Business Context and Reporting Period
This Form 8-K Current Report was filed by First Hawaiian, Inc. on July 14, 2021. The filing reports a corporate governance event involving the expansion of the Board of Directors and the appointment of two new directors, effective immediately.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity metrics. This report focuses exclusively on personnel changes and does not contain financial performance data.
Material Changes
- Board Expansion: The Board of Directors increased its size from eight to ten members.
- New Appointments: James S. Moffatt and Kelly A. Thompson were appointed to fill the new vacancies on the Board of First Hawaiian, Inc. and its wholly owned subsidiary, First Hawaiian Bank.
- Committee Assignments: As of the filing date, committee assignments for the new directors had not yet been determined.
Guidance, Outlook, and Compensation
Compensatory Arrangements: Mr. Moffatt and Ms. Thompson will receive compensation consistent with standard arrangements for non-employee directors. The Company anticipates granting each new director a one-time award of restricted stock units valued at $53,698.
Employment Status: Neither individual will be employed by the Company. No transactions requiring reporting under Item 404(a) of Regulation S-K were entered into.
Outlook and Risks: The filing does not contain management commentary on financial outlook, risks, contingencies, or unusual items.
Investor Verification Checklist
- Verify the biographical backgrounds and qualifications of James S. Moffatt and Kelly A. Thompson.
- Monitor future filings for the specific committee assignments of the new directors.
- Review the attached press release (Exhibit 99.1) for additional context on the strategic rationale for expanding the Board.
- Confirm the vesting schedule and terms of the restricted stock unit awards in subsequent proxy statements or compensation reports.