First Hawaiian Appoints New Directors, Director Departs
Ticker: FHB · Form: 8-K · Filed: Oct 16, 2024 · CIK: 36377
Sentiment: neutral
Topics: board-changes, governance
Related Tickers: FHB
TL;DR
Board shakeup at FHB: Harrison out, Marston & Shidemantle in. Audit committee changes too.
AI Summary
First Hawaiian, Inc. announced on October 15, 2024, the departure of Director Robert W. Harrison and the election of two new directors, Mark J. Marston and Scott D. Shidemantle, effective October 15, 2024. The company also announced changes to its board committees, including Harrison's resignation from the Audit Committee and Marston's appointment to it.
Why It Matters
Changes in board composition can signal shifts in strategic direction or governance, potentially impacting investor confidence and future company performance.
Risk Assessment
Risk Level: low — This filing primarily concerns routine board changes and does not involve significant financial transactions or operational disruptions.
Key Players & Entities
- First Hawaiian, Inc. (company) — Registrant
- Robert W. Harrison (person) — Departing Director
- Mark J. Marston (person) — Newly Elected Director
- Scott D. Shidemantle (person) — Newly Elected Director
FAQ
Who has departed from the Board of Directors at First Hawaiian, Inc.?
Robert W. Harrison has departed from the Board of Directors.
Who were elected as new directors to the Board of First Hawaiian, Inc.?
Mark J. Marston and Scott D. Shidemantle were elected as new directors.
When were the board changes effective?
The changes were effective as of October 15, 2024.
Which committee did Robert W. Harrison resign from?
Robert W. Harrison resigned from the Audit Committee.
Who was appointed to the Audit Committee?
Mark J. Marston was appointed to the Audit Committee.
Filing Stats: 959 words · 4 min read · ~3 pages · Grade level 11.1 · Accepted 2024-10-15 20:37:35
Key Financial Figures
- $0.01 — h registered: Common Stock, par value $0.01 per share FHB NASDAQ Global Select
- $36,446 — restricted stock units with a value of $36,446 in connection with her appointment to t
Filing Documents
- tm2425952d1_8k.htm (8-K) — 30KB
- tm2425952d1_ex99-1.htm (EX-99.1) — 6KB
- tm2425952d1_ex99-1img001.jpg (GRAPHIC) — 11KB
- tm2425952d1_ex99-1img002.jpg (GRAPHIC) — 54KB
- 0001104659-24-108787.txt ( ) — 299KB
- fhb-20241015.xsd (EX-101.SCH) — 3KB
- fhb-20241015_lab.xml (EX-101.LAB) — 33KB
- fhb-20241015_pre.xml (EX-101.PRE) — 22KB
- tm2425952d1_8k_htm.xml (XML) — 4KB
02
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (d) On October 15, 2024, the Board of Directors (the "Board") of First Hawaiian, Inc. (the "Company") increased the number of directors constituting the Board from nine to ten and appointed Tertia M. Freas to serve as a member of the Board to fill the vacancy created upon the increase in the size of the Board, effective immediately. Effective October 15, 2024, Ms. Freas also was appointed as a member of the Audit Committee of the Board. Effective October 15, 2024, Ms. Freas also was appointed to the board of directors of First Hawaiian Bank, a wholly owned subsidiary of the Company. Ms. Freas will receive compensation for her service as a director in accordance with the Company's standard arrangements for non-employee directors, pursuant to which the Company granted Ms. Freas a one-time award of restricted stock units with a value of $36,446 in connection with her appointment to the Board. Ms. Freas, age 66, has served as the executive director for The Clarence T.C. Ching Foundation a private foundation that provides grants to nonprofit organizations in Hawaii for education, healthcare, children, youth and family, sustainability, housing and arts, culture and innovation, since January 2015. Until January 2015, Ms. Freas worked in public accounting for over 35 years at Deloitte & Touche LLP and served as an audit partner for more than 20 years. She is also a member of the American Institute of Certified Public Accountants and the Hawaii Society of CPAs. Ms. Freas currently serves on the board and is the Chair of the Finance Committee at First Presbyterian Church of Honolulu, and she previously served on the boards of directors for the Hawaii Chapter of the American Red Cross, The Contemporary Museum, The Ronald McDonald House of Hawaii, St Andrews Priory, The McKinley High School Foundation and Retail Mercha
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 99.1 Press Release Dated October 15, 2024 104 Cover Page Interactive Data File- the cover page XBRL tags are embedded within the Inline XBRL document SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FIRST HAWAIIAN, INC. Date: October 15, 2024 By: /s/ Robert S. Harrison Name: Robert S. Harrison Title: Chairman of the Board, President and Chief Executive Officer