Char Neill 4

What Happened

• Char Neill, Vice Chair of First Hawaiian, Inc. (FHB), was credited with 9,073 shares as the settlement of performance share units (PSUs) on Feb 17, 2026 (transaction code A — award/acquisition). To satisfy withholding obligations, 4,807 of those shares were withheld (transaction code F) at $26.40/share, generating $126,905. The award itself is reported with a $0.00 acquisition price because it stems from earned compensation rather than a cash purchase. Net new shares to Neill after withholding: 4,266 (approximately $112,600 based on $26.40/share).

Key Details

• Transaction date: February 17, 2026.
• Award: 9,073 shares (code A) reported at $0.00.
• Withholding: 4,807 shares (code F) disposed at $26.40 for $126,905 to cover taxes.
• Settlement: PSUs granted in 2023 were earned after a three-year performance period ending Dec 31, 2025; shares will be settled no later than March 19, 2026 (footnote).
• Shares owned after transaction: Not stated in the filing.
• Filing timeliness: Report filed Feb 19, 2026 for Feb 17 transactions — appears to be timely (Form 4 is typically due within two business days).
• Footnotes: F1 explains these were PSUs granted in 2023 and approved for settlement on Feb 17, 2026; F2 explains the withheld shares satisfied tax withholding.

Context

• These transactions reflect compensation settlement (earned PSUs), not an open-market purchase or a voluntary sale. Withholding of shares to cover taxes is a routine administrative action and does not necessarily indicate a change in the insider’s market view.
• For retail investors, awarded shares increase insider ownership (net after withholding) but are driven by prior compensation grants and performance metrics rather than direct insider buying.