Central Pacific Financial Corp. Announces 2024 Annual Meeting of Shareholders
Ticker: CPF · Form: DEF 14A · Filed: Mar 8, 2024 · CIK: 701347
| Field | Detail |
|---|---|
| Company | Central Pacific Financial Corp (CPF) |
| Form Type | DEF 14A |
| Filed Date | Mar 8, 2024 |
| Risk Level | low |
| Pages | 16 |
| Reading Time | 19 min |
| Key Dollar Amounts | $10,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: Proxy Statement, Annual Meeting, Shareholder Vote, Virtual Meeting, Notice and Access
TL;DR
<b>Central Pacific Financial Corp. invites shareholders to its virtual 2024 Annual Meeting on April 25, 2024, with online voting available.</b>
AI Summary
CENTRAL PACIFIC FINANCIAL CORP (CPF) filed a Proxy Statement (DEF 14A) with the SEC on March 8, 2024. Central Pacific Financial Corp. will hold its 2024 Annual Meeting of Shareholders on April 25, 2024, at 11:00 a.m. Hawaii time. The meeting will be conducted virtually, accessible online at www.virtualshareholdermeeting.com/CPF2024. Shareholders can vote electronically during the meeting or in advance via www.proxyvote.com. The company is using the 'Notice and Access' method for providing proxy materials, sending a Notice of Internet Availability of Proxy Materials. This method aims to provide convenient access to materials and reduce printing and distribution costs.
Why It Matters
For investors and stakeholders tracking CENTRAL PACIFIC FINANCIAL CORP, this filing contains several important signals. The virtual format and online voting options aim to increase shareholder participation and convenience. The 'Notice and Access' method for proxy materials demonstrates a commitment to cost savings and environmental responsibility.
Risk Assessment
Risk Level: low — CENTRAL PACIFIC FINANCIAL CORP shows low risk based on this filing. The filing is a routine proxy statement for an annual shareholder meeting, with no immediate financial or operational risks indicated.
Analyst Insight
Review the proxy materials for proposals and director nominations to make an informed voting decision.
Key Numbers
- 2024 — Annual Meeting Year (2024 Annual Meeting of Shareholders)
- April 25, 2024 — Annual Meeting Date (Annual Meeting will be held on Thursday, April 25, 2024)
- 11:00 a.m. — Annual Meeting Time (at 11:00 a.m., Hawaii time)
- www.virtualshareholdermeeting.com/CPF2024 — Virtual Meeting Link (attend online at www.virtualshareholdermeeting.com/CPF2024)
- www.proxyvote.com — Advance Voting Link (vote before the Annual Meeting at www.proxyvote.com)
- March 8, 2024 — Filing Date (Filed as of Date: 20240308)
Key Players & Entities
- CENTRAL PACIFIC FINANCIAL CORP (company) — Registrant name
- 0000701347 (company) — Central Pacific Financial Corp. Central Index Key
- 6022 (company) — Standard Industrial Classification for Commercial Banks
- HI (company) — State of Incorporation
- 220 S KING ST (company) — Central Pacific Financial Corp. Business Address Street 1
- HONOLULU (company) — Central Pacific Financial Corp. Business Address City
- 96813 (company) — Central Pacific Financial Corp. Business Address ZIP
- 8085440500 (company) — Central Pacific Financial Corp. Business Phone
FAQ
When did CENTRAL PACIFIC FINANCIAL CORP file this DEF 14A?
CENTRAL PACIFIC FINANCIAL CORP filed this Proxy Statement (DEF 14A) with the SEC on March 8, 2024.
What is a DEF 14A filing?
A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by CENTRAL PACIFIC FINANCIAL CORP (CPF).
Where can I read the original DEF 14A filing from CENTRAL PACIFIC FINANCIAL CORP?
You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by CENTRAL PACIFIC FINANCIAL CORP.
What are the key takeaways from CENTRAL PACIFIC FINANCIAL CORP's DEF 14A?
CENTRAL PACIFIC FINANCIAL CORP filed this DEF 14A on March 8, 2024. Key takeaways: Central Pacific Financial Corp. will hold its 2024 Annual Meeting of Shareholders on April 25, 2024, at 11:00 a.m. Hawaii time.. The meeting will be conducted virtually, accessible online at www.virtualshareholdermeeting.com/CPF2024.. Shareholders can vote electronically during the meeting or in advance via www.proxyvote.com..
Is CENTRAL PACIFIC FINANCIAL CORP a risky investment based on this filing?
Based on this DEF 14A, CENTRAL PACIFIC FINANCIAL CORP presents a relatively low-risk profile. The filing is a routine proxy statement for an annual shareholder meeting, with no immediate financial or operational risks indicated.
What should investors do after reading CENTRAL PACIFIC FINANCIAL CORP's DEF 14A?
Review the proxy materials for proposals and director nominations to make an informed voting decision. The overall sentiment from this filing is neutral.
How does CENTRAL PACIFIC FINANCIAL CORP compare to its industry peers?
Central Pacific Financial Corp. operates as a commercial bank, providing a range of financial services.
Are there regulatory concerns for CENTRAL PACIFIC FINANCIAL CORP?
The filing is made under Section 14(a) of the Securities Exchange Act of 1934, governing proxy solicitations.
Industry Context
Central Pacific Financial Corp. operates as a commercial bank, providing a range of financial services.
Regulatory Implications
The filing is made under Section 14(a) of the Securities Exchange Act of 1934, governing proxy solicitations.
What Investors Should Do
- Access the virtual meeting link provided on the filing date.
- Review the proxy materials for proposals and director nominees.
- Vote electronically before or during the annual meeting.
Key Dates
- 2024-04-25: Annual Meeting of Shareholders — Shareholders will attend virtually and vote on company matters.
- 2024-03-08: Filing Date — The Definitive Proxy Statement was filed with the SEC.
Year-Over-Year Comparison
This is a DEF 14A filing for the 2024 annual meeting, following previous filings related to corporate governance and financial reporting.
Filing Stats: 4,764 words · 19 min read · ~16 pages · Grade level 10.5 · Accepted 2024-03-08 15:11:43
Key Financial Figures
- $10,000 — n of proxies for a fee of approximately $10,000, plus reimbursement of expenses. 3 T
Filing Documents
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Executive Compensation
Executive Compensation. To approve, on a non-binding advisory basis, the compensation of the Company's named executive officers (" Say-on-Pay "). 3. Ratification of Appointment of Independent Registered Public Accounting Firm. To ratify the appointment of Crowe LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024. 4. Other Business. To transact such other business as may properly come before the Meeting and at any and all adjournments or postponements thereof. Only those shareholders of record at the close of business on February 20, 2024 shall be entitled to notice of and to vote at the Meeting or any postponement or adjournment thereof. Dated: March 8, 2024 By Order of the Board of Directors, Glenn K.C. Ching Executive Vice President, Chief Legal Officer Corporate Secretary TABLE OF CONTENTS IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL SHAREHOLDERS' MEETING TO BE HELD ON APRIL 25, 2024 Our Proxy Statement and Annual Report on Form 10-K for the fiscal year ended December 31, 2023 are accessible, free of charge, at https://www.cpb.bank/2024proxy and https://www.proxyvote.com . YOUR VOTE IS IMPORTANT. SHAREHOLDERS ARE URGED TO VOTE AND CAN DO SO BY INTERNET, TELEPHONE OR BY MAIL, AS SET FORTH IN THE VOTING INSTRUCTIONS OR PROXY CARD THAT ARE INCLUDED WITH THESE MATERIALS. SHAREHOLDERS WHO ATTEND THE MEETING MAY WITHDRAW THEIR PROXY AND VOTE AT THE MEETING IF THEY WISH TO DO SO. Note About Forward-Looking Statements This proxy statement includes estimates, projections, statements relating to our business plans, objectives, and expected operating results that are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements may appear throughout this proxy statement and relate to, amon
Executive Compensation
Executive Compensation 64 Potential Payments Upon Termination or Change in Control 71 CEO Pay Ratio Disclosure 72 Pay Versus Performance (PVP) 73 Discussion of Proposals Recommended by the Board of Directors 76 Proposal 1 76 Proposal 2 77 Proposal 3 78 Proposals of Shareholders 80 Other Business 81 TABLE OF CONTENTS CENTRAL PACIFIC FINANCIAL CORP. 220 South King Street Honolulu, Hawaii 96813 (808) 544-0500 PROXY STATEMENT ANNUAL MEETING OF SHAREHOLDERS APRIL 25, 2024 INTRODUCTION This Proxy Statement is furnished in connection with the solicitation of proxies by the Board of Directors (the " Board ") of Central Pacific Financial Corp. (the " Company ") for use at the 2024 Annual Meeting of Shareholders (the " Meeting ") of the Company to be held virtually at www.virtualshareholdermeeting.com/CPF2024 on Thursday, April 25, 2024, at 11:00 a.m., Hawaii time, and at any and all adjournments or postponements thereof. The Notice of Internet Availability of Proxy Materials, this Proxy Statement and accompanying form of proxy or voting instruction card, are first being made available to shareholders on or about March 8, 2024. Proposals to be Considered The proposals to be considered and voted upon at the Meeting will be: (1)Election of Directors. To elect up to 11 persons to the Board of Directors for a term of one year and to serve until their successors are elected and qualified, as more fully described in this Proxy Statement. (2)Executive Compensation. To approve, on a non-binding advisory basis, the compensation of the Company's named executive officers (" Say-On-Pay "). (3)Ratification of Appointment of Independent Registered Public Accounting Firm. To ratify the appointment of Crowe LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024. (4)Other Business. To transact such other business as may properly come before the Meeting and at any and all adjournments or postp
Security Ownership of Directors, Nominees and Executive Officers
Security Ownership of Directors, Nominees and Executive Officers The following table sets forth certain information regarding beneficial ownership of Common Stock by each of the current directors, nominees, and the Named Executive Officers (as defined under " COMPENSATION DISCUSSION AND ANALYSIS "), as well as all directors and executive officers as a group, as of the close of business on February 20, 2024. Unless otherwise noted, the address of each person is c/o Central Pacific Financial Corp., 220 South King Street, Honolulu, Hawaii 96813. Name of Beneficial Owner Amount and Nature of Beneficial Ownership (1) Percent of Class (2) Current Directors and Nominees Earl E. Fry 51,850 (3) * Jason R. Fujimoto 5,134 (4) * Jonathan B. Kindred 7,709 (5) * Paul J. Kosasa 67,863 (6) * Duane K. Kurisu (not standing for re-election) 30,431 (7) * Christopher T. Lutes 16,051 (8) * Arnold D. Martines 56,197 (9) * A. Catherine Ngo 198,243 (10) * Robert K.W.H. Nobriga 1,076 (11) * Saedene K. Ota 1,659 (12) * Crystal K. Rose 27,469 (13) * Paul K. Yonamine 92,844 (14) * Named Executive Officers Anna M. Hu 18,462 (15) * Kisan Jo 3,065 (16) * David S. Morimoto 54,113 (17) * Diane W. Murakami 3,193 (18) * All Directors and Current Executive Officers as a Group (16 persons) 617,701 2.3% * Less than one percent. (1) Except as otherwise noted below, each person has sole voting and investment power with respect to the shares listed. The numbers shown include the shares actually owned as of February 20, 2024 and, in accordance with Rule 13d-3 under the Exchange Act, any shares of Common Stock that the person has the right or will have the right to acquire within 60 days of February 20, 2024. (2) In computing the percentage of shares beneficially owned by each person or group of persons named above, any shares which the person (or group) has a right to acquire within 60 days after February 20, 2024 are deemed