HoldCo Files Schedule 13D/A Reporting 7.0% Collective CPF Position

Rhea-AI Filing Summary

This amendment to the Schedule 13D discloses that HoldCo-related reporting persons collectively beneficially own 1,877,951 shares of Central Pacific Financial Corp (CPF), representing 7.0% of the 26,981,436 shares outstanding as of July 31, 2025. The filing breaks ownership down: HoldCo Opportunities Fund V, L.P. beneficially owns 1,810,355 shares (6.7%), while VM GP VII holds 67,596 shares (0.3%).

The amendment states acquisition details: the 1,810,355 shares held by Fund V were purchased for approximately $50,943,796 using working capital and may be held in margin accounts or pledged as collateral; the 67,596 shares held by VM GP VII were acquired in-kind as carried interest with an aggregate purchase price of about $172,229. The filing adds an exhibit listing recent transactions and affirms the reporting persons disclaim beneficial ownership of shares they do not directly own.

Positive

• Fund V's holding of 1,810,355 shares representing 6.7% of the class is clearly disclosed
• Aggregate ownership of 1,877,951 shares (7.0%) is stated and based on an explicit share count (26,981,436 shares outstanding)
• Purchase prices disclosed: Fund V aggregate cost ~$50,943,796; VM GP VII aggregate cost ~$172,229
• Transparency on margin and pledge risk: Fund V shares may be held in margin accounts and pledged as collateral
• Exhibit of transactions added to document recent trades in the issuer's securities

Negative

• None.

Insights

Financial Analyst

TL;DR: HoldCo-affiliated parties now report a >6% stake (Fund V) and a combined ~7% position in CPF, disclosed with purchase prices and margin pledge risk.

The disclosure is material because a >5% position must be reported and can influence market perception. The filing provides concrete figures: 1,810,355 shares for Fund V (6.7%) at ~ $50.94 million aggregate cost and 67,596 shares for VM GP VII at ~ $172,229. The statement that Fund V's shares may be held in margin accounts and pledged as collateral is relevant to potential sale/liquidity dynamics. The amendment also clarifies the shares outstanding basis (26,981,436 shares).

Corporate Governance Expert

TL;DR: Reporting persons disclose a coordinated ownership exceeding 5%, with formal signatures and an exhibit of transactions; no governance actions stated.

The filing is a routine, required disclosure under Schedule 13D/A documenting beneficial ownership and acquisition sources. It names the reporting entities and individuals, specifies shared voting and dispositive powers, and includes a transactions exhibit. The document contains no statements of intent regarding governance, board representation, or proposals, and includes the standard disclaimer of beneficial ownership for shares not directly owned.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

CENTRAL PACIFIC FINANCIAL CORP

(Name of Issuer)

Common Stock, No Par Value

(Title of Class of Securities)

154760409

(CUSIP Number)

HOLDCO ASSET MANAGEMENT, LP
515 E. Las Olas Blvd., Suite 1010, 1325 Avenue of the Americas
Fort Lauderdale, FL, 33301
954-433-6862

MEAGAN REDA, ESQ.
OLSHAN FROME WOLOSKY LLP, 1325 Avenue of the Americas
New York, NY, 10019
212-451-2300

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/04/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 154760409

1

Name of reporting person

VM GP VII LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 67,596.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 67,596.00

11

Aggregate amount beneficially owned by each reporting person

67,596.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.3 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 154760409

1

Name of reporting person

HoldCo Opportunities Fund V, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,810,355.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,810,355.00

11

Aggregate amount beneficially owned by each reporting person

1,810,355.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

6.7 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 154760409

1

Name of reporting person

VM GP X LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,810,355.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,810,355.00

11

Aggregate amount beneficially owned by each reporting person

1,810,355.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

6.7 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 154760409

1

Name of reporting person

HoldCo Asset Management, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,810,355.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,810,355.00

11

Aggregate amount beneficially owned by each reporting person

1,810,355.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

6.7 %

14

Type of Reporting Person (See Instructions)

IA, PN

SCHEDULE 13D

CUSIP No. 154760409

1

Name of reporting person

VM GP II LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,810,355.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,810,355.00

11

Aggregate amount beneficially owned by each reporting person

1,810,355.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

6.7 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 154760409

1

Name of reporting person

Zaitzeff Michael

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,877,951.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,877,951.00

11

Aggregate amount beneficially owned by each reporting person

1,877,951.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP No. 154760409

1

Name of reporting person

Vikaran Ghei

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,877,951.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,877,951.00

11

Aggregate amount beneficially owned by each reporting person

1,877,951.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, No Par Value
(b)	Name of Issuer: CENTRAL PACIFIC FINANCIAL CORP
(c)	Address of Issuer's Principal Executive Offices: 220 S KING ST, HONOLULU, HAWAII , 96813.
Item 1 Comment: The following constitutes Amendment No. 1 to the Schedule 13D filed by the undersigned (the "Amendment No. 1"). This Amendment No. 1 amends the Schedule 13D as specifically set forth herein. Unless otherwise defined herein, all capitalized terms used herein shall have the meanings given to them in the Schedule 13D.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and restated to read as follows: The Shares held by VM GP VII were acquired through an in-kind distribution of carried interest in connection with the wind-down of a prior investment vehicle over which VM GP VII served as general partner. The aggregate purchase price of the Shares held by VM GP VII is approximately $172,229, including brokerage commissions. The Shares purchased by Fund V were purchased with working capital and may be held from time to time in margin accounts established with its brokers or banks. Securities positions held in such margin accounts, including the Shares, may be pledged as collateral security for the repayment of debit balances in such accounts. The aggregate purchase price of the 1,810,355 Shares beneficially owned by Fund V is approximately $50,943,796, including brokerage commissions.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated to read as follows: The aggregate percentage of Shares reported owned by each person named herein is based on 26,981,436 Shares outstanding as of July 31, 2025, which is the total number of Shares outstanding as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 5, 2025. See rows (11) and (13) of the cover pages to this Amendment No. 1 for the aggregate number of Shares and percentage of the Shares beneficially owned by each of the Reporting Persons. The filing of this Amendment No. 1 shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer that he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that he or it does not directly own.
(b)	Item 5(b) is hereby amended and restated to read as follows: See rows (7) through (10) of the cover pages to this Amendment No. 1 for the number of Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and the sole or shared power to dispose or to direct the disposition.
(c)	Item 5(c) is hereby amended and restated to read as follows: Information concerning transactions in the securities of the Issuer effected by certain of the Reporting Persons since the filing of the Schedule 13D is set forth in Exhibit 1 attached hereto and is incorporated herein by reference. Except as otherwise noted, all of the transactions in the securities of the Issuer listed therein were effected in the open market through various brokerage entities.
Item 7.	Material to be Filed as Exhibits.
	Item 7 is hereby amended to add the following exhibit: 1 - Transactions in the Securities.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

VM GP VII LLC

Signature:	/s/ Michael Zaitzeff
Name/Title:	Michael Zaitzeff, Authorized Signatory
Date:	09/08/2025

HoldCo Opportunities Fund V, L.P.

Signature:	/s/ Michael Zaitzeff
Name/Title:	Michael Zaitzeff, Authorized Signatory
Date:	09/08/2025

VM GP X LLC

Signature:	/s/ Michael Zaitzeff
Name/Title:	Michael Zaitzeff, Authorized Signatory
Date:	09/08/2025

HoldCo Asset Management, LP

Signature:	/s/ Michael Zaitzeff
Name/Title:	Michael Zaitzeff, Authorized Signatory
Date:	09/08/2025

VM GP II LLC

Signature:	/s/ Michael Zaitzeff
Name/Title:	Michael Zaitzeff, Authorized Signatory
Date:	09/08/2025

Zaitzeff Michael

Signature:	/s/ Michael Zaitzeff
Name/Title:	Michael Zaitzeff
Date:	09/08/2025

Vikaran Ghei

Signature:	/s/ Vikaran Ghei
Name/Title:	Vikaran Ghei
Date:	09/08/2025

FAQ

How many CPF shares does HoldCo Opportunities Fund V, L.P. own?

HoldCo Opportunities Fund V, L.P. beneficially owns 1,810,355 shares, representing 6.7% of the class.

What is the total reported stake by the HoldCo reporting persons in CPF?

The reporting persons collectively beneficially own 1,877,951 shares, equal to 7.0% of the 26,981,436 shares outstanding.

What were the aggregate purchase prices disclosed for the reported holdings?

The aggregate purchase price for Fund V's 1,810,355 shares is approximately $50,943,796; VM GP VII's 67,596 shares cost approximately $172,229.

Do the filing persons indicate the shares could be pledged or used as collateral?

Yes. The filing states Fund V's shares may be held in margin accounts and pledged as collateral for debit balances.

What basis did the filing use for calculating percentage ownership?

Percentages are based on 26,981,436 shares outstanding as of July 31, 2025, per the issuer's quarterly report filed August 5, 2025.