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Capital One Financial Corp. : Capital One CEO 2012 Compensation $17.5 Million, Down 8.9% From 2011

02/04/2013 | 07:15pm US/Eastern
   By Matthias Rieker and Andrew R. Johnson 

Capital One Financial Corp. (COF) Chairman and Chief Executive Richard Fairbank received compensation valued at $17.5 million for 2012--including, for the first time in more than a decade, a deferred cash bonus.

Mr. Fairbank's compensation fell 8.9% from a year earlier, when he received $19.2 million, according to filings with the Securities and Exchange Commission.

Mr. Fairbank, who is 62 years old and co-founded Capital One in 1988, hasn't received a cash salary in 16 years. But the board decided to award $2.2 million of the 2012 compensation as deferred cash over three years.

"The majority of Mr. Fairbank's compensation remains at risk and primarily equity-based," a spokeswoman said.

In addition to the deferred cash bonus, Mr. Fairbank received about $11 million in restricted stock units, including performance share awards, and about $4.4 million in stock options.

Capital One's 2012 profit rose 11.8% from 2011, to $3.52 billion.

Capital One's board also added new clawback provisions to executive bonuses granted on Thursday, including Mr. Fairbank's bonus. The board can recover pay if an executive broke the law or violated company policy in a way that caused "significant financial or reputational harm," or even "failed in his or her responsibility to manage or monitor the applicable conduct or risks."

Capital One last year became the sixth-largest U.S. commercial banking company by assets. The bank completed a series of large acquisitions in recent years, most recently buying the U.S. online banking business of ING Groep NV (ING, INGA.AE) and the U.S. credit-card business of HSBC Holdings PLC (HBC, 0005.HK, HSBA.LN). The deals, completed last year, have made it one of the biggest issuers of private-label credit cards and one of the country's largest banks.

Write to Matthias Rieker at matthias.rieker@dowjones.com

Subscribe to WSJ: http://online.wsj.com?mod=djnwires

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