Nakamura Lea M. 4

What Happened Lea M. Nakamura, Executive Vice President & Chief Risk Officer of First Hawaiian, had a total of 1,494 shares of FHB common stock withheld to satisfy tax withholding obligations tied to restricted stock unit (RSU) vesting. On Feb 26, 2026, 719 shares were withheld at $25.89 each (≈ $18,615). On Feb 28, 2026, 775 shares were withheld at $24.76 each (≈ $19,189). These were share-withholdings to cover taxes (routine) rather than open-market sales.

Key Details

• Transaction dates & amounts:
  • 2026-02-26: 719 shares withheld @ $25.89 = $18,615 (F)
  • 2026-02-28: 775 shares withheld @ $24.76 = $19,189 (F)
• Total withheld: 1,494 shares, ≈ $37,804.
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnotes: F1 and F2 indicate these withholdings satisfied tax obligations on RSUs previously reported on Form 4 (filed Feb 28, 2025 and Mar 1, 2024, respectively).
• Filing timeliness: Form 4 was filed on 2026-03-02. Under the SEC two-business-day rule, this filing date aligns with timely reporting for the Feb 26 and Feb 28 transactions.

Context

• These transactions represent tax-withholding via share retention upon RSU vesting (a common, administrative "cashless" settlement) rather than discretionary sales in the open market. Such withholdings are routine and do not necessarily signal the insider’s view on the company’s prospects.