Central Pacific Financial (CPF) insider filing details charitable gift and vested equity disposals

Rhea-AI Filing Summary

Central Pacific Financial Corp (CPF) Form 4 summary: This Form 4, filed for reporting person Ngo Agnes Catherine, discloses transactions dated 09/03/2025 affecting common stock holdings. The filing shows a charitable gift of 1,612 shares (transaction code G(1)) to a Donor Advised Fund and multiple reported dispositions tied to vested equity awards and RSU/PSU issuances. After the primary reported transaction the filing reports 63,847 shares beneficially owned in an indirect capacity as co‑trustee of a family trust.

The table and explanations list specific vested awards and time‑based grants (PSUs and RSUs) with vesting histories and clarifications of prior filings; many entries are disposals tied to vesting or prior grants. The signature is by an attorney‑in‑fact dated 09/03/2025.

Positive

• Charitable gift disclosed: 1,612 shares donated to a Donor Advised Fund (transaction code G(1)).
• Clarifications provided: Explanatory notes reconcile multiple prior PSU/RSU grants and vesting dates, improving disclosure accuracy.

Negative

• Multiple dispositions recorded: Numerous shares listed as disposed across grant types, reducing directly held share counts.
• Indirect ownership concentration: Significant holdings are held indirectly (63,847 shares reported as indirect via family trust), which may limit direct reporting transparency.

Insights

Securities Analyst

TL;DR: Routine insider report showing a charitable gift and multiple equity disposals from vested awards; no new derivative positions.

The filing documents a charitable transfer of 1,612 shares and numerous dispositions reflecting issuance and subsequent reporting of vested PSUs/RSUs. Holdings are primarily indirect via a family trust and a foundation, with a post‑transaction indirect beneficial ownership of 63,847 shares reported. Transactions are labeled with standard codes and explained as time‑based or performance‑based vesting events and clarifying supplemental reporting. There is no disclosure here of open market purchases, new option grants, exercise activity, or material change in control.

Corporate Governance Expert

TL;DR: Form 4 clarifies prior award filings and records a gift; activity appears administrative and disclosure‑cleanup in nature.

The detailed explanation section reconciles multiple past PSU and RSU grants and clarifies actual shares that vested and were issued on specified vesting dates. The single G(1) coded transaction is explicitly a charitable gift. Multiple disposals listed correspond to distributions from prior awards or transfers to foundation/IRA structures. Filing is consistent with routine insider reporting and corrective or supplemental data rather than signaling a governance event.

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^*

Ngo Agnes Catherine

(Last) (First) (Middle)

220 S KING STREET

(Street)

HONOLULU HI 96813

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
09/03/2025

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	09/03/2025		G(1)		1,612	D	$0	63,847	I	Co-Trustee of Hines & Ngo 2000 Family Trust dtd 4/18/00
Common Stock								5,886	I	CPB Foundation
Common Stock(2)								5,995	D
Common Stock(3)								6,793	D
Common Stock(4)								1,689	D
Common Stock(5)								2,588	D
Common Stock(6)								4,735	D
Common Stock(7)								7,645	D
Common Stock								3,548	D
Common Stock(8)(9)								5,594	D
Common Stock(10)								2,056	D
Common Stock(11)								3,365	D
Common Stock(12)								3,424	D
Common Stock(13)								3,039	D
Common Stock(14)								5,717	D
Common Stock(15)								9,746	D
Common Stock(15)								6,363	D
Common Stock(16)								2,375	D
Common Stock(17)								3,681	D
Common Stock(18)								3,128	D
Common Stock(19)								2,258	D
Common Stock								9,480	D
Common Stock(20)								5,767	D
Common Stock								2,714	I	Robert Hines IRA
Common Stock(21)								2,855	D
Common Stock(22)								11,431	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

Explanation of Responses:

1. Charitable gift of shares to a Donor Advised Fund

2. 2/15/17 PSU Grant that cliff vests on 2/18/20 based on 2019 year-end performance results. Amount reported is actual number of shares that vested and were issued on 2/18/20.

3. 2/15/18 PSU Grant that cliff vests on 2/16/21 based on 2020 year-end performance results/approval. Amount reported is actual number of shares that vested and were issued on 2/16/21.

4. 2/15/19 PSU Grant that cliff vests on 2/15/22 based on 2021 year-end performance results/approval. Amount reported is actual number of shares that vested and were issued on 2/15/22.

5. 2/15/22 PSU Grant that cliff vests on 2/15/25 based on 2024 year-end performance results/approval. Amount reported is actual number of shares that vested and were issued on 2/18/25.

6. 2/15/22 PSU Grant that cliff vests on 2/15/25 based on 2024 year-end performance results/approval. Amount reported is actual number of shares that vested and were issued on 2/18/25.

7. 2/16/16 PSU Grant that cliff vests on 2/15/19 based on 2018 year-end performance results. Amount reported is actual number of shares that vested and were issued on 2/15/19.

8. 2/16/21 PSU Grant that cliff vests on 2/16/23 based on 2022 year-end performance results. Amount reported is actual number of shares that vested and were issued on 2/16/23.

9. 2/16/21 PSU Grant that cliff vests on 2/16/23 based on 2022 year-end performance results/approval. Amount reported is actual number of shares that vested and were issued on 2/16/23.

10. 2/16/21 PSU Grant that cliff vests on 2/16/23. Amount reported is actual number of shares that vested and were issued on 2/16/23.

11. 2/15/19 RSU Time-Based Grant. Shares vest evenly over 3 years

12. 2/18/20 RSU Time-Based Grant. Shares vest evenly over 3 years

13. 2/15/18 RSU time-based grant. Shares vest evenly over 3 years.

14. 2/15/22 RSU Time-Based Grant. Shares vest evenly over 3 years

15. 2/16/21 RSU Time-Based Grant. Shares vest evently over 2 years

16. 2/15/17 RSU Time-Based Grant. Shares vest evenly over 3 years

17. 2/16/16 RSU Time-Based Grant. Shares vest equally over 3 years.

18. RSU time-based grant. Shares vest evenly over 3 years

19. RSUs time-based; granted 2/17/15

20. RSUs performance-based were originally filed on 3/4/2014 at the maximum performance criteria. This supplements that filing to note the actual number shares that vested based on the performance results.

21. RSUs time-based originally filed on 3/4/2014 were reported with RSUs performance-based and combined into one holding. This clarifies that filing and creates a separate holding for the RSUs time-based only.

22. RSU time-based grant 8/17/15, with 5-year vesting schedule, whereby shares to vest in equal increments over 5-years.

	/s/ Stacey Rocha, attorney-in-fact for Ms. A.C. Ngo	09/03/2025
	** 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).
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FAQ

What transactions did Ngo Agnes Catherine report on CPF Form 4 dated 09/03/2025?

The report shows a charitable gift of 1,612 shares (code G(1)) and multiple dispositions tied to vested PSUs/RSUs and prior grants; no open‑market purchases or derivative exercises are reported.

How many CPF shares does the reporting person beneficially own after the reported transactions?

The filing reports 63,847 shares beneficially owned following the reported transactions, held indirectly as co‑trustee of a family trust.

Are the reported dispositions linked to equity awards or market sales?

Yes. Explanations identify the disposals as resulting from vested PSUs and RSUs (time‑based and performance‑based grants) and clarifying prior filings; no market sales or prices are shown except a $0 price for the G(1) gift.

Does the filing indicate any new derivative securities or option exercises?

No. Table II (derivative securities) contains no reported acquisitions or exercises; all reported items are non‑derivative common stock transactions.

Who signed the Form 4 and when?

The Form 4 is signed by Stacey Rocha, attorney‑in‑fact for Ms. A.C. Ngo and dated 09/03/2025.