BOH-PB BANK OF HAWAII CORP
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Executive Summary
Bank of Hawaii Corporation is urging shareholders to vote FOR its executive compensation program (Say-on-Pay Proposal) in response to negative recommendations from proxy advisors ISS and Glass Lewis. The company defends its pay practices citing strong 2025 financial performance, a recent overhaul of its pay program, and unique challenges in recruiting executives in Hawaii.
Actionable Insight
The filing is a standard, routine communication to shareholders in advance of an annual meeting. While it defends executive compensation, the core financial data presented is not new and was already disclosed in the company's March 13, 2026 proxy statement. Traders should note that the company is proactively addressing a negative recommendation from influential proxy advisors, but this does not represent a material change in the company's financials or strategy.
Key Facts
- This is a supplemental proxy statement for the 2026 Annual Meeting of Shareholders.
- The company is urging a vote FOR Proposal 2 (Say-on-Pay) to approve executive compensation.
- Proxy advisors ISS and Glass Lewis recommended voting against the Say-on-Pay proposal due to perceived misalignment between pay and performance.
- The company reported strong 2025 financials: $4.63 diluted EPS, $206M net income, $24.2B in assets, and consistent growth in net interest income and margin.
- The company recently overhauled its executive pay program in 2024, shifting to a balanced scorecard for short-term incentives and reducing long-term incentive grant values.
- The company argues that the negative recommendations are based on a five-year lookback period that includes pre-overhaul pay practices, which inflates reported pay figures.
- The company highlights unique challenges in attracting and retaining executives in Hawaii, including high cost of living and a tight talent pool.
Financial Impact
The filing discusses the company's 2025 financial performance, including $206 million in net income and $24.2 billion in assets.
Risk Factors
- A significant portion of shareholders may vote against the Say-on-Pay proposal based on the proxy advisors' recommendations, which could lead to negative publicity and governance concerns.
- The company's argument about a 'five-year lookback' period may not be persuasive to all investors, potentially leading to a lower-than-expected vote in favor of the proposal.
Market Snapshot
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| DEFA14A Filing (Primary) | 0000046195-26-000029 |
| Document: 0000046195-26-000029-index-headers.html | 0000046195-26-000029 |
| Document: 0000046195-26-000029-index.html | 0000046195-26-000029 |
| Document: 0000046195-26-000029.txt | 0000046195-26-000029 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
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Apr 20, 2026
7w ago
|
8-K
| $26.37 $26.30 | ▼ −0.27% | ▼ −4.47% | $26.24 (−0.49%) |
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Apr 15, 2026
7w ago
|
DEFA14A
| $26.32 $26.45 | ▲ +0.49% | ▼ −5.32% | $26.24 (−0.30%) |
US Market Status
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