Form 4: Director Ngo Gifts Shares, Updates Holdings at CPF
Insider Transaction Report
Central Pacific Financial Corp. Director Agnes Catherine Ngo reported a charitable gift of 1,612 common shares and detailed her extensive beneficial ownership.
Summary
- Director Agnes Catherine Ngo reported a charitable gift of 1,612 shares of Central Pacific Financial Corp. Common Stock.
- The transaction occurred on September 3, 2025, with a price of $0, indicating a gift.
- Following this transaction, Ms. Ngo beneficially owns a total of 63,847 shares indirectly through the Hines & Ngo 2000 Family Trust, 5,886 shares indirectly through the CPB Foundation, 2,714 shares indirectly through Robert Hines IRA, and numerous direct holdings of Common Stock.
- The direct holdings include shares from various Performance Share Unit (PSU) and Restricted Stock Unit (RSU) grants, with vesting schedules ranging from 2019 to 2025, and some original grants dating back to 2014.
Sentiment
Score: 5
Explanation: The filing is a routine disclosure of an insider's share transaction (a gift) and beneficial ownership, which is neutral in terms of company performance or strategic direction.
Positives
- Director Agnes Catherine Ngo continues to hold a substantial number of shares, demonstrating ongoing alignment with shareholder interests.
- The detailed disclosure of various PSU and RSU grants highlights a structured long-term incentive plan for the director.
Negatives
- A disposition of 1,612 shares, even as a charitable gift, reduces the director's direct beneficial ownership.
Future Outlook
NA
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Power of Attorney Grant | A. Catherine Ngo granted Power of Attorney to various company officers (CEO, President, CFO, Treasurer, Controller, HR Manager, General Counsel, Corporate Secretary, and their designees) to prepare, execute, and file Forms 3, 4, and 5 on her behalf. | 05/15/2015 | Streamlines the process for insider reporting requirements under Section 16(a) of the Exchange Act, ensuring timely and accurate filings for the director. |
Stakeholder Impact
- Shareholders: Provides transparency regarding director share ownership and transactions, which is a standard regulatory disclosure.
Key Dates
| Date | Description |
|---|---|
| 03/04/2014 | Original filing date for RSUs performance-based and time-based grants. |
| 02/17/2015 | Grant date for RSUs time-based. |
| 05/15/2015 | Execution date of Power of Attorney by A. Catherine Ngo. |
| 08/17/2015 | Grant date for RSU time-based grant with 5-year vesting schedule. |
| 02/16/2016 | Grant date for PSU and RSU time-based grants. |
| 02/15/2017 | Grant date for PSU and RSU time-based grants. |
| 02/15/2018 | Grant date for PSU and RSU time-based grants. |
| 02/15/2019 | Grant date for PSU and RSU time-based grants. |
| 02/15/2019 | Vesting date for 2/16/16 PSU Grant based on 2018 year-end performance results. |
| 02/18/2020 | Grant date for RSU Time-Based Grant. |
| 02/18/2020 | Vesting date for 2/15/17 PSU Grant based on 2019 year-end performance results. |
| 02/16/2021 | Grant date for PSU and RSU time-based grants. |
| 02/16/2021 | Vesting date for 2/15/18 PSU Grant based on 2020 year-end performance results/approval. |
| 02/15/2022 | Grant date for PSU and RSU Time-Based Grants. |
| 02/15/2022 | Vesting date for 2/15/19 PSU Grant based on 2021 year-end performance results/approval. |
| 02/16/2023 | Vesting date for 2/16/21 PSU Grants based on 2022 year-end performance results/approval. |
| 02/15/2025 | Cliff vesting date for 2/15/22 PSU Grants based on 2024 year-end performance results/approval. |
| 02/18/2025 | Issuance date for shares from 2/15/22 PSU Grants. |
| 09/03/2025 | Date of charitable gift transaction of Common Stock. |
Recommendation
holdThis Form 4 filing details a routine insider transaction (a charitable gift of shares) and provides an update on the director's beneficial ownership. It does not contain information that would fundamentally alter the investment thesis for Central Pacific Financial Corp. The director maintains substantial holdings, indicating continued alignment, but the transaction itself is not a strong signal for buying or selling.
Keywords
Central Pacific Financial Corp, CPF, Agnes Catherine Ngo, Director, Form 4, Insider Transaction, Share Ownership, Stock Gift, PSU, RSU, Beneficial Ownership
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