SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Ngo Agnes Catherine

(Last)

(First)

(Middle)

220 S KING STREET

(Street)

HONOLULU

96813

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CENTRAL PACIFIC FINANCIAL CORP [ CPF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/28/2022		M⁽¹⁾		34,940	A	$14.31	130,800	I	Co-Trustee of Hines & Ngo 2000 Family Trust dtd 4/18/00
Common Stock	02/28/2022		M⁽¹⁾		6,553	A	$14.31	137,353	I	Co-Trustee of Hines & Ngo 2000 Family Trust dtd 4/18/00
Common Stock	02/28/2022		S⁽²⁾		100	D	$28.9	137,253	I	Co-Trustee of Hines & Ngo 2000 Family Trust dtd 4/18/00
Common Stock	02/28/2022		S⁽²⁾		105	D	$28.91	137,148	I	Co-Trustee of Hines & Ngo 2000 Family Trust dtd 4/18/00
Common Stock	02/28/2022		S⁽²⁾		200	D	$28.93	136,948	I	Co-Trustee of Hines & Ngo 2000 Family Trust dtd 4/18/00
Common Stock	02/28/2022		S⁽²⁾		362	D	$28.94	136,586	I	Co-Trustee of Hines & Ngo 2000 Family Trust dtd 4/18/00
Common Stock	02/28/2022		S⁽²⁾		120	D	$28.95	136,466	I	Co-Trustee of Hines & Ngo 2000 Family Trust dtd 4/18/00
Common Stock	02/28/2022		S⁽²⁾		9	D	$28.96	136,457	I	Co-Trustee of Hines & Ngo 2000 Family Trust dtd 4/18/00
Common Stock	02/28/2022		S⁽²⁾		417	D	$28.98	136,040	I	Co-Trustee of Hines & Ngo 2000 Family Trust dtd 4/18/00
Common Stock								5,886	I	CPB Foundation
Common Stock⁽³⁾								5,995	D
Common Stock⁽⁴⁾								6,793	D
Common Stock⁽⁵⁾								1,689	D
Common Stock								7,645	D
Common Stock								3,548	D
Common Stock⁽⁶⁾								3,365	D
Common Stock⁽⁷⁾								3,981	D
Common Stock⁽⁸⁾								3,039	D
Common Stock⁽⁹⁾								7,627	D
Common Stock⁽¹⁰⁾								12,067	D
Common Stock⁽¹⁰⁾								7,902	D
Common Stock⁽¹¹⁾								2,375	D
Common Stock⁽¹²⁾								3,681	D
Common Stock⁽¹³⁾								3,799	D
Common Stock⁽¹⁴⁾								2,258	D
Common Stock								9,480	D
Common Stock⁽¹⁵⁾								5,767	D
Common Stock								2,714	I	Robert Hines IRA
Common Stock⁽¹⁶⁾								2,855	D
Common Stock⁽¹⁷⁾								11,431	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Incentive Stock Option	$14.31	02/28/2022		M⁽¹⁾			34,940	05/02/2013	05/02/2022	Common Stock	34,940	$0	0	D
Nonqualified Stock Option	$14.31	02/28/2022		M⁽¹⁾			6,553	05/02/2013	05/02/2022	Common Stock	6,553	$0	0	D

Explanation of Responses:

1. Cashless exercise of stock options

2. Shares sold were to cover exercise price and taxes on stock options that expire May 2022

3. 2/15/17 PSU Grant that cliff vests on 2/18/20 based on 2019 year-end performance results. Amount reported is actual number of shares that vested and were issued on 2/18/20.

4. 2/15/18 PSU Grant that cliff vests on 2/16/21 based on 2020 year-end performance results/approval. Amount reported is actual number of shares that vested and were issued on 2/16/21.

5. 2/15/19 PSU Grant that cliff vests on 2/15/22 based on 2021 year-end performance results/approval. Amount reported is actual number of shares that vested and were issued on 2/15/22.

6. 2/15/19 RSU Time-Based Grant. Shares vest evenly over 3 years

7. 2/18/20 RSU Time-Based Grant. Shares vest evenly over 3 years

8. 2/15/18 RSU time-based grant. Shares vest evenly over 3 years.

9. 2/15/22 RSU Time-Based Grant. Shares vest evenly over 3 years

10. 2/16/21 RSU Time-Based Grant. Shares vest evently over 2 years

11. 2/15/17 RSU Time-Based Grant. Shares vest evenly over 3 years

12. 2/16/16 RSU Time-Based Grant. Shares vest equally over 3 years.

13. RSU time-based grant. Shares vest evenly over 3 years

14. RSUs time-based; granted 2/17/15

15. RSUs performance-based were originally filed on 3/4/2014 at the maximum performance criteria. This supplements that filing to note the actual number shares that vested based on the performance results.

16. RSUs time-based originally filed on 3/4/2014 were reported with RSUs performance-based and combined into one holding. This clarifies that filing and creates a separate holding for the RSUs time-based only.

17. RSU time-based grant 8/17/15, with 5-year vesting schedule, whereby shares to vest in equal increments over 5-years.

	/s/ Stacey Rocha, attorney-in-fact for Ms. A.C. Ngo	03/01/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.