 30, 2026, loans modified for financial difficulty (FDMs) over the rolling 12 months totaled $6.977B, versus $6.751B a year earlier. Their delinquent balance rose to $1.770B from $1.224B, including loans over 90 days delinquent of $629M versus $550M. Current FDM loans declined to $5.207B from $5.527B; the delinquent share increased to approximately 25.4% from 18.1%.

FDM modifications increased overall in Q3 and 9M 2026. Card relief primarily involved interest-rate reductions; auto modifications commonly combined reduced rates and term extensions.

Domestic-card modifications reduced principal by $48M in Q3 and $177M in 9M 2026, and forgave $33M and $126M of interest and fees, respectively; the corresponding 2025 figures were $85M/$230M of principal reductions and $68M/$201M of interest and fees. Modifications may also include term extensions, payment delays, forbearance and settlements with waived principal, interest or fees.

Loans modified for financial difficulty that subsequently entered default increased:

The 2026 default figures include acquired Discover portfolio loans, including loans modified or subsequently defaulted before the acquisition closed, affecting comparison with 2025.

Funding and loan management

Loan collateral pledged to the FHLB and Federal Reserve Discount Window was $113.2B at September 30, 2026, versus $98.2B at December 31, 2025, supporting borrowing capacity of $106.5B versus $87.7B. Capital One also securitizes portions of its credit-card and auto portfolios. Revolving loans converted to term loans totaled $470M in Q3 2026 versus $432M, and $1.2B in 9M 2026 versus $836M, primarily in domestic credit card and Commercial Banking.

Allowance for credit losses and reserve

Dollars in millions.

Capital One’s allowance for credit losses reflects expected lifetime losses. Estimates use a one-year reasonable-and-supportable forecast followed by a one-year reversion to historical loss experience; management also applies qualitative adjustments when it believes modeled results do not capture portfolio conditions or risk. The reserve for unfunded lending commitments relates to non-cancellable Commercial Banking commitments and is recorded in other liabilities.

The credit-loss allowance was down $670 from $23,409 at December 31, 2025. It declined $225 during Q3 2026, compared with a $760 decline in Q3 2025. For the first nine months of 2026, it declined $657 from year-end 2025; in the comparable 2025 period, it increased by $6,817.

Credit losses and provision

The allowance balances by segment were:

The 2026 nine-month allowance movement comprised a $992 Credit Card release, a $311 Consumer Banking build, and a $24 Commercial Banking build. The sharp difference in provision from 2025 reflects acquired Discover credit-card accounting: the 2025 period included a $2,870 initial allowance for purchased credit-deteriorated loans and a $3,305 benefit from expected recoveries on charged-off acquired loans.

Charge-offs and collections

Gross charge-offs on loans held for investment totaled $15,526 in the first nine months of 2026: $13,142 in Credit Card, $2,171 in Consumer Banking, and $213 in Commercial Banking. Credit Card charge-offs included $12,325 domestic card, $476 international card, and $341 personal loans. Consumer Banking charge-offs were predominantly auto loans ($2,108).

By loan vintage, term-loan charge-offs totaled $2,619, including $777 from 2025 vintages and $651 from 2024 vintages; revolving-loan charge-offs were $12,554, and revolving loans converted to term were $353. Recoveries and their timing are affected by collection strategies, including repossessions, sales of charged-off loans, and litigation.

Credit-card partner loss sharing

Estimated reimbursements from credit-card partners, netted against the allowance, were $1,381 at September 30, 2026, up from $1,132 a year earlier. Changes in estimated reimbursements reduced provision by $286 in Q3 2026 and $747 in 9M 2026, compared with reductions of $95 and $613 in the corresponding 2025 periods.

Amounts due from partners for charged-off loans were $141 in Q3 2026 and $469 in 9M 2026, compared with $154 and $491, respectively, in 2025. These arrangements reduce reported net charge-offs and provision; reimbursement estimates use a methodology consistent with the loan-loss allowance.

VIEs and securitizations

Capital One primarily securitizes credit-card receivables and auto loans to obtain funding and transfer some loan-related economic risk. It consolidates the related trusts, services their assets, and retains certain interests. The trusts’ assets are the primary source for settling their obligations, and their creditors generally have no recourse to Capital One’s general credit.

Consolidated securitization-related VIEs

Carrying value; $ billions.

The overall decline in securitization-related VIE assets and liabilities primarily reflected lower credit-card securitizations; auto securitization balances increased.

VIE exposure and selected investments

Maximum exposure to loss for unconsolidated VIEs assumes the unlikely case that all VIE assets become worthless and Capital One must meet its remaining funding obligations.

Affordable-housing investments provide tax credits. For the nine months ended September 30, 2026, Capital One recognized $567M of investment amortization and $670M of tax credits in income tax provision, compared with $515M and $605M, respectively, in the first nine months of 2025. The $2.8B of unfunded commitments was largely expected to be paid from 2026–2029. Affordable-housing creditors have no recourse to Capital One’s general credit, and the company reports no support beyond its contractual commitments.

Community-development VIEs provide capital to low-income and rural communities, financing businesses and nonprofits while generating federal and state tax credits. Their creditors also have no recourse to Capital One’s general credit.

For other unconsolidated VIE interests, primarily renewable-energy companies and minority equity investments, renewable-energy equity investments subject to proportional amortization had a $716M carrying value at September 30, 2026. Related unfunded commitments were $157M, expected to be paid from 2026–2035. Creditors have no general-credit recourse, and support is limited to contractual requirements.

Other securitization matters

Capital One acquired the Discover Card Execution Note Trust (DCENT) program in May 2025. It defeased DCENT’s outstanding DiscoverSeries Class A Notes in December 2025; by September 2026, all remaining Class A Notes had matured and been paid in full.

Capital One also originates multifamily commercial real-estate loans and transfers them to government-sponsored enterprises, while retaining mortgage servicing rights and servicing obligations. It does not consolidate those trusts or include them in the VIE tables because it considers its continuing involvement insignificant. Potential exposure may include the carrying value of mortgage servicing rights and investment securities, as well as contractual loss-sharing obligations.

Certain structures include a consolidated VIE holding an investment in an unconsolidated VIE. To avoid duplicating exposure, the unconsolidated-VIE columns include $3.6B of assets and $1.6B of liabilities for these structures at September 30, 2026, compared with $3.0B and $1.2B at December 31, 2025.

Goodwill and other intangible assets

Goodwill

At September 30, 2026, goodwill was $31.880B, up $3.371B (11.8%) from December 31, 2025. Acquisitions added $3.376B—$2.640B in Credit Card and $736M in Consumer Banking—while foreign-currency adjustments reduced goodwill by $5M.

Commercial Banking had no acquisition-related goodwill additions. Prior-period segment balances are not provided in the summary.

Other intangible assets

Other intangible assets, net of accumulated amortization, were $15.569B at September 30, 2026, down $1.009B (6.1%) from December 31, 2025. Gross carrying amount increased to $18.644B from $18.168B, while accumulated amortization increased to $3.075B from $1.590B.

Definite-lived intangible assets, net, were $10.591B, down from $11.600B. Their September 30, 2026 components were:

Indefinite-lived intangible assets were $4.978B, unchanged from December 31, 2025: Discover Network, $2.700B; brand and trade names, $2.270B; and other licenses and domain names, $8M.

Commercial mortgage servicing rights (MSRs), included in other assets, had a net carrying amount of $278M at September 30, 2026, versus $303M at December 31, 2025. Gross carrying amount was $643M versus $646M, and accumulated amortization was $365M versus $343M.

Amortization expense and expected future amortization

Intangible amortization expense was $508M in Q3 2026 and $1.5B in 9M 2026. Estimated future amortization as of September 30, 2026 totals $10.591B:

Deposits

Deposits were Capital One’s largest funding source and increased 1.0% from December 31, 2025, to September 30, 2026.

Estimated uninsured time deposits were $13.3B, compared with $12.9B. Time deposits with at least some amount above the insurance limit totaled $17.9B, versus $17.4B.

Borrowings

Short-term borrowings increased, while long-term debt declined. Long-term debt carrying values include unamortized premiums and discounts, net of issuance costs and fair-value hedge adjustments.

Third-quarter 2026 short-term borrowings included $500M of FHLB advances with original maturities greater than three months; these issuances are reported in cash-flow changes in other borrowings.

Securitized debt obligations mature in 2027–2036, with a 4.09% weighted-average rate and stated rates of 1.39%–5.82%. Fixed unsecured senior debt matures in 2026–2037, with a 5.09% weighted-average rate and stated rates of 1.65%–7.96%. Fixed unsecured subordinated debt matures in 2028–2036, with a 4.97% weighted-average rate and stated rates of 2.36%–6.18%. Finance lease liabilities mature in 2026–2030 and have a 4.82% weighted-average rate, with stated rates of 3.78%–9.91%. Euro-denominated unsecured notes included in senior debt were $2.2B, compared with $544M.

Note 9 — Derivative Instruments and Hedging Activities

Capital One uses interest-rate derivatives to manage earnings and economic-value-of-equity sensitivity, foreign-currency derivatives to limit earnings and capital exposure, and cash-flow hedges to convert designated floating-rate credit-card and commercial loans to fixed rates. Customer-accommodation derivatives help commercial clients manage interest-rate, commodity and foreign-exchange risks; Capital One offsets the substantial majority of the resulting market risk with other counterparties.

Derivative positions and collateral

Fair values; notional amounts are contractual amounts.

Growth in customer-accommodation and commodity-contract activity increases gross counterparty and collateral activity, even though customer-accommodation asset and liability fair values are largely offsetting. Capital One uses legally enforceable master netting agreements, variation margin and initial margin; collateral requirements vary with market values and exposures.

Derivatives create counterparty-default risk, particularly for over-the-counter contracts. Cleared derivatives require initial and daily variation margin through futures commission merchants, and bilateral agreements may require collateralization above thresholds. Some agreements also require Capital One to maintain investment-grade debt ratings; a downgrade below investment grade could permit counterparties to terminate and close out positions. The net valuation allowance for counterparty and own-credit nonperformance risk was $4M at September 30, 2026, versus $5M at December 31, 2025.

Hedge accounting effects

Amounts below are gains/(losses) in millions. Cash-flow hedge amounts are reclassified from AOCI as the hedged transactions affect earnings.

Foreign-exchange hedge amounts were largely offset by foreign-currency transaction gains or losses on foreign-currency-denominated intercompany funding, recorded in other non-interest income. Capital One expects to reclassify an after-tax loss of $661M from AOCI into earnings over the next 12 months; the loss is expected to largely offset cash flows from the hedged transactions. Market conditions and risk-management actions could change the amount. Forecasted transactions were hedged for a maximum period of approximately 9.5 years at September 30, 2026.

Gains or losses on hedged items generally offset changes in derivative fair values, and fair-value hedge effects are reported in the same income-statement lines as the hedged items. Amortization benefits from basis adjustments on discontinued hedges were $12M in Q3 2026 and $52M in 9M 2026, versus $23M and $49M in the corresponding 2025 periods. Changes in cross-currency-swap fair values attributable to cross-currency basis spreads are excluded from hedge-effectiveness assessments, recorded in OCI, and the initial excluded component is recognized in earnings over the swap’s life.

Free-standing derivatives

Gains/(losses) recognized in other non-interest income, in millions:

Fair-value-hedged item basis adjustments

For the AFS securities portfolio using the “last layer” method, amortized-cost basis was $3.3B, designated hedged items were $2.4B, and cumulative basis adjustments were $73M at September 30, 2026; the corresponding December 31, 2025 amounts were $3.7B, $2.5B and $29M.

Preferred stock

Preferred stock carrying value declined to $4.420B at September 30, 2026, from $5.407B at December 31, 2025. Capital One redeemed all Series M preferred stock on September 1, 2026; its carrying value had been $988M at year-end 2025.

Preferred dividends are non-cumulative, and redemptions are subject to regulatory approval.

Accumulated other comprehensive loss (AOCI) and other comprehensive income (OCI)

AOCI widened substantially during 2026, as large after-tax unrealized losses on available-for-sale securities and hedging relationships reduced reported equity.

At September 30, 2026, AOCI comprised $(7.838)B from securities, $(2.239)B from hedging relationships, $65M of foreign currency translation gains, and $4M of other gains. The 9M 2026 deterioration primarily reflected after-tax unrealized losses on available-for-sale securities of $2.827B and on hedging relationships of $1.698B; in 9M 2025, those items were gains of $2.094B and $1.211B, respectively.

The 9M securities and hedging figures above describe the principal drivers of the AOCI deterioration. The filing attributes OCI components to securities valuations, hedging relationships and currency translation but does not explain the market drivers.

AOCI reclassifications into earnings

Earnings per common share

Common-stockholder earnings reflect participating-security allocations of $32M versus $33M in Q3 and preferred dividends of $73M in each quarter. Q3 2026 also included a $12M preferred-stock redemption impact, comprising deferred issuance costs for Series M; Q3 2025 had no redemption impact. For 9M, preferred dividends were $203M versus $195M, and preferred-stock redemption impacts were $(12)M versus $6M. The 9M 2025 impact included a $6M discount on Series P. In 9M 2025, 26,000 awards were excluded as anti-dilutive; no options or awards were excluded in 9M 2026.

Fair-value measurements

Recurring fair-value positions

Level 3 measurements rely on significant unobservable inputs and involve greater estimation judgment. Level 3 available-for-sale securities increased to $235M from $148M. During 9M 2026, $189M transferred into Level 3 and $79M transferred out, reflecting changes in the observability of pricing inputs.

Net Level 3 derivative positions shifted from $110M of net assets at December 31, 2025, to $197M of net liabilities at September 30, 2026.

Nonrecurring fair-value measurements

Loan valuations rely in part on collateral values and estimated non-recoverable rates; the weighted-average non-recoverable rate increased to 29% from 22%.

Carrying value and estimated fair value

At September 30, 2026, these estimated fair values were not recurring balance-sheet measurements.

Valuation methods and risk

Level 3 securities and retained interests are valued using discounted cash flow techniques, with inputs including yields, prepayment and default rates, loss severity, and discount rates. Management notes that higher discount rates, defaults, loss severity, or credit and liquidity spreads generally reduce fair value. The filing also cites limitations in vendor data for some securities; other Level 3 valuations use internal assumptions.

Segment reporting and performance

Capital One reports Credit Card, Consumer Banking, Commercial Banking, and Other. Other includes treasury activities, residual tax items, unallocated corporate costs, restructuring, and Discover integration expenses. The CEO evaluates segments using after-tax income from continuing operations. Results reflect allocated funding costs and other assumptions; changes to funds-transfer-pricing methods can shift reported net interest income between businesses. Commercial Banking revenue is reported on a taxable-equivalent basis, with offsetting adjustments in Other.

Q3 2026 consolidated results

$ millions; Q3 2025 shown for comparison.

Q3 net revenue increased 6.4% year over year and after-tax income increased 10.8%.

Segment results

$ millions; Q3 amounts compare Q3 2026 with Q3 2025; 9M amounts compare the first nine months of 2026 with the first nine months of 2025.

Credit Card’s Q3 after-tax income declined despite higher revenue. For the first nine months, its after-tax result improved sharply, primarily as provision for credit losses fell to $8,364 million from $15,388 million. Consolidated 9M provision was $9,973 million versus $16,513 million, while non-interest expense rose to $26,363 million from $21,156 million. Overall 9M net revenue was $47,425 million versus $37,851 million, and after-tax income was $8,740 million versus $334 million. Thus, year-to-date revenue growth of 25.3% substantially exceeded Q3’s 6.4%.

Balance-sheet amounts by segment

$ millions; as of September 30.

Credit Card had no reported deposits.

Revenue, marketing, and comparability

Revenue from contracts with customers was $2,836 million in Q3 versus $2,283 million, and $8,008 million for 9M versus $5,616 million. Net discount and interchange fees, after customer rewards, were $2,335 million versus $1,812 million in Q3 and $6,555 million versus $4,513 million for 9M.

Marketing expense increased to $1.6 billion from $1.4 billion in Q3 and to $4.8 billion from $4.0 billion for 9M. Credit Card marketing accounted for $1.3 billion versus $1.2 billion in Q3 and $4.0 billion versus $3.4 billion for 9M. Domestic Card results began including Brex and the legacy corporate card product in Q2 2026, affecting comparability. Card finance charges and fees charged off as uncollectible reduced reported net revenue by $784 million versus $869 million in Q3 and by $2.7 billion versus $2.4 billion for 9M.

Note 14 — Commitments, Contingencies, Guarantees and Other Matters

Unfunded lending commitments

Contractual commitments represent maximum potential exposure, not expected funding. Credit card lines generally are not fully drawn, and commitments may expire undrawn.

The carrying value of reserves and deferred revenue on legally binding commitments was $132M, compared with $114M at December 31, 2025. This comprised $88M for other loan commitments (from $82M) and $44M for letters of credit (from $32M); no carrying value was shown for credit card lines. Credit standards and collateral requirements generally align with those for funded lending, and letters of credit are reviewed regularly. Certain financial guarantees expire from 2026 to 2030.

Multifamily commercial real estate loss sharing

Capital One originates multifamily commercial real estate loans for sale to government-sponsored enterprises (GSEs) and retains loss-sharing obligations. The balance-sheet liability for agreements entered into on or before December 31, 2019 was $130M at September 30, 2026, down from $150M at December 31, 2025. Agreements entered into since January 1, 2020 are measured under the fair value option, with unrealized gains and losses recorded in non-interest income. For older agreements, liabilities are amortized as risk is released, while expected credit losses are recognized through provision for credit losses.

Payment-network contingent exposures

Potential exposures arise from international merchant, ATM-acquirer and payment-network settlement failures, as well as Discover Network merchant chargebacks. Recovery may depend on contractual offsets or collection from merchants and acquirers. Losses from these exposures were not material for Q3 or the nine months ended September 30, 2026, and Capital One recorded no contingent liability at quarter-end.

Discover regulatory matters

Capital One and CONA assumed going-forward obligations following the Discover acquisition. The CFPB consent order concerning Discover’s former student-loan servicing practices remains in effect through December 2030 for pre-sale matters; Discover had sold the portfolio and ceased servicing before the acquisition closed. A Federal Reserve consent order concerning Discover’s misclassification of certain cards into its highest merchant-pricing tier requires governance, risk-management and internal-control obligations. The required civil penalty was paid before closing, and Capital One and CONA committed to satisfy the order.

Litigation and other legal exposures

As of September 30, 2026, management estimated up to approximately $300M of reasonably possible future legal and regulatory losses above existing reserves. Estimates are uncertain, actual losses could exceed both reserves and the disclosed range, and adverse outcomes could materially affect results or cash flows in a particular period.

• Discover card-product misclassification: Discover reserved $1.2B. A merchant class-action settlement is the primary restitution mechanism, and the court granted final approval on May 20, 2026. A separate shareholder class action, dismissed without prejudice in 2025, was amended in March 2026; Capital One moved to dismiss in April. The SEC investigation remains ongoing, and the company is cooperating.
• Interchange antitrust litigation: A new Visa/Mastercard injunctive-class settlement received preliminary court approval on June 9, 2026; the final approval hearing was scheduled for November 16, 2026.
• Savings-account litigation: A new settlement provides a $425M settlement fund, reflected in reserves, and requires the 360 Savings interest rate to match 360 Performance Savings. Capital One implemented the rate increase in Q3 2026. The settlement also resolves related New York Attorney General litigation and objections by the NY AG and 17 other states. Final approval was granted April 20, 2026; an individual objector appealed on June 17, 2026.
• Fair access to banking: Capital One is responding to federal-agency requests connected to Executive Order 14331 and defending a lawsuit brought by the Donald J. Trump Revocable Trust and affiliated entities.

Management does not expect other pending or threatened ordinary-course litigation to be material in aggregate to consolidated financial position or results.

FDIC special assessment dispute

CONA disputes the FDIC’s additional assessment, arguing that the FDIC’s calculation relies on underreported uninsured deposits in the December 31, 2022 Call Report. The FDIC counterclaimed for payment. Based on the FDIC’s December 2025 interim final rule and other factors, Capital One estimated approximately $150M of reasonably possible additional fees. CONA deposited collateral satisfactory to the FDIC, held by a third-party bank pending resolution. Final costs also depend on the FDIC’s ultimate losses from the Silicon Valley Bank and Signature Bank resolutions.

Controls, procedures and risks

As of September 30, 2026, the CEO and CFO concluded that Capital One’s disclosure controls and procedures were effective at a reasonable level of assurance. Following the Transaction, the company is incorporating Discover into its internal control over financial reporting. No other Q3 2026 changes materially affected, or were reasonably likely to materially affect, internal controls. Capital One reported no material changes to the risk factors in its 2025 Form 10-K.

Q3 2026 share repurchases

The repurchase plan, authorized October 20, 2025, permits up to $16B of common-stock repurchases.

Including shares withheld for taxes on vested restricted stock awards, total Q3 purchases were 12,682,922 shares at an average price of $209.63 per share.

Other matters

Legal proceedings are addressed in Note 14. The company reported no defaults upon senior securities.

Insider Trading Plan

During Q3 2026, lead independent director Peter E. Raskind adopted a pre-arranged trading plan on July 23 to sell up to 2,941 Capital One common shares. He entered the plan during an open trading window; it was intended to comply with Rule 10b5-1(c) and company policy. The plan ends when all shares are sold or on May 10, 2027, whichever comes first.

Section 13(r) Transactions

During Q3 2026, Capital One and its affiliates made eight authorized payments totaling $763,713 under applicable OFAC licenses for legal services for or on behalf of persons designated pursuant to Executive Order 13224. The activity complied with applicable law and generated de minimis gross revenue and negligible net profit relative to Capital One overall. The company reported no other affiliate activity during the quarter requiring Section 13(r) disclosure, while noting it may conduct similar lawful client transactions in the future.

Exhibit Index and Signature

The Q3 2026 exhibit index includes the February 19, 2024 merger agreement among Capital One, Discover Financial Services, and Vega Merger Sub, incorporated by reference from Capital One’s February 22, 2024 Form 8-K. The exhibit identifies the Discover transaction but provides no update on its status or financial impact.

The index also lists a September 1, 2026 Certificate of Elimination for Capital One’s Series M fixed-rate reset non-cumulative perpetual preferred stock; it provides no terms or financial effects. CEO Richard D. Fairbank and CFO Andrew M. Young provided certifications under Sections 302 and 906. The Section 302 exhibits are filed; the Section 906 exhibits are furnished and are not treated as filed for Exchange Act Section 18 liability or incorporated by reference.

CFO Andrew M. Young signed the report on November 3, 2026. This section contains no financial results, operating metrics, or quantified risks.