Capital One, National Association agreed to sell and assign its traditional and Roth IRA custodial business to Axos Bank in a transaction dated April 22, 2026.
The deal covers the transfer of all traditional and Roth IRAs administered by Capital One as custodian, except for excluded and closed accounts. The agreement defines the transferred book as “Accounts” and says the assets moving to Axos include the associated deposit liabilities tied to CD accounts and savings accounts.
A key economic term in the transaction is the “Deposit Premium Amount,” which is set at a percentage of the aggregate balance of the deposits tied to the transferred accounts as of closing, including accrued but uncredited interest. The exact percentage was redacted in the filing.
The agreement also specifies the operational data Axos will receive at closing. That funding file includes account numbers, customer names, Social Security numbers, dates of birth, balances, account open dates, IRA type, full name line, and indicators for recurring payments or purchases. Where available, it also includes work phone numbers, email addresses, and secondary addresses.
The closing mechanics are tightly defined. The transaction becomes effective at 12:01 a.m. Eastern time on the closing date, and the cutoff date is set at seven days before closing unless the parties agree otherwise. Account holders who had already closed, transferred, rolled over, or opted out before that cutoff are excluded from the transfer.
The agreement also lays out who can trigger a default or claim. “Fraud” is limited to actual and intentional fraud tied to representations and warranties, while “Material Adverse Effect” is defined to exclude broad market, regulatory, geopolitical, and disaster-related events, along with effects from signing and executing the deal itself.
Several names are specifically identified for knowledge-based provisions. On Capital One’s side, Rich Finn and David Roberts are named; on Axos’s side, Greg Garrabrants, Derrick Walsh, and Johnny Lai are named.
The market has reacted to these announcements by moving the company's shares -0.86% to a price of $84.95. For the full picture, make sure to review Axos Financial's 8-K report.
