FHB CEO Harrison receives performance shares and withholds stock for taxes

Rhea-AI Filing Summary

FIRST HAWAIIAN, INC. Chairman, President and CEO Robert S. Harrison reported equity compensation transactions in company common stock. On February 17, 2026, he acquired 69,567 shares at $0.00 per share from performance share units granted in 2023 that vested based on three-year performance goals. In connection with this delivery, 35,117 shares at $26.40 per share were disposed of to satisfy tax withholding obligations. Following these transactions, he directly owned 511,147 shares of First Hawaiian 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^*

Harrison Robert S

(Last) (First) (Middle)

C/O FIRST HAWAIIAN, INC.

999 BISHOP STREET, 8TH FLOOR

(Street)

HONOLULU HI 96813

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FIRST HAWAIIAN, INC. [ FHB ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHAIRMAN, PRESIDENT AND CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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	02/17/2026		A		69,567(1)	A	$0	546,264	D
Common Stock	02/17/2026		F		35,117(2)	D	$26.4	511,147	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. Represents shares of common stock of First Hawaiian, Inc. ("Common Stock") underlying performance share units granted in 2023 and earned based on the satisfaction of performance-based vesting requirements over a three-year performance period ending on December 31, 2025 and continued employment through the determination date. The Compensation Committee of the Board of Directors of First Hawaiian, Inc. determined and approved the amount of Common Stock earned in respect of such performance share units on February 17, 2026 and such performance share units will be settled in shares of Common Stock no later than March 19, 2026.

2. Represents shares of Common Stock withheld to satisfy withholding obligations in connection with the delivery of the Common Stock underlying the performance share units described in footnote 1 above.

	/s/ Lisa Kamibayashi as Attorney-In-Fact for Robert S. Harrison	02/19/2026
	** 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 FHB CEO Robert S. Harrison report?

Robert S. Harrison reported equity compensation activity involving First Hawaiian, Inc. common stock. He received 69,567 shares from vested performance share units and had 35,117 shares withheld to cover tax obligations, all recorded as of February 17, 2026.

Was the FHB insider transaction a purchase or a grant of shares?

The transaction was a grant and settlement of equity awards, not an open-market purchase. Harrison received 69,567 shares at $0.00 per share from performance share units that vested after a three-year performance period ending December 31, 2025.

Why were 35,117 FHB shares disposed of in the Form 4 filing?

The 35,117 First Hawaiian, Inc. shares were withheld to satisfy tax withholding obligations. This tax-withholding disposition occurred in connection with delivering the common stock earned from previously granted performance share units, at a reported price of $26.40 per share.

How many FHB shares does Robert S. Harrison own after this Form 4?

After these transactions, Robert S. Harrison directly owned 511,147 shares of First Hawaiian, Inc. common stock. This reflects the net impact of receiving 69,567 shares from vested performance share units and 35,117 shares withheld for tax obligations.

What performance period applied to the FHB performance share units in this filing?

The performance share units were granted in 2023 and vested based on performance over a three-year period ending December 31, 2025. Continued employment through the determination date was also required before settlement into First Hawaiian, Inc. common stock.

When will the vested FHB performance share units be settled into shares?

The vested performance share units will be settled in First Hawaiian, Inc. common stock no later than March 19, 2026. The Compensation Committee determined and approved the amount of stock earned on February 17, 2026, triggering the reported grant and tax-withholding transactions.