Form 4: Director Earl Fry Acquires CPF Phantom Stock

Director Earl E. Fry acquired 2,117 shares of phantom stock in Central Pacific Financial Corp. as part of his 2026 Board of Directors compensation.

Summary

• Director Earl E. Fry received 2,117 shares of phantom stock in Central Pacific Financial Corp. (CPF).
• The transaction occurred on May 15, 2026, at a price of $33.65 per share.
• These shares represent Board of Directors fees for the period of May 1, 2026, through April 30, 2027.
• The phantom stock is held in the Director's Deferred Compensation Plan and is the economic equivalent of common stock, payable in cash upon termination of service.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral, routine regulatory filing regarding director compensation with no impact on company operations or financial strategy.

Positives

• Demonstrates alignment of director interests with shareholders through equity-based compensation.
• Reflects long-term commitment to the company via the deferred compensation plan.

Negatives

• None identified; this is a routine disclosure of director compensation.

Risks

• Value of phantom stock is tied to the future performance of CPF common stock.
• Liquidity of the compensation is deferred until the director's termination of service.

Future Outlook

The phantom stock units are payable in cash upon the director's termination of service, linking the director's future payout to the company's long-term performance.

Management Comments

• The 2026 Board fees were approved by the Board Compensation Committee in October 2025.

Industry Context

StockSavvy.ai notes that the use of deferred compensation plans for board members is a standard corporate governance practice in the banking sector to ensure long-term alignment with shareholder interests.

Comparison to Industry Standards

• The practice of issuing board fees as phantom stock is consistent with regional banking industry standards for director compensation.
• The disclosure follows standard SEC Section 16(a) reporting requirements for publicly traded financial institutions.

Corporate Governance

Stakeholder Impact

• Shareholders: Minimal impact; reflects standard director compensation structure.

Next Steps

• No further actions required; this is a completed transaction disclosure.

Key Dates

Keywords

Central Pacific Financial Corp, CPF, Director Compensation, Form 4, Insider Trading, Phantom Stock