SEC Form 4 · accession 0001127602-15-016380
CENTRAL PACIFIC FINANCIAL CORP · CPF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Denis Isono
Officer — EVP & CFO
Period of report
May 4, 2015
Accepted (ET)
May 5, 2015 · 7:04 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000701347
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | May 4, 2015 | M | 1,863 | $22.99 | A | 14,037 | I | Denis Ken Isono and Ella Saiki Isono JT TEN |
| Common StockF1 | May 4, 2015 | M | 19,343 | $22.99 | A | 33,380 | I | Denis Ken Isono and Ella Saiki Isono JT TEN |
| Common Stock | May 4, 2015 | F | 370 | $22.99 | D | 33,010 | I | Denis Ken Isono and Ella Saiki Isono JT TEN |
| Common Stock | May 4, 2015 | F | 3,841 | $22.99 | D | 29,169 | I | Denis Ken Isono and Ella Saiki Isono JT TEN |
| Common Stock | holding | — | — | — | 5,886 | I | CPB Foundation | |
| Common Stock | holding | — | — | — | 272 | I | Cpf 401k Plan | |
| Common Stock | holding | — | — | — | 2,000 | I | Denis & Ella Isono Jt Ten w/right of survivorship | |
| Common Stock | holding | — | — | — | 2,927 | I | Denis Ken Isono and Ella Saiki Isono JT TEN | |
| Common Stock | holding | — | — | — | 30 | I | Travis Isono And Ella Isono Jt Ten (son And Wife) | |
| Common Stock | holding | — | — | — | 18 | I | Tyler Isono And Ella Isono Jt Ten (son And Wife) | |
| Common Stock | holding | — | — | — | 11,723 | I | Denis Isono And Ella Isono (jt With Wife) | |
| Common Stock | holding | — | — | — | 6,967 | D | ||
| Common StockF2,F3 | holding | — | — | — | 13,790 | D | ||
| Common StockF4 | holding | — | — | — | 4,498 | D | ||
| Common StockF5 | holding | — | — | — | 1,499 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Unit | $0.00 | May 4, 2015 | M | 1,863 | D | May 2, 2013 | May 2, 2017 | Common Stock | 1,863 | 26,089 | D |
| Restricted Stock UnitF1 | $0.00 | May 4, 2015 | M | 19,343 | D | May 2, 2013 | May 2, 2017 | Common Stock | 19,343 | 6,746 | D |
Explanation of responses
- F1PSUs vested at 1.73X target. 1st tranche = 60%
- F2PSUs (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.
- F3RSUs (one-third of 2/28/14 grant) Time Based, whereby shares vest in equal increments over 3 years.
- F4RSUs performance-based, granted 2/17/15 reported at maximum number of shares to vest. Actual number of shares to vest based on performance results
- F5RSUs time-based; granted 2/17/15