CENTRAL PACIFIC FINANCIAL CORP — Director's Dealing 2015

Mar 31, 2015

SEC Form 4/A — Form 4/A

Issuer: CENTRAL PACIFIC FINANCIAL CORP (CPF)
CIK: 0000701347
Period of Report: 2015-03-02

Reporting Person: Ngo Agnes Catherine (President & COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-02	Common Stock	M	4413	$22.98	Acquired	31380	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-03-02	Restricted Stock Unit	$0	M	4413	Disposed		Common Stock (4413)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5886	Indirect
Common Stock	8139	Indirect
Common Stock	8497	Indirect
Common Stock	4627	Indirect
Common Stock	3188	Indirect
Common Stock	8122	Direct
Common Stock	2706	Direct
Common Stock	14275	Direct

Footnotes

F1: 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

F2: RSUs time-based; granted 2/17/15

F3: 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.

F4: RSUs (one-third of 2/28/14 grant) Time Based, whereby shares vest in equal increments over 3 years.

F5: 3 year step vest starting 2/28/2014

F6: No expiration unless forfeited before vest.