HO PETER S 4

What Happened

• Peter S. Ho, Chairman & CEO of Bank of Hawaii Corporation, had 39,937 restricted stock units (RSUs) convert to common shares on Feb 20, 2026. The company withheld 20,108 shares to satisfy his tax liability at an implied per-share value of $80.07, generating $1,610,048 in tax withholdings. The RSU awards were canceled on settlement (the derivative units were converted and removed).

Key Details

• Transaction date: 2026-02-20; Form filed: 2026-02-23 (timely filing).
• Conversion: 39,937 RSUs vested/converted into 39,937 shares (derivative conversion).
• Withholding (tax payment): 20,108 shares withheld at $80.07/share = $1,610,048.
• Net shares delivered to insider: approximately 19,829 shares (39,937 converted minus 20,108 withheld).
• Footnotes: F1—each RSU equals one share on settlement; F2—shares withheld by the company to pay tax liability; F3—the award was granted Feb 24, 2023 and was subject to three‑year service/performance vesting.
• Shares owned after transaction: not stated in the filing.
• Filing timeliness: filed within the typical SEC two-business-day window (not marked late).

Context

• This was a scheduled RSU vesting/settlement, not an open-market purchase or sale by the insider. The withholding of shares to cover taxes is a common cashless settlement mechanism and should not be interpreted as an active sale for portfolio rebalancing.