Business Context and Reporting Period
This Form 8-K reports on the results of the annual shareholders' meeting held by Bank of Hawaii Corporation on April 24, 2026. The filing details the voting outcomes for director elections, executive compensation, and the ratification of the independent auditor.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance voting results.
Material Changes and Voting Results
1. Election of Directors
All 12 nominees were elected. The total votes cast for each nominee ranged from approximately 27.9 million to 28.8 million. Notable voting statistics include:
- Raymond P. Vara, Jr. received the highest number of votes against (1,054,811) and the lowest "For" votes (27,956,448).
- Suzanne P. Vares-Lum received the highest number of "For" votes (28,871,215) and the lowest "Against" votes (131,549).
- Robert W. Wo received 845,256 votes against.
2. Advisory Vote on Executive Compensation
The advisory vote on executive compensation was approved, though it faced significant opposition:
- For: 17,274,193
- Against: 11,632,570
- Abstentions: 518,810
3. Ratification of Independent Auditor
Shareholders ratified the re-appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026:
- For: 32,239,430
- Against: 782,004
- Abstentions: 407,525
Guidance, Outlook, and Risks
The filing text does not provide guidance, outlook, management commentary, risks, contingencies, or unusual items. The document is limited to the disclosure of voting results.
Investor Verification Checklist
- Verify the specific reasons for the high number of "Against" votes (approx. 1.05 million) cast for director Raymond P. Vara, Jr.
- Review the proxy statement to understand the context of the significant opposition (approx. 11.6 million votes) to the executive compensation advisory vote.
- Confirm the total number of shares outstanding and the percentage of shares represented by the "Uncast Non-Votes" (4,003,386) to assess overall shareholder engagement.