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):
December 2, 2019
Central Pacific Financial Corp.
(Exact name of registrant as specified in its charter)
| Hawaii | 001-31567 | 99-0212597 |
(State or other
jurisdiction of
incorporation) | (Commission
File Number) | (I.R.S. Employer
Identification No.) |
220 South King Street, Honolulu, Hawaii
(Address of principal executive offices) | 96813
(Zip Code) |
(808) 544-0500
(Registrant’s telephone number, including area code)
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(s) | | Name of each exchange on which registered |
| Common Stock, No Par Value | | CPF | | The New York Stock Exchange |
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. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On December 2, 2019, Mr. John C. Dean, Chairman Emeritus and director of Central Pacific Financial Corp. (the “Company”) and a director and employee of its wholly-owned subsidiary Central Pacific Bank (the “Bank”) gave notice to the Company’s and the Bank’s Board of Directors that he was retiring as of the date of the Company’s 2020 annual shareholder meeting and, accordingly, would not be standing for reelection. A copy of the press release announcing Mr. Dean’s retirement is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | Central Pacific Financial Corp. |
| | (Registrant) |
| | |
| Date: December 2, 2019 | By: | /s/ Glenn K. C. Ching |
| | | Glenn K.C. Ching |
| | | Executive Vice President, Chief Legal Officer and |
| | | Corporate Secretary |
