Bank of Hawaii (NYSE: BOH) exec gets RSUs, withholds shares for tax

Rhea-AI Filing Summary

Bank of Hawaii Corporation executive Bradley Shairson, Vice Chair and CRO, reported equity compensation changes and related tax withholding. On February 19, 2026, he received two grants of restricted stock units, one for 6,330 units with a three-year performance period and another for 1,266 units with a two-year performance period. Each unit represents a contingent right to receive one share of common stock. On February 20, 2026, 3,439 common shares were withheld at $80.07 per share to cover tax liability from vesting of restricted stock, leaving him with 19,047 common shares held directly.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SHAIRSON SCHAUD BRADLEY

(Last) (First) (Middle)

130 MERCHANT STREET

(Street)

HONOLULU HI 96813

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BANK OF HAWAII CORP [ BOH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Vice Chair and CRO

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
02/23/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/20/2026		F		3,439(1)	D	$80.07	19,047	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(2)	02/19/2026		A		6,330		(3)	(3)	Common Stock	6,330	$0.00	6,330	D
Restricted Stock Units	(2)	02/19/2026		A		1,266		(4)	(4)	Common Stock	1,266	$0.00	1,266	D

Explanation of Responses:

1. Represents shares of common stock withheld by Bank of Hawaii Corporation for payment of tax liability incurred upon the vesting of restricted shares of common stock.

2. Each restricted stock unit represents a contingent right to receive one share of Bank of Hawaii Corporation common stock.

3. This award was granted February 19, 2026. The 6,330 restricted stock units are subject to service and performance vesting requirements, based on the three-year performance period.

4. This award was granted February 19, 2026. The 1,266 restricted stock units are subject to service and performance vesting requirements, based on the two-year performance period.

Remarks:

	/s/ Katherine Lamb for SHAIRSON SCHAUD BRADLEY by Power of Attorney	02/26/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did BOH executive Bradley Shairson report?

Bradley Shairson reported new equity awards and related tax withholding. He received two restricted stock unit grants and had 3,439 common shares withheld to cover tax on vested restricted stock, as disclosed in the amended Form 4.

How many restricted stock units did BOH grant to Bradley Shairson?

He was granted 6,330 restricted stock units and a separate grant of 1,266 units. Each restricted stock unit represents a contingent right to receive one share of Bank of Hawaii Corporation common stock, subject to service and performance vesting conditions.

What are the vesting periods for Bradley Shairsons BOH restricted stock units?

The 6,330 restricted stock units are tied to a three-year performance period, while the 1,266 restricted stock units are tied to a two-year performance period. Both awards are subject to service and performance vesting requirements specified in the grant terms.

Why were 3,439 Bank of Hawaii shares withheld from Bradley Shairson?

3,439 common shares were withheld by Bank of Hawaii Corporation to pay tax liability from the vesting of restricted shares. This tax-withholding disposition used shares valued at $80.07 each instead of cash, consistent with the Form 4 code F explanation.

How many Bank of Hawaii common shares does Bradley Shairson hold after these transactions?

After the tax-withholding transaction, Bradley Shairson holds 19,047 Bank of Hawaii Corporation common shares directly. This figure reflects his remaining ownership following the withholding of 3,439 shares for tax on vested restricted stock.

What role does Bradley Shairson hold at Bank of Hawaii Corporation (BOH)?

Bradley Shairson is identified as Vice Chair and Chief Risk Officer of Bank of Hawaii Corporation. His position explains why his equity awards and related share withholdings must be reported publicly as insider transactions under securities regulations.