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): October 27, 2016

FIRST HAWAIIAN, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

(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:

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

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

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

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

Item 2.02 Results of Operations and Financial Condition.

On October 27, 2016, First Hawaiian, Inc. (together with its consolidated subsidiaries, “First Hawaiian”) reported its earnings for the third quarter ended September 30, 2016. A copy of First Hawaiian’s press release containing this information is being furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

All information provided in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of First Hawaiian under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d)                                 Exhibits

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SIGNATURE

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

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EXHIBIT INDEX

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Exhibit 99.1

For Immediate Release

First Hawaiian, Inc. Reports Third Quarter 2016 Financial Results and Declares Dividend

HONOLULU, Hawaii Oct 27, 2016—(Globe Newswire)—First Hawaiian, Inc. (NASDAQ:FHB), (the “Company”) today reported financial results for its third quarter ended September 30, 2016.

Third Quarter Highlights

·                  Net income for the quarter ended September 30, 2016 was $53.2 million, or $0.38 per diluted share, and core net income(1) was $55.2 million, or $0.40 per diluted share

·                  Loan and lease balances grew by $208.9 million, or 1.9%, and total deposits grew by $843.4 million, or 5.2%, during the quarter

·                  Reflecting a continued strong capital position, at September 30, 2016, tier 1 leverage, common equity tier 1, and total capital ratios were 8.41%, 12.48%, and 13.59%, respectively

·                  The efficiency ratio was 48.3%, reflecting strong cost controls

·                  Total non-performing assets were $10.2 million, or 0.09% of total loans and leases, at September 30, 2016.  Net charge-offs were $3.4 million during the quarter, or 0.12% of average loans and leases, on an annualized basis

·                  Return on average total assets was 1.10% and core return on average total assets(2) was 1.14%

·                  Return on average tangible stockholders’ equity(3) was 14.02% and core return on average tangible stockholders’ equity(4) was 14.53%

·                  First Hawaiian Bank received an overall rating of “Outstanding” from the FDIC for its performance under the Community Reinvestment Act for the eighth consecutive evaluation period beginning in 1995

“The third quarter was an exciting time for the Company.  We successfully launched and priced our initial public offering, becoming the largest publicly traded company headquartered in Hawaii, and the bank continued to perform well,” said Bob Harrison, Chairman and Chief Executive Officer.  “Loan and deposit growth in the third quarter was solid, our credit quality remained excellent, and our financial performance was strong.  As we move forward as a public company, our focus will remain on providing the best service to our customers, caring for our employees and the community, and continuing to create value for our shareholders.”

On October 26, 2016, the Company’s Board of Directors declared a quarterly cash dividend of $0.20 per share on the outstanding shares of the Company’s common stock.  The dividend will be payable on December 9, 2016 to shareholders of record at the close of business on November 28, 2016.

Earnings Highlights

Net income for the quarter ended September 30, 2016 was $53.2 million, or $0.38 per diluted share, compared to net income of $54.9 million, or $0.39 per diluted share, for the quarter ended June 30, 2016, and $54.9 million, or $0.39 per diluted share, for the quarter ended September 30, 2015.  Our core net income for the quarter ended September 30, 2016 was $55.2 million, or $0.40 per diluted share, compared to net income of $54.9 million, or $0.39 per diluted share, in the quarter ended June 30, 2016, and $49.6 million, or $0.36 per diluted share, for the quarter ended September 30, 2015.

Net interest income for the quarter ended September 30, 2016 was $122.7 million, an increase of $2.3 million compared with net interest income of $120.4 million for the quarter ended June 30, 2016, and an increase of $9.1 million compared with net interest income of $113.6

1       Core net income is a non-GAAP measure. For more information on this measure, including a reconciliation to the most directly comparable GAAP measure, see “Use of Non-GAAP Financial Measures” and Tables 13 and 14 at the end of this document.

2       Core return on average total assets is a non-GAAP measure. For more information on this measure, including a reconciliation to the most directly comparable GAAP measure, see “Use of Non-GAAP Financial Measures” and Tables 13 and 14 at the end of this document.

3       Return on average tangible stockholders’ equity is a non-GAAP financial measure.  For more information on this measure, including a reconciliation to the most directly comparable GAAP measure, see “Use of Non-GAAP Financial Measures” and Tables 13 and 14 at the end of this document.

4       Core return on average tangible stockholders’ equity is a non-GAAP measure. For more information on this measure, including a reconciliation to the most directly comparable GAAP measure, see “Use of Non-GAAP Financial Measures” and Tables 13 and 14 at the end of this document.

million for the quarter ended September 30, 2015.  The increase in net interest income compared to the second quarter of 2016 was attributable to higher interest income on investments and loans due to higher average balances, partially offset by slightly lower yields.  The increase in net interest income compared to the third quarter of 2015 was driven by higher interest income on loans due to higher average balances, and higher interest income on investments due to higher average balances and yields, partially offset by lower yields on loans and higher interest expenses on deposits due to an increase in rates paid and higher average balances.

Net interest margin was 2.87%, 2.88% and 2.72%, respectively, for the quarters ended September 30, 2016, June 30, 2016, and September 30, 2015.  The 1 basis point decrease compared to the second quarter of 2016 was due to lower yields on loans and investments, primarily due to higher premium amortization.  The 15 basis point increase compared to the third quarter of 2015 was due to the increase in investment portfolio yields resulting from the investment in longer duration assets, partially offset by lower yields on loans and higher rates paid on deposits.

Results for the quarter ended September 30, 2016 included a provision for credit losses of $2.1 million compared to $1.9 million in the quarter ended June 30, 2016 and $2.6 million in the quarter ended September 30, 2015.

Noninterest income was $48.7 million in the quarter ended September 30, 2016, an increase of $2.3 million compared to noninterest income of $46.4 million in the quarter ended June 30, 2016 and a decrease of $7.8 million compared to noninterest income of $56.5 million in the quarter ended September 30, 2015.  The increase in noninterest income in the third quarter of 2016 compared to the second quarter of 2016 was primarily due to higher bank-owned life insurance (“BOLI”) income, partially offset by lower swap fee income.  BOLI income in the third quarter of 2016 included gains of $3.5 million from death benefits.  Other noninterest income in the second quarter of 2016 included $1.7 million in upfront fees from customer swaps.  Noninterest income in the third quarter of 2015 included $4.2 million of gains from the sale of investments and MasterCard stock and $7.2 million from a vendor signing bonus, recoveries from various bank operations, recovery of a previously written-down security, and higher gains on sale of mortgage loans.

Noninterest expense was $82.8 million for the quarter ended September 30, 2016, an increase of $4.3 million from $78.5 million in the quarter ended June 30, 2016, and an increase of $3.4 million from $79.4 million in the quarter ended September 30, 2015.  The increase in noninterest expense compared to the second quarter of 2016 was driven by a $1.8 million increase in cards rewards expenses, a $0.7 million increase in FDIC insurance assessment fees, $0.6 million of additional expenses due to the conversion to EMV, chip-enabled cards, and a $0.7 million increase in professional fees.  Cards rewards expenses in the second quarter of 2016 included a benefit due to the change in terms related to the expiration of our debit card reward points.  The increase in noninterest expense compared to the third quarter of 2015 was primarily due to a $1.1 million increase in regulatory assessment fees, an increase of $1.0 million in cards rewards expenses, $0.6 million of card replacement expenses, and an increase of $0.8 million in occupancy expenses.

The reported efficiency ratio was 48.3%, 47.0% and 46.7% for the quarters ended September 30, 2016, June 30, 2016 and September 30, 2015, respectively.

The effective tax rate for the third quarter of 2016 was 38.4% compared with 36.5% in the previous quarter and 37.7% percent in the same quarter last year.

Balance Sheet Highlights

Total assets were $19.9 billion at September 30, 2016, up from $19.1 billion at June 30, 2016 and $18.9 billion at September 30, 2015.

The investment securities portfolio was $5.4 billion at September 30, 2016, up from $4.6 billion at June 30, 2016 and $4.7 billion at September 30, 2015.  The growth in the most recent quarter was a result of the continued execution of our plan to invest excess liquidity into higher yielding investment securities in 2016.  The portfolio remains largely comprised of securities issued by U. S. government agencies

Total loans and leases were $11.4 billion at September 30, 2016, up 1.9% from $11.2 billion at June 30, 2016 and up 9.0% from $10.5 billion at September 30, 2015.

The growth in loans and leases in the most recent quarter was due to increases in commercial real estate loans of $130.1 million, construction loans of $50.6 million, residential real estate loans (including home equity) of $33.1 million, and consumer loans of $17.1 million.  Commercial and industrial loans declined by $23.2 million.  Compared to September 30, 2015, the growth in loans and leases in the most recent quarter was due to increases in commercial and industrial loans of $327.1 million, commercial real estate loans of $161.4 million, construction loans of $154.3 million, residential real estate loans (including home equity) of $174.7 million, and consumer loans of $146.0 million.

Total deposits increased to $17.0 billion at September 30, 2016, an increase of $843.4 million, or 5.2%, compared with $16.1 billion at June 30, 2016, and an increase of $1.5 billion, or 9.6%, compared to $15.5 billion at September 30, 2015.

Asset Quality

The Company’s asset quality remained strong during the third quarter of 2016. Total non-performing assets declined to $10.2 million, or 0.09% of total loans and leases, at September 30, 2016, down $3.3 million from non-performing assets of $13.5 million, or 0.12% of total loans and leases, at June 30, 2016 and down $10.5 million from nonperforming assets of $20.7 million, or 0.20% of total loans and leases, at September 30, 2015.

Net charge offs for the quarter ended September 30, 2016 were $3.4 million, or 0.12% of average loans and leases on an annualized basis, compared to $2.7 million, or 0.10% of average loans and leases on an annualized basis for the quarter ended June 30, 2016 and

$3.4 million, or 0.13% of average loans and leases on an annualized basis for the quarter ended September 30, 2015.  The ratio of allowance for loan and lease losses to total loans and leases decreased to 1.18% at September 30, 2016 from 1.22% at June 30, 2016 and 1.30% at September 30, 2015.

Capital

Total stockholders’ equity was $2.5 billion at September 30, 2016, compared to $2.5 billion at June 30, 2016 and $2.7 billion at September 30, 2015.  During the quarter ended September 30, 2016, we paid a dividend prior to the Company’s initial public offering of $27.9 million, based on our net income for the quarter ended June 30, 2016.

The tier 1 leverage, common equity tier 1, and total capital ratios were 8.41%, 12.48%, and 13.59%, respectively, at September 30, 2016, compared with 8.42%, 12.45%, and 13.58% at June 30, 2016 and 10.06%, 15.69% and 16.89% at September 30, 2015.

First Hawaiian, Inc.

First Hawaiian, Inc. (NASDAQ:FHB) is a bank holding company headquartered in Honolulu, Hawaii.  Its principal subsidiary, First Hawaiian Bank, founded in 1858 under the name Bishop & Company, is Hawaii’s oldest and largest financial institution with branch locations throughout Hawaii, Guam and Saipan. The company offers a comprehensive suite of banking services to consumer and commercial customers including deposit products, loans, wealth management, insurance, trust, retirement planning, credit card and merchant processing services.  Customers may also access their accounts through ATMs, online and mobile banking channels. For more information about First Hawaiian, Inc., visit Company’s website, www.fhb.com.

Conference Call Information

First Hawaiian will host a conference call to discuss the Company’s results today at 11:00 a.m. (Hawaii Time), 5:00 p.m. (Eastern Time).  To access the call, participants should dial (844) 452-2942 (US/Canada), or (574) 990-9846 (International) ten minutes prior to the start of the call and enter the conference ID:  87133120.  A live webcast of the conference call, including a slide presentation, will be available at the following link:  http://edge.media-server.com/m/p/gz9jx3b6/lan/en.  The archive of the webcast will be available at the same location.  A telephonic replay of the conference call will be available two hours after the conclusion of the call until 8:00 p.m. (Eastern Time) on November 3, 2016. Access the replay by dialing (855) 859-2056 or (404) 537-3406 and entering the conference ID:  87133120.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  These forward-looking statements reflect our current views with respect to, among other things, future events and our financial performance. These statements are often, but not always, made through the use of words or phrases such as “may”, “might”, “should”, “could”, “predict”, “potential”, “believe”, “expect”, “continue”, “will”, “anticipate”, “seek”, “estimate”, “intend”, “plan”, “projection”, “would”, “annualized” and “outlook”, or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations, estimates and projections about our industry, management’s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond our control. Accordingly, we caution you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions, estimates and uncertainties that are difficult to predict. Although we believe that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. For a discussion of some of the risks and important factors that could affect our future results and financial condition, see our U.S. Securities and Exchange Commission (“SEC”) filings, including, but not limited to, our prospectus dated August 3, 2016, filed with the SEC in accordance with Rule 424(b) of the Securities Act of 1933.

Use of Non-GAAP Financial Measures

We present net interest income, noninterest income, noninterest expense, net income, earnings per share and the related ratios described below, on an adjusted, or ‘‘core,’’ basis, each a non-GAAP financial measure. These core measures exclude from the corresponding GAAP measure the impact of certain items that we do not believe are representative of our financial results. We believe that the presentation of these non-GAAP measures helps identify underlying trends in our business from period to period that could otherwise be distorted by the effect of certain expenses, gains and other items included in our operating results. We believe that these core measures provide useful information about our operating results and enhance the overall understanding of our past performance and future performance.  Investors should consider our performance and financial condition as reported under GAAP and all other relevant information when assessing our performance or financial condition. Non-GAAP measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of our results or financial condition as reported under GAAP.

Core net interest margin, core return on average total assets and core return on average total stockholders’ equity are non-GAAP financial measures. We compute our core net interest margin as the ratio of core net interest income to average earning assets.  We compute our core return on average total assets as the ratio of core net income to average total assets.  We compute our core return on average total stockholders’ equity as the ratio of core net income to average stockholders’ equity.

Return on average tangible stockholders’ equity, core return on average tangible stockholders’ equity, return on average tangible assets, core return on average tangible assets and tangible stockholders’ equity to tangible assets are non-GAAP financial measures. We compute our return on average tangible stockholders’ equity as the ratio of net income to average tangible stockholders’ equity, which is calculated by subtracting (and thereby effectively excluding) amounts related to the effect of goodwill from our average total stockholders’ equity. We compute our core return on average tangible stockholders’ equity as the ratio of core net income to average tangible stockholders’ equity, which is calculated by subtracting (and thereby effectively excluding) amounts related to the effect of goodwill from our average total stockholders’ equity.

We compute our return on average tangible assets as the ratio of net income to average tangible assets, which is calculated by subtracting (and thereby effectively excluding) amounts related to the effect of goodwill from our average total assets. We compute our core return on average tangible assets as the ratio of core net income to average tangible assets. We compute our tangible stockholders’ equity to tangible assets as the ratio of tangible stockholders’ equity to tangible assets, each of which we calculate by subtracting (and thereby effectively excluding) the value of our goodwill. We believe that these measurements are useful for investors, regulators, management and others to evaluate financial performance and capital adequacy relative to other financial institutions. Although these non-GAAP financial measures are frequently used by stakeholders in the evaluation of a company, they have limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of our results or financial condition as reported under GAAP.

Tables 13 and 14 at the end of this document provide a reconciliation of these non-GAAP financial measures with their most closely related GAAP measures.

Investor Relations Contact:
Kevin Haseyama, CFA

(808) 525-6268

khaseyama@fhb.com

Media Contact:

Susan Kam

(808) 525-6254

skam@fhb.com