BANK OF HAWAII CORP 8-K

What Happened
Bank of Hawaii Corporation filed an 8-K reporting the results of its annual shareholders’ meeting held April 24, 2026. Shareholders voted on the election of 12 director nominees, an advisory (say-on-pay) vote on executive compensation, and ratification of Ernst & Young LLP as the company’s independent auditor for fiscal 2026. The filing was submitted April 28, 2026 and signed by Patrick M. McGuirk, Vice Chair and Chief Administrative Officer.

Key Details

• 12 director nominees were submitted to a vote; all nominees received more votes “For” than “Against.” For example, Suzanne P. Vares‑Lum received 28,871,215 votes for (131,549 against) while Raymond P. Vara, Jr. received 27,956,448 votes for and 1,054,811 against. Uncast/non‑votes for the director matters totaled 4,003,386.
• The advisory vote on executive compensation (say-on-pay) received 17,274,193 votes for, 11,632,570 votes against, and 518,810 abstentions — showing notable shareholder opposition compared with typical advisory votes.
• Shareholders ratified Ernst & Young LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 by a wide margin: 32,239,430 votes for, 782,004 against, and 407,525 abstentions.

Why It Matters
Board election results confirm the company’s governance team for the coming year and signal general shareholder support for the incumbent directors. The relatively high level of negative votes on the advisory executive compensation proposal (over 11.6 million against) is a concrete signal of investor concern about pay practices and could prompt management or the board to review compensation policies or investor outreach. Ratification of Ernst & Young preserves continuity in external audit oversight, which affects reporting and financial statement credibility.