8-K
BANK OF HAWAII CORP (BOH)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
| Date of Report | January 30, 2026 |
|---|---|
| (Date of earliest event reported) |
BANK OF HAWAII CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 1-6887 | 99-0148992 | |||||
|---|---|---|---|---|---|---|---|
| (State of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | 130 Merchant Street | Honolulu | Hawaii | 96813 | |
| --- | --- | --- | --- | ||||
| (Address of principal executive offices) | (City) | (State) | (Zip Code) |
(888) 643-3888
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.01 per share | BOH | New York Stock Exchange |
| Depository Shares, Each Representing 1/40th Interest in a Share of 4.375% Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series A | BOH.PRA | New York Stock Exchange |
| Depository Shares, Each Representing 1/40th Interest in a Share of 8.000% Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series B | BOH.PRB | New York Stock Exchange |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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 7.01 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.
Item 9.01.Financial Statements and Exhibits.
(d)Exhibits
| Exhibit No. | |
|---|---|
| 99.1 | February 3, 2026 Press Release: Bank of Hawai‘i Announces Planned Retirement of Chairman and CEO Peter S. Ho. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
Signatures
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.
| Date: February 3, 2026 | Bank of Hawaii Corporation | |
|---|---|---|
| By: | /s/ Patrick M. McGuirk | |
| Patrick M. McGuirk | ||
| Vice Chair and Chief Administrative Officer |
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 April 1.
“To serve as CEO at Bank of Hawai‘i has been the greatest honor of my professional life,” said Bank of Hawai‘i Chairman and CEO Peter Ho. “I’ve had the privilege of leading this wonderful organization with a vision of serving our employees, customers and communities to the fullest. Our success is built on a shared commitment to the values that unite us, and a legacy of trust and service that continues to guide us forward. I’ll depart confident that Bank of Hawai‘i is in exceptional hands under Jim’s leadership.”
Ho began his banking career at Manufacturers Hanover in New York City, and in 1993, he returned home to join Bank of Hawai‘i, where he advanced through senior leadership roles. In 1999, he was promoted to Senior Vice President overseeing Corporate Banking, becoming the bank’s youngest SVP. In 2001, Ho was named Executive Vice President of Corporate Banking and Commercial Real Estate Lending. And in 2003, he was promoted to EVP leading the entire Hawai‘i Commercial Banking Group and joining BOH’s Executive Committee. One year later, he became Vice Chair of Investment Services. In 2006, Ho was named Chief Banking Officer. In 2008, he was named president; and in 2010, Ho was appointed Chairman and CEO. He holds a bachelor’s degree and an MBA in business administration from the University of Southern California and is a graduate of the Advanced Management Program at Harvard Business School.
Ho is the third-longest tenured CEO in Bank of Hawai‘i history (after Clarence Hyde Cooke, CEO from 1909-1937, and Edward Carden, CEO from 1937-1955). Under Ho’s leadership, Bank of Hawai‘i consistently delivered solid results, receiving multiple accolades for its financial performance, including being named one of “America’s Best Banks” by Forbes magazine for 15 consecutive years, and listed
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among “America’s Most Trustworthy Companies” by Newsweek magazine for the last four years in a row, and is the only company selected in the state.
Ho championed a culture of innovation at Bank of Hawai‘i that embraced transformation initiatives, including its signature Branch of Tomorrow concept, modernization of its mobile and online banking platforms, and enhancements to its Call Center.
Over the years, Ho has been chosen to provide leadership in a variety of capacities, including serving as a director of the Federal Reserve Bank of San Francisco for two consecutive terms from 2013 to 2018. He also served as vice chair of the state of Hawai‘i’s House Select Committee on COVID-19 Economic and Financial Preparedness, and as Chair of the APEC Hawai‘i Host Committee in 2011.
A champion for community involvement and civic duty, Ho serves on the boards of many local nonprofits, including Hawai‘i Community Foundation and Mental Health America of Hawai‘i. He has spearheaded initiatives that strengthen communities. For example, he launched the bank’s annual Live Kōkua Giving Campaign in 2010, which has raised more than $9.4 million since its inception to support nonprofit organizations across Hawai‘i and the West Pacific region. For employees, Ho established the Bank of Hawai‘i College Assistance Program that covers 100% tuition for employees seeking a first degree. And during the pandemic, “Bankoh-Meals-To-Go” was Ho’s brainchild, keeping the company’s two café restaurants in business while providing food donations to Aloha Harvest and free weekly meals for employees and their families for nearly 100 consecutive weeks.
In recognition for his service, Ho was named 2003 Young Businessperson of the Year by Pacific Business News, was recognized as the state’s Distinguished Citizen by the Boy Scouts of America-Aloha Council in 2012, and was the recipient of the Naval Heritage Award from the U.S. Navy Memorial Foundation in 2016.
“On behalf of the Bank of Hawai‘i Board of Directors, I want to express our deepest gratitude to Peter for decades of unwavering leadership and dedication,” said Raymond Vara. “His remarkable career, spanning more than 30 years, has been defined by progressive roles that strengthened the company and a steadfast commitment to community causes that have touched countless lives.”
Vara continued, “As we look ahead, we are thrilled to welcome Jim as the next CEO. He brings a strong foundation of continuity and strategic execution, coupled with deep institutional knowledge of the bank as well as the business landscape here in Hawai‘i. His experience will be invaluable as we continue to build on the bank’s legacy of excellence and service to our customers and communities.”
On April 1, President James C. Polk will add the role of Chief Executive Officer to his title, and will join the Board of Directors of Bank of Hawai‘i Corporation. With over 35 years of experience in the financial services industry, Polk will become the 16th CEO in Bank of Hawai‘i’s 128-year history.
“I’m deeply grateful to assume the role of CEO in April, and I’m immensely appreciative of the trust placed in me by Peter and the Board,” said James Polk. “I look forward to building upon the strategy that has served this company well for decades, and driving forward a culture of innovation, trust and commitment to the communities who rely upon us.”
Polk joined the bank in 1999, and has since served in multiple leadership roles, overseeing many major areas, including Commercial Banking, Retail Lending, Deposits, Mortgage Banking, The Private Bank and Branch Banking. In 2006, Polk was promoted to EVP and Pacific Islands Division Manager, overseeing the bank’s West Pacific region. In 2009, he advanced to Senior Executive Vice President and Manager of the bank’s Hawai‘i Commercial Banking Division, and was also named a member of the
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bank’s Executive Committee. In 2016, Polk was promoted to vice chair; and in 2021 to chief banking officer.
As part of the company’s considered succession plan, Polk was named President in July 2024, becoming responsible for all of the bank’s revenue-generating businesses: Commercial Banking, Merchant Services, Cash Management, Wealth Management and Retail Banking (including Branch Banking and the Contact Center).
A strong community and employee advocate, Polk serves on the boards of the Hawaii Medical Service Association (HMSA) and AfterSchool AllStars Hawai‘i, and he is the executive sponsor of the bank’s employee-resource group, Nā ‘Ōiwi Aloha, which strives to create opportunities for Native Hawaiians and allies to engage in dialogue and culture.
Polk earned his bachelor’s degree in economics from the University of Michigan and is a graduate of Harvard Business School’s Advanced Management Program, as well as a graduate of the Pacific Coast Banking School at the University of Washington.
About Bank of Hawai‘i
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.
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