Capital One Financial Corporation (COF, Financial) has released details of its 2025 executive compensation plans, approved by the Compensation Committee and independent members of the Board of Directors. The plans are designed to align the interests of executives with those of shareholders by linking compensation to the company's performance over multiple time horizons.
On February 4, 2025, the committee approved the 2025 compensation plans for Chairman and CEO Richard D. Fairbank and other named executive officers. The plans include performance-based incentives that are entirely at-risk, emphasizing the company's commitment to performance-driven rewards.
For the 2024 performance year, Mr. Fairbank received a year-end incentive award totaling $31.0 million. This award comprises performance share awards valued at approximately $20.5 million, a deferred cash bonus of $5.5 million, and restricted stock units (RSUs) worth $5.0 million. The performance shares are contingent on the company's performance over a three-year period, with metrics including Growth of Shareholder Value and Adjusted Return on Tangible Common Equity.
The 2025 compensation plan for Mr. Fairbank mirrors the structure of the 2024 plan, with RSUs and potential year-end incentives based on 2025 performance. Notably, Mr. Fairbank's plan does not include a cash salary, reinforcing the focus on performance-based rewards.
Similarly, the 2025 compensation plan for other named executive officers follows the 2024 structure, with target compensation ranging from $5.5 million to $7.3 million. The plan includes regular cash salary, potential cash incentives, and equity awards, all contingent on company performance.
These compensation strategies underscore Capital One's commitment to aligning executive incentives with shareholder value, ensuring that leadership remains focused on driving long-term growth and success.
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