Kara West
Chief Enterprise Risk Officer at COF
Executive
About Kara West
Kara West is Chief Enterprise Risk Officer (CERO) of Capital One Financial Corporation (COF), responsible for enterprise risk management across compliance, operational, reputation, and strategic risk. She has served as CERO since September 2023; she joined COF in 2013 and previously served as Card Chief Risk Officer (2017–2021) and Chief Audit Officer (2021–2023). Age: 51 (as of the 2025 proxy) . Company revenue increased in FY 2024 versus FY 2023 during her CERO tenure window (see table below) [GetFinancials: Revenues FY2023, FY2024].
| Company Performance Snapshot | FY 2023 | FY 2024 |
|---|---|---|
| Revenue (USD) | $7,546,000,000 | $7,904,000,000 |
Past Roles
| Organization | Role | Years | Strategic Impact / Scope |
|---|---|---|---|
| Capital One | Chief Enterprise Risk Officer | Sep 2023 – Present | Oversees enterprise risk in compliance, operational, reputation, strategic risk; ERM function |
| Capital One | Chief Audit Officer | Aug 2021 – Sep 2023 | Led internal audit, audit strategy, and oversight of control environment |
| Capital One | SVP & Card Chief Risk Officer | Nov 2017 – Aug 2021 | Led risk for Card; core credit and operational risk oversight |
| Capital One | Various roles | 2013 – 2017 | Progressively senior roles prior to CRO/CAO appointments |
Fixed Compensation
- Not a 2024 Named Executive Officer (NEO) in the proxy; individual base salary and cash pay details for Ms. West are not disclosed in the Summary Compensation Table .
- For context, 2024 NEOs (other than CEO) had base salary at ~20% of total target compensation; cash incentive target ~25%; with equity-based long-term incentives making up the remainder (structure set each year) .
Performance Compensation
While Ms. West’s individual incentive outcomes are not disclosed (non-NEO), she participates in COF’s executive incentive structures.
- Cash Incentive Program (NEO framework): Payout opportunity 0–150% of target based on Company performance factors; for 2024, NEO cash incentive payouts were at 150% of target reflecting Company performance, approved in Feb 2025 .
- Long-Term Incentives (NEO framework): Approximately 55% of total target compensation in equity split between stock-settled RSUs and performance shares; PSUs settle 0–150% of target based on multi-year performance; grants for a performance year are typically made in the following year (e.g., February 2025 for 2024 performance) .
Illustrative framework (applies to NEO cohort; Ms. West’s specifics not disclosed):
| Incentive Type | Metric/Mechanics | Weighting/Target | Actual/Payout | Vesting/Deferral |
|---|---|---|---|---|
| Cash Incentive | Company performance factors assessed by Committee | ~25% of total target comp | 150% of target for 2024 NEOs | Paid/approved following performance year |
| Stock-Settled RSUs | Subject to performance and service conditions | Part of ~55% equity mix | Granted following year | Multi-year vesting, 50% post-vest retention for 1 year |
| Performance Shares (PSUs) | Multi-year (3-yr) outcomes; relative/absolute measures; CEO PSUs explicitly include TSR vs peers, Growth of Tangible BVPS+Dividends, Adjusted ROTCE | Part of ~55% equity mix | 0–150% of target post 3-yr period | Vests based on certified performance; recovery provisions apply |
Additional features:
- All equity awards contain performance and recovery (clawback) provisions, including a Financial Restatement Clawback and Misconduct Clawback .
- Stock-settled RSUs and performance shares have post-vest retention: executives must hold 50% of after-tax net shares for one year post-vesting and until ownership guidelines are met .
Equity Ownership & Alignment
- Stock ownership requirement for executive officers: 3x annual cash salary; post-termination requirement: 1.5x salary for one year (except certain exceptions). New executive officers have 5 years from appointment to comply .
- Hedging and pledging prohibited: Control Group Members (directors and Section 16 officers) are prohibited from hedging/speculative trading and from pledging Capital One securities or holding them in margin accounts .
- Retention/holding: 50% of after-tax shares from RSUs/PSUs must be retained for one year post-vesting and continue to be held until ownership guidelines are met .
- Compliance status disclosed for CEO and NEOs (not all executives): “The CEO and all other NEOs are currently in compliance” with ownership requirements; individual status for Ms. West not disclosed .
Employment Terms
- Employment agreements: COF typically does not enter into fixed-term employment agreements with NEOs; none of the current NEOs have such agreements (Ms. West’s individual agreement status not disclosed) .
- Restrictive covenants: Executive officer agreements contain confidentiality, non-competition, non-solicitation, and work-product ownership covenants; specific durations vary by agreement (detailed example provided for CFO) .
- Severance (NEO framework, excluding CEO): For involuntary termination without cause, Executive Severance Plan provides up to 30% of then-current total target compensation plus a pro-rated severance bonus based on target cash incentive; includes up to 18 months of subsidized COBRA and up to one year outplacement .
- Change-of-control (NEO framework): Double-trigger required for cash and accelerated vesting; no excise tax gross-up; protection period of two years post-CoC. NEO cash benefit equals 112.5% of the highest of current/prior-year target total comp or prior-year actual comp, plus pro-rated target cash incentive; continued benefits and service credit also apply .
Governance, Say-on-Pay, and Shareholder Feedback
- Say-on-Pay approval: 95% support in 2024; 93% support in 2023, indicating strong shareholder endorsement of the compensation framework .
- Compensation governance: Use of outside consultants, stock ownership/retention requirements, formal clawback policies, and prohibition on hedging/pledging for officers .
Performance Context (During Ms. West’s CERO Tenure Window)
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenues (USD) | $7,546,000,000 | $7,904,000,000 |
- Commentary: Revenues rose from $7.546B to $7.904B (+4.7% YoY) over FY 2023–FY 2024, a period overlapping Ms. West’s appointment as CERO (Sep 2023) . EBITDA figures were not provided in available data.
Risk Indicators & Red Flags
- Pledging/hedging: Explicitly prohibited for officers, reducing alignment risk from collateralized borrowing or derivatives .
- Clawbacks: Misconduct and financial restatement clawbacks in place for incentive compensation .
- Golden parachute features: Double-trigger CoC and no excise tax gross-ups in NEO agreements; shareholder proposal to further restrict parachutes was opposed by Board with rationale emphasizing existing protections and market practices .
Data Gaps and Next Steps
- Beneficial ownership and Form 4 activity for Ms. West are not disclosed in the proxy’s “Security Ownership” table (limited to directors and NEOs); company filings do not present Ms. West’s current shareholdings, vested/unvested mix, or any 10b5-1 trading plans. Review of recent Form 4 filings would be required to assess insider selling pressure and near-term vesting events (not available in the retrieved documents) .
- Individual compensation elements (base salary, target bonus, specific LTI grants) for Ms. West are not disclosed, as she is not a 2024 NEO .
Investment Implications
- Compensation alignment: Ms. West, as an executive officer, is subject to COF’s stringent ownership multiple, retention, and anti-hedging/pledging policies, which support long-term alignment and reduce forced-selling risk from pledging .
- Retention risk: While Ms. West’s individual severance/CoC terms are not disclosed, the NEO framework includes market-standard double-trigger protections and moderate severance constructs (30% of target comp for involuntary terminations; 112.5% target comp for CoC terminations for NEOs), which can mitigate unwanted turnover in critical control roles without excessive shareholder cost .
- Execution/controls: Her background leading Audit and Card CRO functions positions her well for robust risk oversight, a critical lever for valuation and downside protection in a credit cycle; however, without individual ownership and trading data, we cannot quantify her “skin in the game” or near-term selling pressure.
- Governance backdrop: Strong Say-on-Pay support (95% in 2024; 93% in 2023) and comprehensive clawback/anti-pledging policies reduce governance red-flag risk and support confidence in incentive design and enforcement .