Bank of Hawaii (NYSE: BOH) vice chair reports RSU exercise and new award

Rhea-AI Filing Summary

Bank of Hawaii Corporation Vice Chair Matthew Emerson reported several equity award transactions. On February 20, 2026, he exercised 6,657 restricted stock units, converting them into the same number of common shares, and 3,424 shares were withheld at $80.07 per share to cover tax liabilities, leaving 13,176 common shares directly owned.

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, each representing a contingent right to one share of common stock.

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^*

EMERSON MATTHEW

(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

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		6,657	A	(1)	16,600	D
Common Stock	02/20/2026		F		3,424(2)	D	$80.07	13,176	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			6,657	(4)	(4)	Common Stock	6,657	$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 6,657 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 EMERSON MATTHEW 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 Vice Chair Matthew Emerson report?

Matthew Emerson exercised restricted stock units and received a new RSU grant. He converted 6,657 RSUs into common stock, had 3,424 shares withheld for taxes, and was awarded 5,697 new performance-based RSUs tied to a three-year performance period.

How many Bank of Hawaii (BOH) shares does Matthew Emerson own after these transactions?

After the reported transactions, Emerson directly owns 13,176 common shares. This reflects the RSU conversion into 6,657 shares and the withholding of 3,424 shares for taxes, as disclosed, resulting in the updated direct ownership figure of 13,176 shares.

What are the terms of Matthew Emerson’s new BOH restricted stock unit grant?

Emerson was granted 5,697 restricted stock units on February 19, 2026. These RSUs are subject to both service and performance vesting conditions, tied to a three-year performance period, and each unit represents a contingent right to receive one Bank of Hawaii common share.

Why were 3,424 BOH shares disposed of in Matthew Emerson’s Form 4 filing?

The 3,424 shares were withheld to cover tax liabilities from RSU vesting. The filing explains that Bank of Hawaii Corporation withheld these common shares as payment of tax obligations incurred when restricted stock units vested, rather than an open-market sale.

What does the RSU exercise in BOH’s Form 4 mean for Matthew Emerson’s holdings?

The RSU exercise converted a prior award into actual BOH common shares. A 6,657-unit award granted in 2023 vested and was settled in common stock, increasing his direct share ownership while some shares were simultaneously withheld for tax payments.