TriCo Bancshares filings document the public-company record for a California bank holding company whose primary subsidiary is Tri Counties Bank. Recent current reports furnish unaudited operating results, Regulation FD investor materials, dividend declarations and share repurchase authorization, with disclosures tied to net interest income, loan and deposit trends, credit quality and capital actions.
Proxy materials cover board governance, shareholder voting matters, executive compensation and equity-award information. The filing record also identifies the company's common stock, no par value, traded on Nasdaq under TCBK, and the corporate and governance framework supporting its commercial and retail banking operations in California.
TriCo Bancshares and First Hawaiian, Inc. plan to combine Tri Counties Bank and First Hawaiian Bank under an Agreement and Plan of Reorganization and Merger. The combination is described as a merger of complementary strengths that will create a $34 billion asset bank with a regional franchise spanning California, Hawaii and other Pacific markets.
The banks expect to maintain two brands, with First Hawaiian Bank in Hawaii and Tri Counties Bank in California, where Tri Counties Bank will operate as a division of First Hawaiian Bank. Leadership highlights continuity in local relationship banking, stating there are no plans to close branches or loan offices and that customers will continue working with their current bankers. The combination is framed as enhancing lending capacity, treasury management, mortgage, card, wealth and trust offerings, while emphasizing cultural alignment, community focus and forward-looking risks, including regulatory approvals, integration challenges and broader economic and industry conditions.
First Hawaiian, Inc. entered into an Agreement and Plan of Reorganization and Merger with TriCo Bancshares and a wholly owned FHI subsidiary, Horizon Merger Sub, Inc. Merger Sub will merge into TriCo, with TriCo surviving, then that surviving corporation will merge into FHI, followed by the merger of Tri Counties Bank into First Hawaiian Bank, which will remain the surviving bank.
FHI and TriCo issued a joint press release and an investor presentation describing the transaction and FHI’s preliminary second-quarter 2026 financial results for the quarter ended June 30, 2026. FHI expects to issue its full earnings release for this period on July 24, 2026. The companies plan to use a Registration Statement on Form S-4, including a joint proxy statement/prospectus, to seek FHI stockholder and TriCo shareholder approvals.
TriCo Bancshares and First Hawaiian, Inc. announced that they have executed an Agreement and Plan of Reorganization and Merger under which Horizon Merger Sub, Inc., a wholly owned subsidiary of First Hawaiian, will merge with and into TriCo, with TriCo surviving. Immediately afterward, the surviving TriCo entity will merge with and into First Hawaiian, which will remain as the surviving company. A subsequent bank merger will combine Tri Counties Bank with First Hawaiian Bank, with First Hawaiian Bank as the surviving bank. The companies released a joint press release and an investor presentation describing this proposed multi-step transaction and plan to file a Registration Statement on Form S-4 containing a joint proxy statement/prospectus for votes by First Hawaiian stockholders and TriCo shareholders.
TriCo Bancshares agreed to be acquired by First Hawaiian, Inc. in an all-stock merger. TriCo shareholders will receive 2.095 First Hawaiian shares for each TriCo share, implying $63.12 per TriCo share and valuing the deal at about $2.02 billion based on First Hawaiian’s July 10, 2026 price.
The combined bank is expected to have about $34 billion of assets, $29.2 billion of deposits, and 117 branches, with pro forma cost of deposits of 1.23% and a loans-to-deposits ratio of 74%. After closing, First Hawaiian and TriCo holders are expected to own roughly 65% and 35% of the combined company, respectively, with no planned branch closures and Tri Counties Bank retaining its brand on the mainland. The transaction, unanimously approved by both boards, is targeted to close by the end of 2026, subject to shareholder and regulatory approvals.
Deal assumptions include about $61 million of pre-tax cost synergies (25% of TriCo’s 2026 noninterest expense), one-time pre-tax merger costs of $125 million, and a loan credit mark of $135 million, producing modeled 2027 EPS accretion of roughly 6%, tangible book value dilution of 4.7% with a 2.8-year earnback, and a pro forma CET1 ratio of about 12.4% at close. First Hawaiian also previewed second-quarter 2026 net income of $73.4 million and diluted EPS of $0.60, with net interest margin of 3.25% and return on average assets of 1.23%.
Trico Bancshares Chief Information Officer Jason Todd Levingston reported compensation-related share activity, including the vesting of performance stock units (PSUs). On June 25, 2026, 1,467 PSUs were exercised into an equivalent number of Common Stock shares after performance certification.
The footnotes state these PSUs vested at 109.36% of the target number, based on total stockholder return relative to the KBW Regional Banking Index. To cover tax liabilities, 940 Common Stock shares were withheld at $53.55 per share. Following these transactions, Levingston holds 3,354.29 Common Stock shares directly and 1,049.64 shares indirectly through an ESOP, with no open-market purchases or sales reported.
TriCo Bancshares EVP Chief Credit Officer Craig B. Carney reported the vesting of performance stock units tied to relative total stockholder return, resulting in the acquisition of 4,561 shares of common stock on June 25, 2026. 2,675 shares were withheld at $53.55 per share to satisfy tax obligations. Following these transactions he holds 40,688 TriCo Bancshares common shares directly, plus 9,898.03 shares via an ESOP and 166.27 shares held indirectly through his daughter.
Trico Bancshares EVP and CFO Peter G. Wiese reported compensation-related equity activity involving performance stock units and common stock. On June 25, 2026, 5,724 Performance Stock Units were exercised into 5,724 shares of common stock at $0.00 per share, following vesting tied to total stockholder return versus the KBW Regional Banking Index at 109.36% of target. On the same date, 3,659 common shares valued at $53.55 per share were withheld to satisfy tax liabilities, which is a non-market, tax-withholding disposition rather than an open-market sale. After these transactions, Wiese held 53,350 common shares directly, plus indirect holdings of 2,700 shares through a family trust and 1,761.43 shares through an ESOP.
TRICO BANCSHARES (TCBK) SVP and General Counsel Gregory A. Gehlmann reported performance stock unit vesting and related share movements. On June 25, 2026, performance-based stock units converted into 2,630 shares of Common Stock, reflecting PSU vesting at 109.36% of target based on total stockholder return versus the KBW Regional Banking Index.
To cover tax obligations from this vesting event, 1,686 Common shares were disposed of as a tax-withholding transaction, not an open-market sale. After these transactions, Gehlmann held 22,721.9873 Common shares directly and 2,380.8300 Common shares indirectly through an ESOP.
TRICO BANCSHARES Chief Risk Officer Angela Tamara Rudd reported compensation-related stock activity involving performance stock units and related tax withholding. On June 25, 2026, 667 Performance Stock Units converted into 667 shares of common stock following vesting based on the company’s total stockholder return relative to the KBW Regional Banking Index, with the award vesting at 109.36% of the target level.
To cover tax obligations from this vesting, 235 common shares were disposed of at $53.55 per share through a tax-withholding disposition, rather than an open-market sale. After these transactions, Rudd held 5,499.2622 shares of common stock directly and 2,690.9300 shares indirectly through an ESOP, along with 2,557.0000 Performance Stock Units remaining outstanding.
Trico Bancshares CEO and President Richard P. Smith reported a routine equity compensation event involving performance stock units (PSUs) and related tax withholding. On June 25, 2026, PSUs converted into 13,271 shares of Common Stock, reflecting a vesting level of 109.36% of the target award based on total stockholder return versus the KBW Regional Banking Index.
To cover tax obligations, 8,511 Common shares were withheld at $53.55 per share, which is a tax-withholding disposition rather than an open-market sale. After these transactions, Smith held 287,747 Common shares directly, along with additional indirect holdings through an ESOP trustee, the ESOP itself, and his spouse.