Capital One Financial Corp. outlined Friday the 2010 compensation plan for Chief Executive Richard Fairbank, which comprises stock-based compensation valued at $11.5 million, plus stock options, but no cash bonus or salary.

Fairbank, who founded the McLean, Va., company in 1988, was granted an estimated 314,639 shares, split between "performance share units" and "restricted stock units" (which vest over time), according to a filing with the Securities and Exchange Commission on Friday. In addition, he was awarded an option to buy up to 559,333 shares in three years' time.

Based on the closing price of $36.55 the day they were granted, Jan. 27, the 177,840 "performance share units" are valued at $6.5 million. Depending on Capital One's performance according to a predetermined metric during three years, relative to a peer group, the value of this grant could vary. But the grant would be worthless if the performance of the credit card lender turned bank falls far short of the peer group's.

In addition, Fairbank may be awarded 136,799 shares of "restricted stock units" in late 2010 or early 2011 at the discretion of the company's independent board members. The restricted stock units are valued at about $5 million.

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