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):  July 25, 2018

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))

 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 o

Item 5.02          Departure of Directors or Certain Officers; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 25, 2018, First Hawaiian, Inc. (the “Company”) announced the appointment of Ravi Mallela as Executive Vice President, Chief Financial Officer and Treasurer of the Company. Mr. Mallela, 49, joins the Company from First Republic Bank, where he served as Senior Vice President, Head of Finance and Treasury since 2013. Prior to that, he served as Managing Director, Corporate Finance for the Bank of Montreal since 2012. Mr. Mallela will join the Company on September 4, 2018, effective that same date.

In connection with his appointment, Mr. Mallela entered into an offer letter with the Company on July 25, 2018. Mr. Mallela’s offer letter provides for a base salary of $450,000, and an annual bonus equal to 75% of his base salary for 2018 and based on a target of 75% of base salary for future years.  Mr. Mallela will be eligible to participate in the Company’s Long-Term Incentive Plan, and will be granted an award valued at $668,834 for the 2018-2020 performance period.  In addition, Mr. Mallela will be entitled to a one-time sign-on cash award of $150,000 upon joining the Company and, in consideration for equity awards that Mr. Mallela will forfeit in connection with his departure from First Republic Bank, an award of Company restricted stock units valued at $991,472 with a three-year vesting schedule.  Mr. Mallela will be entitled to relocation benefits (up to a maximum of $30,000) in connection with joining the Company and will be eligible to participate in the Company’s benefit plans, including the Company’s Executive Change-in-Control Retention Plan.

A copy of the Company’s press release announcing Mr. Mallela’s appointment is attached to this report as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01                   Financial Statements and Exhibits.

(d)           Exhibits

EXHIBIT INDEX

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.

Exhibit 99.1

For Immediate Release

First Hawaiian Appoints Ravi Mallela CFO and Treasurer

Honolulu, Hawaii July 25, 2018 – First Hawaiian, Inc. (NASDAQ:  FHB), the parent company of First Hawaiian Bank, announced today that it has appointed Ravi Mallela Chief Financial Officer and Treasurer of First Hawaiian, Inc. and First Hawaiian Bank.

Ravi Mallela, First Hawaiian, Inc. and First Hawaiian Bank CFO and Treasurer

“Ravi Mallela joins us as CFO just as our bank is about to celebrate our 160th year of doing business in Hawaii,” said Bob Harrison, First Hawaiian Bank chairman and CEO said.  “He brings to our senior management team a depth of knowledge and corporate finance expertise that we will leverage and build upon as we move forward with our strategic plans for the bank. We also want to thank President and COO Eric Yeaman, for stepping in to serve as acting CFO as we conducted our nationwide search.”

Ravi Mallela plans to join First Hawaiian, Inc. and First Hawaiian Bank in September.  Mallela joins First Hawaiian, Inc. and First Hawaiian Bank from First Republic Bank, where he served as Senior Vice President, Head of Finance and Treasury.  In that role, he managed the bank’s functions of Corporate Treasury, Financial Planning and Analysis, Investment Operations and Monitoring, Cash Management, and Capital and Liquidity Stress Testing.  He has extensive corporate finance experience in balance sheet management, credit risk, income and expense forecasting, and strategic planning.

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 the Company’s website, www.fhb.com.