Central Pacific director awarded 2,117 phantom shares

FRY EARL E reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

FRY EARL E reported acquisition or exercise transactions in this Form 4 filing.

Central Pacific Financial Corp director Earl E. Fry reported a grant of 2,117 phantom stock units tied to board fees. These “DDC CPF Shares” represent the economic equivalent of 2,117 shares of common stock held in the Director's Deferred Compensation Plan.

The phantom stock units are payable in cash after the director’s termination of service. Following this grant, Fry’s directly held phantom stock balance in the plan increased to 12,999 units, reflecting routine compensation rather than an open-market share purchase or sale.

Insider Trade Summary

Grant/Award: 2,117 shares

Grant/Award 1 txn

Insider FRY EARL E

Role Director

Type	Security	Shares	Price	Value
Grant/Award	DDC CPF Shares	2,117	$33.65	$71K

Holdings After Transaction: DDC CPF Shares — 12,999 contracts (Direct)

Footnotes (2)

1. F1. 2022 BOD Fees issued in CPF shares held in the Director's Deferred Comp Plan as phantom stock. Each phantom stock is the economic equivalent of one share of common stock. The shares of phantom stock become payable in cash after the Director's termination of service.
2. F2. 2026 BOD Fees (covering the period 5/1/26-4/30/27) issued in CPF shares held in the Director's Deferred Comp Plan as phantom stock. Each phantom stock is the economic equivalent of one share of common stock. The shares of phantom stock become payable in cash after the Director's termination of service. The 2026 Board fees were approved by the Board Compensation Committee in October 2025.

Key Figures

Phantom stock units granted: 2,117 units Reference price per unit: $33.65 per unit Total phantom units after grant: 12,999 units +1 more

4 metrics

Phantom stock units granted 2,117 units Grant/award acquisition on 2026-05-15 tied to board fees

Reference price per unit $33.65 per unit Transaction price per DDC CPF Share on 2026-05-15

Total phantom units after grant 12,999 units Director's Deferred Compensation Plan balance following transaction

Board fee coverage period 5/1/26–4/30/27 2026 board fees issued as CPF phantom stock units

Key Terms

phantom stock, Director's Deferred Comp Plan, Board Compensation Committee, Grant, award, or other acquisition

4 terms

phantom stock financial

"Each phantom stock is the economic equivalent of one share of common stock."

A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.

Director's Deferred Comp Plan financial

"issued in CPF shares held in the Director's Deferred Comp Plan as phantom stock."

Board Compensation Committee financial

"The 2026 Board fees were approved by the Board Compensation Committee in October 2025."

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did CPF director Earl E. Fry report?

Earl E. Fry reported receiving 2,117 phantom stock units as board fees. These are labeled “DDC CPF Shares” and are tied to Central Pacific Financial Corp common stock, recorded as a routine grant/award rather than an open-market purchase or sale.

How many CPF-related phantom stock units does Earl E. Fry hold after this grant?

After this grant, Earl E. Fry holds 12,999 phantom stock units in the Director's Deferred Compensation Plan. This total includes the new 2,117-unit award, giving a clear snapshot of his deferred, cash-settled board compensation exposure at Central Pacific Financial Corp.

Is Earl E. Fry’s Form 4 transaction in CPF stock a purchase or a compensation grant?

The Form 4 transaction is a compensation-related grant, not an open-market purchase. It is coded “A” for grant, award, or other acquisition, representing 2,117 phantom stock units issued as board fees and settled in cash at a later date.

What are CPF “DDC CPF Shares” and how do they work for Earl E. Fry?

“DDC CPF Shares” are phantom stock units in the Director's Deferred Compensation Plan. Each phantom unit is economically equivalent to one CPF common share, but will be paid in cash after the director’s termination of service instead of delivering actual stock.

Which period do the 2026 CPF board fees for Earl E. Fry cover?

The 2026 board fees cover the period from May 1, 2026 through April 30, 2027. These fees were issued as CPF phantom stock units in the Director's Deferred Compensation Plan, according to the Form 4 footnote describing the 2,117-unit compensation award.

Who approved the 2026 CPF board fees awarded to Earl E. Fry?

The 2026 board fees were approved by the Board Compensation Committee. The Form 4 footnote notes this approval occurred in October 2025, and the fees were issued as phantom stock units linked to Central Pacific Financial Corp common stock in the deferred compensation plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/18/2026 - 05:38 PM Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

FRY EARL E

(Last) (First) (Middle)

220 SOUTH KING STREET

(Street)

HONOLULU HAWAII 96813

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CENTRAL PACIFIC FINANCIAL CORP [ CPF ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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

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

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

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

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
DDC CPF Shares	(1)	05/15/2026		A(2)		2,117		(1)	(1)	Common Stock	2,117	$33.65	12,999	D

Explanation of Responses:

1. 2022 BOD Fees issued in CPF shares held in the Director's Deferred Comp Plan as phantom stock. Each phantom stock is the economic equivalent of one share of common stock. The shares of phantom stock become payable in cash after the Director's termination of service.

2. 2026 BOD Fees (covering the period 5/1/26-4/30/27) issued in CPF shares held in the Director's Deferred Comp Plan as phantom stock. Each phantom stock is the economic equivalent of one share of common stock. The shares of phantom stock become payable in cash after the Director's termination of service. The 2026 Board fees were approved by the Board Compensation Committee in October 2025.

	/s/ Stacey Rocha, attorney-in-fact for Mr. Fry	05/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)