FIRST HAWAIIAN, INC.

Regulatory Filings • Apr 28, 2023

Field: Rule-Page

Field: /Rule-Page

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): April 26, 2023

FIRST HAWAIIAN, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

001-14585	99-0156159
(Commission
File Number)	(IRS
Employer Identification No.)

999 Bishop St. , 29th Floor
Honolulu , Hawaii	96813
(Address
of Principal Executive Offices)	(Zip
Code)

( 808 ) 525-7000

(Registrant’s Telephone Number, including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:	Trading Symbol	Name of each exchange on which registered:
Common
Stock, par value $0.01 per share	FHB	NASDAQ
Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Field: Rule-Page

Field: /Rule-Page

Field: Page; Sequence: 1

Field: /Page

Item 5.07 Submission of Matters to a Vote of Security Holders.

On April 26, 2023, First Hawaiian, Inc. (the “Company”) held its annual meeting of stockholders. At the meeting, the following matters were submitted to a vote of the stockholders:

1. Election of Directors:

Nominee	Votes Cast For	Votes Against	Abstentions	Broker Non-Votes
Michael K. Fujimoto	115,802,145	2,740,311	78,828	2,866,190
Robert S. Harrison	115,046,186	3,497,061	78,037	2,866,190
Faye W. Kurren	115,663,480	2,877,963	79,841	2,866,190
James S. Moffatt	117,559,070	975,523	86,691	2,866,190
Mark M. Mugiishi Kelly A. Thompson	118,064,444 117,743,381	474,582 789,489	82,258 88,414	2,866,190 2,866,190
Allen B. Uyeda	112,599,405	5,939,207	82,672	2,866,190
Vanessa L. Washington	117,093,920	1,442,195	85,169	2,866,190
C. Scott Wo	117,882,067	654,013	85,204	2,866,190

1. Advisory vote on the compensation of the Company’s named executive officers as disclosed in the Company’s proxy statement:

Votes Cast For	Votes Against	Abstentions	Broker Non-Votes
116,665,799	1,844,032	111,453	2,866,190

1. Ratification of the appointment of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023:

Votes Cast For	Votes Against	Abstentions	Broker Non-Votes
120,954,468	458,311	74,695	0

Field: Page; Sequence: 2

Field: /Page

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

FIRST HAWAIIAN, INC. — By:	/s/ Robert S. Harrison
Name:	Robert S. Harrison
Title:	Chairman of the Board, President and Chief Executive Officer

Field: Page; Sequence: 3; Options: Last

Field: /Page