Current Report · Items 5.02, 7.01, 9.01 · 8-K
Bank of Hawaii Corp.
BOHNYSEEQUITYCurrent
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD Disclosure
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On January 30, 2026, Peter S.…
Filed Feb 3, 2026Accepted Feb 2, 2026, 8:21 PM ESTCIK 46195Accession 0000046195-26-000007
Company context
Bank of Hawai‘i Corporation is a regional financial services company serving businesses, consumers and governments in Hawai‘i and the West Pacific. The Company’s principal subsidiary, Bank of Hawai‘i, was founded in 1897 and offers customers branch, ATM network, convenient 24-hour telephone, internet and mobile banking services. Bank of Hawai‘i Corporation and its subsidiaries offer a wide range of financial products and services, including deposit and lending services, investments, trust services, private banking, leasing, mortgage, insurance. Bank of Hawai‘i also remains steadfast in its commitment to supporting the communities it serves. Additional information about the bank can be found at www.boh.com.
Current securities
Disclosure sections
Items 5.02, 7.01, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 30, 2026, Peter S. Ho, Chairman and Chief Executive Officer (“CEO”) of Bank of Hawaii Corporation and Bank of Hawaii (the “Company”) informed the Company’s Board of Directors (the “Board”) that he will retire as CEO and as an employee of the Company, and retire and resign from the Board, on March 31, 2026. Mr. Ho, age 60, concludes a 33-year career with the Company, the last 16 of which he served as Chairman and CEO. Following Mr. Ho’s notice to the Board, and pursuant to the Company’s considered succession plan, the Board appointed current President and Chief Banking Officer James C. Polk to the position of President and CEO of the Company, effective April 1, 2026. Mr. Polk will also join the Board on that date. Based upon the recommendation of the Human Resources & Compensation Committee of the Board (“HRC”), the Board approved an annual base salary of $825,000 for Mr. Polk, effective April 1, 2026, and after that date he will also be eligible to participate in the short- and long-term incentive plans that are generally available to the Company CEO, all on the terms approved by the HRC.
Mr. Polk, age 59, joined the Company in 1999 and for the last 26 years has held a variety of leadership roles, including overseeing Commercial Banking, Consumer Banking, Retail Lending & Deposit Products, and the Company’s West Pacific Region. In 2016, he was promoted to Vice Chair, and became Chief Banking Officer in 2021. Mr. Polk was promoted to the role of President on July 19, 2024.
Additionally, effective April 1, 2026, Lead Independent Director Raymond P. Vara, Jr., age 56, who has served on the Board since 2013 and as Hawai‘i Pacific Health’s President and CEO since 2013, will become Non-Executive Chairman of the Board. To ensure a smooth transition for both the Chairman and CEO roles, Mr. Ho plans to serve as a consultant to the Company following his retirement through the end of 2027 upon terms yet to be mutually determined.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure.
On February 3, 2026, the Company issued a press release relating to the matters described in Item 5.02. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Filed exhibits (1)
EX-99.1 (by filename) ex991-bankofhawaiiannounce.htmEX-99.1
2
ex991-bankofhawaiiannounce.htm
EX-99.1
Document
[FOR IMMEDIATE RELEASE]
Bank of Hawai‘i Announces Planned Retirement
of Chairman and CEO Peter S. Ho
BOHC President and Chief Banking Officer James C. Polk appointed successor; will join Board of Directors
HONOLULU, HAWAI‘I (Feb. 3, 2026) - Bank of Hawai‘i announces today that Peter S. Ho, who has served as Chairman and Chief Executive Officer since 2010, will retire effective March 31, 2026. This decision is the culmination of the bank’s long-term succession plan for its CEO designed to ensure stability and continuity for the 128-year financial institution. To further support the transition, Ho plans to serve as a consultant to the company following his retirement through the end of 2027.
The Board of Directors unanimously selected current BOHC President and Chief Banking Officer James C. Polk to succeed Ho as President and Chief Executive Officer, upon Ho’s retirement. Polk will also join its Board of Directors. Additionally, Hawai‘i Pacific Health President and CEO Raymond P. Vara, Jr., currently BOHC’s Lead Independent Director, will assume the new role of Non-Executive Chairman of BOHC’s Board of Directors on …
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