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Central Pacific Financial (NYSE: CPF) director awarded 2,117 phantom stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Ota Saedene K reported acquisition or exercise transactions in this Form 4 filing.

Central Pacific Financial Corp director Saedene K. Ota reported receiving a grant of 2,117 phantom stock units tied to the company’s common stock as board compensation. These units, recorded as “DDC CPF Shares,” represent deferred director fees for the period from May 1, 2026 through April 30, 2027.

Each phantom stock unit is the economic equivalent of one share of common stock, but is payable in cash after the director’s termination of service rather than as actual shares. Following this grant, Ota’s deferred phantom stock balance stands at 15,931 units held directly in the Director’s Deferred Compensation Plan.

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Insider Ota Saedene K
Role Director
Type Security Shares Price Value
Grant/Award DDC CPF Shares 2,117 $33.65 $71K
Holdings After Transaction: DDC CPF Shares — 15,931 shares (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.
Phantom stock units granted 2,117 units Director deferred 2026 board fees grant
Price reference per unit $33.65 per unit Transaction price per phantom stock-equivalent share
Total phantom units after grant 15,931 units Director’s deferred phantom stock balance following transaction
Conversion or exercise price $0.00 Phantom stock grant under Director’s Deferred Compensation Plan
Board fee period covered 5/1/26–4/30/27 Board fees represented by the 2,117 phantom stock units
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."
Grant, award, or other acquisition financial
"transaction_code_description": "Grant, award, or other acquisition""
Board Compensation Committee financial
"The 2026 Board fees were approved by the Board Compensation Committee in October 2025."

FAQ

What insider transaction did CPF director Saedene Ota report on this Form 4?
Director Saedene K. Ota reported a grant of 2,117 phantom stock units linked to Central Pacific Financial Corp common stock. The grant reflects deferred board fees for the 5/1/26–4/30/27 period under the Director’s Deferred Compensation Plan, not an open-market stock purchase.

How many CPF phantom stock units does Saedene Ota hold after this grant?
After the reported grant, Saedene Ota holds 15,931 phantom stock units tied to Central Pacific Financial Corp common stock. These units accumulate as deferred board compensation and represent the economic value of shares, but will ultimately be settled in cash after service ends.

Is Saedene Ota’s CPF Form 4 transaction a stock purchase or a compensation award?
The Form 4 transaction is a compensation award, not a stock purchase. Ota received 2,117 phantom stock units as board fees, classified as a grant or award acquisition, with a conversion price of $0.00, reflecting deferred compensation rather than cash used to buy shares.

When will Saedene Ota’s CPF phantom stock units be paid out?
The phantom stock units will be paid in cash after Saedene Ota’s termination of board service. Each unit is the economic equivalent of one Central Pacific Financial Corp common share, but the plan specifies cash settlement rather than delivery of actual stock at payout.

What period of board fees does the 2,117 CPF phantom stock unit grant cover?
The 2,117 phantom stock unit grant covers 2026 board of directors fees for the period from May 1, 2026 through April 30, 2027. The filing notes these 2026 board fees were approved by the Board Compensation Committee in October 2025 and issued as phantom stock.

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SEC Form 4
FORM 4UNITED 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*
Ota Saedene K
(Last)(First)(Middle)
220 SOUTH KING ST
(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)
XDirector10% 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)
XForm 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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
DDC CPF Shares(1)05/15/2026A(2)2,117 (1) (1)Common Stock2,117$33.6515,931D
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 Ms. Ota05/18/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR