Bank of Hawaii (BOH) vice chair converts RSUs and withholds shares for taxes

Rhea-AI Filing Summary

Bank of Hawaii Corporation vice chair and CAO Patrick M. McGuirk reported equity compensation activity involving restricted stock units and common shares. On February 20, 2026, he exercised 5,325 restricted stock units at an indicated value of $80.07 per share, converting them into 5,325 shares of common stock.

On the same date, 2,586 common shares at $80.07 per share were disposed of to cover tax liabilities upon vesting, leaving him with 9,705 common shares held directly. Separately, on February 19, 2026, he received a new grant of 5,697 restricted stock units that are subject to service and performance vesting over a three-year performance period.

Insights

Equity Compensation Analyst

Routine equity vesting and tax withholding with no open-market trades.

The filing shows Patrick M. McGuirk converting 5,325 restricted stock units into common shares at an indicated value of $80.07 per share, a standard derivative exercise tied to prior equity awards rather than an open-market purchase.

To satisfy tax obligations on this vesting, 2,586 common shares at $80.07 per share were withheld and disposed of, a typical payroll-tax mechanism. After these transactions, he directly holds 9,705 common shares, while a fresh grant of 5,697 restricted stock units adds to his performance-based, unvested equity.

The new RSU grant, subject to a three-year performance period, further aligns a portion of his pay with long-term results. Overall, these are routine executive compensation events, not discretionary buying or selling in the open market.

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^*

McGuirk Patrick M

(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 CAO

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

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

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		M		5,325	A	(1)	12,291	D
Common Stock	02/20/2026		F		2,586(2)	D	$80.07	9,705	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	(1)	02/19/2026		A		5,697		(3)	(3)	Common Stock	5,697	$0.00	5,697	D
Restricted Stock Units	(1)	02/20/2026		M			5,325	(4)	(4)	Common Stock	5,325	$80.07	0.00	D

Explanation of Responses:

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

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

3. This award was granted February 19, 2026. The 5,697 restricted stock units are subject to service and performance vesting requirements, based on the three-year performance period.

4. This award was granted February 24, 2023. The 5,325 restricted stock units originally granted were subject to service and performance vesting requirements, based on the three-year performance period.

Remarks:

	/s/ Katherine Lamb for MCGUIRK PATRICK M by Power of Attorney	02/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did BOH executive Patrick McGuirk report on February 20, 2026?

On February 20, 2026, Patrick McGuirk exercised 5,325 restricted stock units at an indicated value of $80.07 per share, receiving 5,325 common shares. To cover taxes, 2,586 common shares at $80.07 per share were withheld and disposed of, leaving him with 9,705 shares.

Did Bank of Hawaii (BOH) executive Patrick McGuirk buy or sell shares on the open market?

The filing shows no open-market buy or sell. It reports a derivative exercise converting 5,325 restricted stock units into common shares and a related tax-withholding disposition of 2,586 shares at $80.07 per share, both standard equity compensation mechanisms rather than discretionary market trades.

How many Bank of Hawaii (BOH) shares does Patrick McGuirk own after these Form 4 transactions?

After the reported activity, Patrick McGuirk directly holds 9,705 shares of Bank of Hawaii common stock. This reflects receipt of 5,325 shares from restricted stock unit conversion and the withholding and disposition of 2,586 shares to cover tax liabilities related to the vesting event.

What new restricted stock unit grant did BOH award Patrick McGuirk in February 2026?

On February 19, 2026, Patrick McGuirk received a grant of 5,697 restricted stock units with a zero grant price. These units are subject to both service and performance vesting requirements, measured over a three-year performance period, linking potential share delivery to long-term results.

How are Patrick McGuirk’s Bank of Hawaii restricted stock units structured?

Each restricted stock unit represents a contingent right to receive one Bank of Hawaii common share. Awards referenced in the filing are subject to service and performance vesting conditions, measured over multi-year performance periods, meaning actual share delivery depends on time-based service and meeting performance goals.

What does the tax-withholding disposition in the BOH Form 4 mean for shareholders?

The tax-withholding disposition reflects 2,586 shares surrendered at $80.07 per share to cover tax liabilities from vesting, not an open-market sale. This is a routine administrative step in equity compensation and doesn’t indicate discretionary selling by the executive in the stock market.