8-K

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	April 26, 2024
(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 Preferred Stock, Series A	BOH.PRA	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 5.07. Submission of Matters to a Vote of Security Holders.

On April 26, 2024, Bank of Hawaii Corporation (the “Company”) held its annual shareholders meeting. At the meeting, the following matters were submitted to a vote of the shareholders:

1. Election of Directors:

Nominee	Votes Cast For		Votes Against		Abstentions		Uncast		Non-Votes
John C. Erickson		25,480,768		233,606		477,858		-		5,541,496
Joshua D. Feldman		25,444,742		280,617		466,873		-		5,541,496
Peter S. Ho		24,620,569		1,122,076		449,587		-		5,541,496
Michelle E. Hulst		25,456,969		267,938		467,325		-		5,541,496
Kent T. Lucien		25,466,652		257,211		468,369		-		5,541,496
Elliot K. Mills		25,445,845		277,558		468,829		-		5,541,496
Alicia E. Moy		25,503,129		226,668		462,435		-		5,541,496
Victor K. Nichols		25,471,916		244,432		475,884		-		5,541,496
Dana M. Tokioka		25,572,697		151,017		468,518		-		5,541,496
Raymond P. Vara, Jr.		25,127,387		597,072		467,773		-		5,541,496
Suzanne P. Vares-Lum		25,614,467		105,523		472,242				5,541,496
Robert W. Wo		25,017,423		725,595		449,214		-		5,541,496

2. Advisory vote on the Company’s executive compensation:

Votes Cast For		Votes Against		Abstentions		Uncast		Non-Votes
	24,997,657		604,898		589,678		-		5,541,496

3. Approval of the Company's 2024 Stock and Incentive Plan:

Votes Cast For		Votes Against		Abstentions		Uncast		Non-Votes
	24,344,940		1,308,805		538,488		-		5,541,496

4. Ratification of the re-appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024:

Votes Cast For		Votes Against		Abstentions		Uncast		Non-Votes
	30,934,671		348,846		450,212		-		-

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: May 1, 2024	Bank of Hawaii Corporation
	By:	/s/ Patrick M. McGuirk
		Patrick M. McGuirk
		Vice Chair and Chief Administrative Officer

XML

Document and Entity Information	Apr. 26, 2024
Document Document And Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Apr. 26, 2024
Entity Registrant Name	BANK OF HAWAII CORPORATION
Amendment Flag	false
Entity Central Index Key	0000046195
Entity File Number	1-6887
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	99-0148992
Entity Address, Address Line One	130 Merchant Street
Entity Address, City or Town	Honolulu
Entity Address, State or Province	HI
Entity Address, Postal Zip Code	96813
City Area Code	888
Local Phone Number	643-3888
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock [Member]
Document Document And Entity Information [Line Items]
Security 12b Title	Common Stock, par value $0.01 per share
Trading Symbol	BOH
Security Exchange Name	NYSE
Series A Preferred Stock [Member]
Document Document And Entity Information [Line Items]
Security 12b Title	Depository Shares, Each Representing 1/40th Interest in a Share of 4.375% Fixed Rate Non-Cumulative Preferred Stock, Series A
Trading Symbol	BOH.PRA
Security Exchange Name	NYSE