0001127602-15-012849.txt : 20150330 0001127602-15-012849.hdr.sgml : 20150330 20150330210558 ACCESSION NUMBER: 0001127602-15-012849 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150302 FILED AS OF DATE: 20150330 DATE AS OF CHANGE: 20150330 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL PACIFIC FINANCIAL CORP CENTRAL INDEX KEY: 0000701347 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 990212597 STATE OF INCORPORATION: HI FISCAL YEAR END: 0125 BUSINESS ADDRESS: STREET 1: 220 S KING ST CITY: HONOLULU STATE: HI ZIP: 96813 BUSINESS PHONE: 8085440500 MAIL ADDRESS: STREET 1: P O BOX 3590 CITY: HONOLULU STATE: HI ZIP: 96811 FORMER COMPANY: FORMER CONFORMED NAME: CPB INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ngo Agnes Catherine CENTRAL INDEX KEY: 0001506560 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-31567 FILM NUMBER: 15736214 MAIL ADDRESS: STREET 1: 220 S KING STREET CITY: HONOLULU STATE: HI ZIP: 96817 4/A 1 form4a.xml PRIMARY DOCUMENT X0306 4/A 2015-03-02 2015-03-04 0000701347 CENTRAL PACIFIC FINANCIAL CORP CPF 0001506560 Ngo Agnes Catherine 220 S KING STREET HONOLULU HI 96813 1 President & COO Common Stock 2015-03-02 4 M 0 4413 22.98 A 31380 I Co-Trustee of Hines & Ngo 2000 Family Trust dtd 4/18/00 Common Stock 5886 I CPF Foundation Common Stock 8139 I Hines & Ngo 2000 Family Trust Common Stock 8497 I Hines and Ngo 2000 Family Trust Common Stock 4627 I Startup Capital Ventures, LP Common Stock 3188 I SVC Management Co. LLC Common Stock 8122 D Common Stock 2706 D Common Stock 14275 D Restricted Stock Unit 0 2015-03-02 4 M 0 4413 0 D Common Stock 4413 6497 D RSUs performance-based, granted 2/17/15 reported at maximum number of shares to vest. Actual number of shares to vest based on performance results RSUs time-based; granted 2/17/15 PSUs (Two-thirds of 02/28/14 performance award grant): Based on attainment of 90% (threshold) of Board approved 2014 Target Net Income of $40.05 million. If threshold is not achieved, all shares will be forfeited. If threshold is achieved, the first tranche will vest in 2015; followed by the second and third tranches in 2016 and 2017 respectively. Vesting in 2016 is conditioned on the Company achieving a net income of at least $30 million in 2015. Likewise, vesting in 2017 is conditioned on the Company achieving a net income of at least $30 million in 2016. Actual shares earned will be based on 2014 Target Net Income results, with a Stretch Opportunity from 90% of Target up to 200% (cap). 1/3 of each portion will vest equally over the next 3 years. RSUs (one-third of 2/28/14 grant) Time Based, whereby shares vest in equal increments over 3 years. 3 year step vest starting 2/28/2014 No expiration unless forfeited before vest. /s/ Patricia Foley, attorney-in-fact for Ms. A.C. Ngo 2015-03-27 EX-24 2 doc1.txt POWER OF ATTORNEY (PUBLIC): POA A C NGO Central Pacific Financial Corp. Power of Attorney (To execute Forms 3, 4 and 5 of the United States Securities and Exchange Commission for the purposes of reporting pursuant to and under Section 16(a) of the Securities and Exchange Act of 1934 and related Rule 16a-3 and other related Rules and Regulations of the United States Securities and Exchange Commission.) The undersigned hereby constitutes and appoints, effective as of the date of the undersigned?s signature below, the Executive Chairman, the Chief Executive Officer, the President, the Chief Financial Officer, the General Counsel & Corporate Secretary, the Controller, the Director of Human Resources Operations, and Diane Nakasone (Sr. Regulatory Officer), of Central Pacific Financial Corp., who may be appointed to and occupy such offices from time to time, the undersigned?s true and lawful attorneys-in-fact to do the following: A. To execute for and on behalf of the undersigned, Forms 3, 4 and 5 of the United States Securities and Exchange Commission for the purposes of reporting pursuant to and under Section 16(a) of the Securities and Exchange Act of 1934 and related Rule 16a-3 and other related Rules and Regulations of the United State Securities and Exchange Commission. B. To do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete the execution of any such Form 3, 4 and 5 and the timely filing of any such Form with the United States Securities and Exchange Commission and any other authority. C. To take any other action of any type whatsoever in connection with the foregoing which, in the opinion and/or judgment of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood the documents executed by such attorney-in- fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in- fact may approve in his discretion. D. To do and perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, hereby ratifying and confirming all that such attorney-in-fact shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. Each attorney-in-fact hereunder shall have full power and authority under this Power of Attorney, and all acts authorized to be taken by the attorneys- in-fact hereunder may be taken by any one attorney-in-fact. The undersigned acknowledges that Central Pacific Financial Corp. and the attorneys-in-fact who are serving hereunder for the benefit of the undersigned, are not assuming any of the undersigned?s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934 or any other securities laws, rules or regulations that the undersigned is required to comply with. /s/A. C. Ngo Date: 11/18/10 Signature A. C. Ngo Print Name State of Hawaii City & County of Honolulu On this 18 day of November, 2010, before me personally appeared A. C. Ngo to me known to be the person described in and who executed the foregoing instrument and acknowledged that she/he executed the same as her/his free act and deed. Karen D. Chung Notary Public, State of Hawaii Commission expires: 8/18/2013