Bank of Hawaii Corporation
8-K on 11/23/2020   Download
SEC Document
SEC Filing
false 0000046195 --12-31 0000046195 2020-11-23 2020-11-23

 

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

November 23, 2020

(Date of earliest event reported)

 

 

BANK OF HAWAII CORP

(Exact name of registrant as specified in its charter)

 

Delaware

1-6887

99-0148992

(State of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

130 Merchant Street

Honolulu

Hawaii

96813

(Address of principal executive offices)

(City)

(State)

(Zip Code)

 

(888) 643-3888

(Registrant's telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

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

$.01 Par Value

 

BOH

 

New York Stock Exchange

 

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 (see General Instruction A.2. below):

 

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))

 

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 5.03    Amendments to Articles of Incorporation or Bylaws.

On November 20, 2020, the Bank of Hawaii Corporation’s (the “Company”) Board of Directors (the “Board”) approved an amendment to the Company’s Amended and Restated By-Laws (as amended, the “By-Laws”) to add a new Section 1.1(a) which provides clarity and details the Company’s authority to determine that stockholder meetings shall not be held at any place, but may instead be held solely by means of remote communication in accordance with Section 211(a)(2) of the Delaware General Corporation Law.

The foregoing description of the amendment to the By-Laws is qualified in its entirety by reference to the full text of the By-Laws, a copy of which is being filed as Exhibit 3.2 to this Report on Form 8-K and incorporated herein by reference.

Item 9.01.    Exhibits.

(d)

Exhibits

 

Exhibit No.

 

 

 

3.2

Amended and Restated By-Laws of Bank of Hawaii Corporation

 

 

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 


 

Signatures

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.

 

Date: November 23, 2020

Bank of Hawaii Corporation

 

 

 

By:

/s/ Mark A. Rossi

 

 

Mark A. Rossi

 

 

Vice Chairman and Corporate Secretary