HAWAIIAN ELECTRIC CO INC

Note 1 · Basis of presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP) for interim financial information, the instructions to SEC Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In preparing the unaudited condensed consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the balance sheet and the reported amounts of revenues and expenses for the period. Actual results could differ significantly from those estimates. The accompanying unaudited condensed consolidated financial statements and the following notes should be read in conjunction with the audited consolidated financial statements and the notes thereto in HEI’s and Hawaiian Electric’s Form 10-K for the year ended December 31, 2025.

In the opinion of HEI’s and Hawaiian Electric’s management, the accompanying unaudited condensed consolidated financial statements contain all material adjustments required by GAAP to fairly state consolidated HEI’s and Hawaiian Electric’s financial positions as of March 31, 2026 and December 31, 2025 and the results of their operations and cash flows for the three months ended March 31, 2026 and 2025. All such adjustments are of a normal recurring nature, unless otherwise disclosed below or in other referenced material. Results of operations for interim periods are not necessarily indicative of results for the full year.

Recent accounting pronouncements.

Income statement disclosures. In November 2024, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40). The guidance requires more detailed information about specified categories of expenses included in certain captions presented on the face of the income statement. ASU No. 2024-03 is effective for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of this amendment on the Company’s consolidated financial statements.

Accounting for Internal-use software. In September 2025, the FASB issued ASU No. 2025-06, Intangibles—Goodwill and Other—Internal-Use Software: Targeted Improvements to the Accounting for Internal-Use Software. The guidance removes all references to project stages in software development and requires capitalization of internal-use software costs to begin when management has authorized and committed to funding the project and it is probable the project will be completed and used to perform the intended function. ASU No. 2025-06 is effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods, with early adoption permitted. The Company is currently evaluating the impact of this amendment on the Company’s consolidated financial statements.

Accounting for government grants. In December 2025, the FASB issued ASU No. 2025-10, Accounting for Government Grants Received by Business Entities. The ASU adds guidance on the recognition, measurement and presentation of government grants received by business entities. ASU No. 2025-10 is effective for annual reporting periods beginning after December 15, 2028, and for interim reporting periods within those annual reporting periods, with early adoption permitted. The Company is currently evaluating the impact of this amendment on the Company’s consolidated financial statements.

Note 2 ·Maui windstorm and wildfires

On August 8, 2023, a number of brush fires in the West Maui (Lahaina) and Upcountry Maui areas caused widespread property damage, including damage to property of the Utilities, and 102 confirmed fatalities in Lahaina (the Maui windstorm and wildfires). The Maui windstorm and wildfires were fueled by extreme winds and drought-like conditions in those parts of Maui.

Restoration costs and recoveries. The Utilities are continuing restoration work to rebuild portions of the electric system in Lahaina to ensure safe and reliable power to customers. Restoration efforts include the rebuilding of electrical lines along former routes in the Lahaina area with the installation of new interim steel and wood poles and electrical equipment. Ongoing work is focused on reestablishing electrical service to homes as they are being built.

The Public Utilities Commission of the State of Hawaii (PUC) has issued orders authorizing deferred accounting treatment for certain incremental non-labor expenses related to the Maui windstorm and wildfires incurred from August 8, 2023 through December 31, 2025. The approval pertains only to deferred cost treatment for expenses that are not already part of base rates; any actual recovery of deferred costs will be the subject of a separate application(s). As of March 31, 2026, the Utilities have deferred $80.5 million of these incremental costs to a regulatory asset.

The Utilities are actively seeking recovery of damages to rebuild the covered electrical infrastructure from their insurers and have received insurance reimbursements of $10 million to date; however, the timing and amount of any future insurance recoveries remain indeterminable at this time and as such, any additional insurance receivable has not been recorded. As of March 31, 2026, the Utilities have $490 million of property insurance coverage remaining, net of insurance recoveries.

Tort-related legal claims. HEI and the Utilities each were named in several thousand lawsuits related to the Maui windstorm and wildfires. Nearly all of these civil lawsuits, includingone putative class action, were pending in the Maui Circuit Court. Two putative class actions andone individual action are pending in federal court. These state and federal lawsuits (collectively, tort-related legal claims) named as defendants HEI, the Utilities, and others, including the County of Maui, the State of Hawaii and related state entities, private landowners and developers, and telecommunications companies. Most of these lawsuits alleged that the defendants were responsible for, and/or negligent in failing to prevent or respond to the wildfires that led to property destruction and loss of life. The plaintiffs sought to recover damages and other costs, including punitive damages for, among other things, personal injury, wrongful death, emotional distress, property damage, and inverse condemnation. One lawsuit asserting similar theories and claims was filed by the County of Maui against HEI and the Utilities. A separate lawsuit was filed by Spectrum Oceanic, LLC against HEI and the Utilities and other defendants, and other lawsuits were filed by approximately 200 subrogation insurers against HEI, the Utilities, a private landowner, and telecommunications companies. Defendants asserted cross-claims against one another for indemnification, contribution, and subrogation.

One ‘Ohana Initiative. The One ‘Ohana Initiative is a $175 million humanitarian aid fund with the objective to compensate, in an expedited manner and as an alternative to litigation, those who lost loved ones and those who suffered severe injuries in the Maui windstorm and wildfires. The One ‘Ohana Initiative was funded with contributions from the State of Hawaii, the County of Maui, Kamehameha Schools, Hawaiian Electric, and other parties. Hawaiian Electric’s contribution of $75 million was fully funded by its insurance carriers, and no additional outlay is required.

Class Settlement Agreement and Individual Settlement Agreement. Effective November 1, 2024, HEI and Hawaiian Electric entered intotwo definitive settlement agreements (collectively, the Settlement Agreements) to settle the tort-related legal claims in the litigation arising out of the Maui windstorm and wildfires (expressly excluding securities and derivative actions) on a global basis without any admission of liability. Under the Settlement Agreements, subject to certain conditions (including those described below), HEI and Hawaiian Electric, along with other defendants (the State of Hawaii, the County of Maui, Kamehameha Schools, entities affiliated with the West Maui Land Co., Hawaiian Telcom, and Spectrum/Charter Communications) agreed to settle the claims of those who filed lawsuits in state and federal courts, or who may have claims but have not yet filed lawsuits, in connection with the Maui windstorm and wildfires. One Settlement Agreement is between the defendants, class counsel, and class plaintiffs (the Class Settlement Agreement), and the other is between the defendants and over 30 lawyers representing thousands of individual plaintiffs who brought their own lawsuits or who hired attorneys but did not file lawsuits (the Individual Settlement Agreement).

Under the Settlement Agreements, HEI and Hawaiian Electric are obligated to contribute a total of $1.99 billion (out of a total defendant contribution of approximately $4.04 billion), which includes the $75 million previously contributed to the One ‘Ohana Initiative. The total settlement amount is to be divided betweentwo settlement funds, one for the benefit of individual plaintiffs, and the other for the benefit of the class plaintiffs. HEI and Hawaiian Electric must pay such remaining amounts infour equal annual installments of approximately $479 million. HEI and Hawaiian Electric have the option to accelerate the payments, in whole or in part, with such accelerated payments to be discounted at a rate of 5.5% per annum. Additionally, under the Settlement Agreements, HEI and Hawaiian Electric are obligated to contribute a share to the settlement administration fees only if certain other sources are exhausted when those fees are due, for which, $3.5 million was accrued as of March 31, 2026, based on the best estimate at that time.

HEI and Hawaiian Electric determined that making payments under the terms of the Settlement Agreements infour equal annual installments is the most viable option and, as of March 31, 2026, it classified the first $479 million installment as a current liability and the remaining $1.44 billion as a noncurrent liability on HEI’s and the Utilities’ Condensed Consolidated Balance Sheets. The Utilities have recorded an additional $40 million in “Accounts receivable and unbilled revenues, net” and “Other accounts receivable, net” on HEI’s and the Utilities’ Condensed Consolidated Balance Sheets, respectively, as of March 31, 2026, based on the amounts expected to be remaining under the applicable insurance policies at the time of settlement payment.

The Settlement Agreements are intended to resolve all of the pending and potential tort-related legal claims related to the Maui windstorm and wildfires. The Class Settlement Agreement provides releases by class plaintiffs to the defendants, and among defendants, for acts and omissions relating to the Maui windstorm and wildfires. The Individual Settlement Agreement requires individual plaintiffs who elect to accept the settlement to sign individual releases. The Settlement Agreements also provide that $500 million of the total settlement payments will be reserved and made available to defendants to defray the cost to resolve any claims brought by plaintiffs who do not release claims as part of either Settlement Agreement. The Settlement

Agreements contain multiple conditions that were met in order for any payment from HEI and Hawaiian Electric to the settlement funds to become due.

Insurer litigation. Two primary subrogation actions were brought by various insurers covering almost all of the direct subrogation claims. On December 30, 2025, the court in both actions entered judgment in favor of the defendants, but certain of the plaintiff insurers appealed those rulings. All insurers have now dismissed with prejudice those appeals, concluding the subrogation litigation.

Litigation with opt outs. As of March 31, 2026, approximately 80 individual plaintiffs who had initially “opted out” of the Class Settlement Agreement have not signed individual agreements and releases to join the global settlement. The defendants are continuing in their efforts to resolve these claims through the $500 million holdback fund that is part of the global settlement.

The Company intends to vigorously defend itself in the litigation if a definitive settlement of all open litigation is ultimately not achieved. There is no assurance that the Company will be successful in the defense of the litigation. If additional liabilities were to be incurred, the loss could be material to the Company’s results of operations, financial position and cash flows and could result in violations of the financial covenants in the Company’s debt agreements. If any such losses were to be sufficiently high, the Company may not have liquidity or the ability to access liquidity at levels necessary to satisfy such losses. However, any possible loss in excess of the amount recorded cannot reasonably be estimated at this time.

Securities class action. On August 24, 2023, a putative securities class action was filed in the United States District Court for the Northern District of California claiming violations of the Securities Exchange Act of 1934 (the Exchange Act) and Rule 10b-5 promulgated thereunder against HEI and Hawaiian Electric and certain of HEI’s and Hawaiian Electric’s current and former officers, and Section 20(a) of the Exchange Act against certain current and former officers (the Securities Action). The lawsuit broadly alleged that the defendants made materially false and misleading statements or omissions regarding our wildfire prevention and safety protocols and related matters.

On November 5, 2025, the parties signed a binding term sheet to settle the Securities Action (the Securities Action Term Sheet) following negotiations facilitated by a mediator. On January 5, 2026, the parties executed a definitive stipulation of settlement (the Securities Action Stipulation of Settlement) that will provide for the complete resolution of the Securities Action in exchange for a payment by the Company of $47.8 million as part of the overall settlement described below. The settlement of the Securities Action is subject to the following remaining conditions: final court approval of the Securities Action settlement and dismissal of the case pursuant to a final order, and final court approval of the Derivative Actions settlement and dismissal of those actions. In connection with the settlement of the Securities Action, there will be no admission of liability by the Company or any defendants and the Company, the defendants, and related persons will receive a customary full release of all claims. On March 3, 2026, the United States District Court for the Northern District of California preliminarily approved the Securities Action Stipulation of Settlement. The court set a hearing date for August 13, 2026 for the final approval of the settlement.

In connection with the execution of the Securities Action Term Sheet, HEI accrued $47.8 million in the third quarter of 2025, and, recorded an insurance reimbursement receivable of an equivalent amount as the recovery of the agreed settlement payment under its directors and officers liability insurance policy is deemed probable. In the third quarter of 2025, HEI charged the accrued settlement to “Expenses-Other” in HEI and Subsidiaries’ Condensed Consolidated Statements of Income, which was offset by the probable insurance recovery. The accrued settlement and insurance receivable is included in “Wildfire related claims” and “Accounts receivable and unbilled revenues, net,” under current liabilities and current assets, respectively, in HEI and subsidiaries’ Condensed Consolidated Balance Sheets.

Shareholder derivative lawsuits. Two putative shareholder derivative actions were filed in the Circuit Court of the First Circuit, State of Hawaii on September 11, 2023 and on November 6, 2024. In addition, three putative shareholder derivative actions were filed in the United States District Court for the Northern District of California between December 26, 2023 and February 8, 2024, andtwo putative shareholder derivative actions were filed in the United States District Court for the District of Hawaii between April 8, 2024 and June 8, 2024. All of the lawsuits were purportedly brought by shareholders on behalf of nominal defendants HEI and Hawaiian Electric against certain current and former officers and directors of HEI and Hawaiian Electric. In all of the cases, the plaintiffs generally alleged state law breaches of fiduciary duty, abuse of control, corporate waste, unjust enrichment, gross mismanagement and aiding and abetting breaches of fiduciary duty claims in connection with the Maui windstorm and wildfires and certain of the Company’s prior public disclosures, and some of them added claims based on purported violations of federal securities laws. Depending on the case, the plaintiffs were seeking, on behalf of HEI, damages, restitution, disgorgement, injunctive relief, and equitable relief, including in the form of changes to HEI’s corporate governance policies and procedures.

On November 5, 2025, the parties signed a binding term sheet (the Derivative Litigation Term Sheet) to settle all of the outstanding derivative actions described above (the Derivative Actions). The Derivative Litigation Term Sheet was signed following negotiations facilitated by a mediator. On December 31, 2025, the parties executed a definitive settlement agreement (the Derivative Litigation Settlement Agreement) that provides for a complete resolution of the claims asserted in the Derivative Actions in exchange for a payment on behalf of the individual defendants by the Company’s insurers in the amount of $100 million, which will be used in part to pay the $47.8 million for the Securities Action Stipulation of Settlement and fees and expenses for plaintiffs’ counsel. The settlement of the Derivative Actions is subject to two remaining conditions: final court approval of the Derivative Litigation Settlement Agreement and final orders of dismissal of the Derivative Actions. The plaintiffs’ counsel intends to request court approval for attorneys’ fees of 25% of the settlement proceeds, plus expenses not to exceed $475,000. In connection with the settlement of the Derivative Actions, there will be no admissions of liability, and the defendants and related persons will receive a customary full release of all claims. The Securities Action Stipulation of Settlement and Derivative Litigation Settlement Agreement were promptly submitted to the courts for preliminary approval subsequent to execution. On March 9, 2026, the United States District Court for the District of Hawaii preliminarily approved the Derivative Litigation Settlement Agreement. The court set a hearing date for May 28, 2026 for the final approval of the Derivative Litigation Settlement Agreement.

The Derivative Litigation Settlement Agreement calls for the settlement to be fully funded by the Company’s directors and officers liability insurance policies. As noted above, $47.8 million of the $100 million total will be used to fund the settlement of the Securities Action. The remaining amount, any award in the Derivative Actions for the plaintiffs’ attorneys’ fees and expenses, and payment of other settlement-related expenses provided for in the term sheet, is accounted for as a contingent gain which will be recognized when realized or realizable.

Maui windstorm and wildfires costs. Legal costs in connection with the litigation and loss contingencies are expensed as incurred. The Company has $165 million of excess liability insurance and $25 million of professional liability insurance for third party claims, including claims related to wildfires, with a retention of $0.3 million and $1.0 million, respectively, and $145 million directors and officers liability insurance to cover claims related to the shareholder and derivative lawsuits, with a retention of $1.0 million. As of March 31, 2026, the Company’s and Utilities’ insurance receivable totaled $93 million and $45 million, respectively, under the policies. As of March 31, 2026, HEI and its subsidiaries have approximately $9 million, nil and $70 million of insurance coverage remaining under the excess liability, professional liability, and directors and officers liability policies, respectively, after deducting applicable retention amounts, amounts that have been recovered under insurance policies (including the One ‘Ohana Initiative contribution), and amounts expected to be recovered for incurred costs and recognized as a receivable as of March 31, 2026.

See table below for the incremental expenses related to the Maui windstorm and wildfires.

1 Pursuant to the PUC order received on February 12, 2025, deferral accounting treatment limited to insurance premiums and outside services and legal costs associated with the asset-based lending facility credit agreement incurred in 2025 was granted. Applicable amounts were deferred to a regulatory asset.

Subsequent event. On April 10, 2026, the final condition to payment occurred under the Settlement Agreements. The final condition was that the judgment that HEI and Hawaiian Electric obtained on December 30, 2025, on the subrogation claims brought by over 200 insurers, became final and unappealable after all insurers stipulated to dismiss with prejudice their appeals of that judgment. Accordingly, pursuant to the Settlement Agreements, on April 10, 2026, HEI and Hawaiian Electric paid the first offour equal annual $479 million installments. The funds for this first $479 million payment were previously raised by HEI’s September 2024 equity offering and had been held in a special purpose vehicle formed specifically to hold this first payment, pending the resolution of all conditions to payment, which have now been met. With all conditions to payment met, the releases in the Settlement Agreements and those signed by individual claimants are now effective. HEI and Hawaiian Electric will seek insurance recovery based on the remaining coverage on the excess liability insurance to partially mitigate the financial impact.

The future installments are due in April 2027, April 2028 and April 2029. With the releases now effective, the parties to the litigation are now in the process of dismissing the thousands of lawsuits.

Note 3 ·Segment financial information

Reportable segments are strategic business units of the Company that offer different products and services and operate in different regulatory environments. The Company operates and reports onone reportable segment: Electric utility. HEI and its other subsidiaries (ASB Hawaii, GLST1, and Pacific Current and its subsidiaries) which are not reportable segments are grouped and reported as an All other non-reportable segment.

Sales from Hamakua Energy, LLC (Hamakua Energy) to Hawaii Electric Light (a regulated affiliate), up until the close of its sale on March 10, 2025, are eliminated in consolidation.

ASB Hawaii. ASB Hawaii was formed in 1988 and served as the holding company for ASB prior to its sale on December 31, 2024. ASB Hawaii still retains a 9.9% noncontrolling investment in ASB.

GLST1. GLST1 was formed in November 2024 for the purpose of holding the first installment payment pursuant to the settlement of the Maui windstorm and wildfire tort-related legal claims. HEI transferred the amount of the first settlement payment, $479 million, into GLST1, which is restricted from disbursing such funds except in connection with the initial payment to the settlement funds and is classified as “Restricted cash” on the Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025. Effective March 31, 2025, HEI assigned 60% of the membership interests of GLST1 to Hawaiian Electric. As of March 31, 2026, the assigned equity interests total $287.3 million, which is reported on “Investment in unconsolidated affiliate” on the Utilities’ Condensed Consolidated Balance Sheets. See “Subsequent event” in Note 2.

Pacific Current. Pacific Current was formed in 2017 to focus on investing in non-regulated renewable energy and sustainable infrastructure in the State of Hawaii to help achieve the state’s sustainability goals. As part of HEI’s comprehensive review of strategic options for Pacific Current, significant investments of Pacific Current that were made through its subsidiaries,

Hamakua Energy, Mauo and Kaʻieʻie Waho were sold in 2025. Mahipapa is Pacific Current’s remaining operating subsidiary, which owns a 7.5-MW renewable, firm dispatchable closed-loop biomass-to-energy facility on Kauai that provides electricity to Kauai Island Utility Cooperative under a PPA that expires in January 2036.

Assets held for sale-Mahipapa. In addition, in connection with the Solar Asset Disposition and as part of the membership interest purchase agreement pursuant to which the Solar Asset Disposition was conducted (MIPA), but as a separate transaction, Pacific Current agreed to sell all of the membership interest in its biomass subsidiary, Mahipapa, LLC, to the same unaffiliated third party that is party to the MIPA (the Mahipapa Sale), with each of the parties’ obligations to complete the Mahipapa Sale subject to the conditions set forth in the MIPA. The net assets and liabilities of Mahipapa are classified as held for sale in the Company’s Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025. The net assets and liabilities were classified as current, and are summarized as follows:

Note 4 · Electric utility segment

Consolidated variable interest entities. The HE AR INTER LLC and its direct subsidiary, HE AR BRWR LLC, (collectively, the Special Purpose Entities or SPEs) are bankruptcy remote, direct and indirect wholly owned subsidiaries of the Utilities. Pursuant to the asset-based lending facility (ABL Facility) credit agreement, the Utilities sell certain accounts receivable to the SPEs as collateral, which in turn, obtain financing from financial institutions. As of March 31, 2026, the ABL Facility remains undrawn and the SPEs have $317.0 million of net accounts receivable, included in “Customer accounts receivable, net,” and “Accrued unbilled revenues, net” on the Utilities’ Condensed Consolidated Balance Sheets and “Accounts receivable and unbilled revenues, net” on the Company’s Condensed Consolidated Balance Sheets.

The SPEs are considered VIEs due to insufficient equity investment at risk. The most significant activities that impact the economic performance of the SPEs are cash and financing management. The Utilities are considered the primary beneficiary as the Utilities direct the activities related to cash and financing management and therefore, are required to consolidate the SPEs. Although the SPEs are direct and indirect wholly owned consolidated subsidiaries of the Utilities, the SPEs are legally separate from the Utilities. The assets of the SPEs (which are primarily accounts receivables) are not available to creditors of the Utilities.

Unconsolidated variable interest entities.

Power purchase agreements. The Utilities have power purchase agreements (PPAs) with independent power producers (IPPs) and Schedule Q providers (i.e., customers with cogeneration and/or power production facilities who buy power from or sell power to the Utilities). As of March 31, 2026, the Utilities evaluated and concluded none of the IPPs or Schedule Q providers are currently required to be consolidated by reasons that i) no variable interests exist in the PPAs; ii) where variable interests are present, the Utilities are not deemed the primary beneficiary due to lack of power to direct the activities that most significantly impact the IPPs’ economic performance; or iii) the PPAs qualify for scope exceptions under current accounting standards for consolidation.

The carrying amounts of assets and liabilities related to the Utilities’ PPAs, where variable interests are present but the Utilities are not deemed the primary beneficiary, are limited to the purchased power and energy payments. As the Utilities recover such payments through the PUC-approved Purchased Power Adjustment Clause (PPAC) or the Energy Cost Recovery Clause (ECRC) mechanism, there is no significant potential exposure to loss to the Utilities as of March 31, 2026.

GLST1. GLST1 was formed in November 2024 for the purpose of holding the first installment payment pursuant to the settlement of the Maui windstorm and wildfire tort-related legal claims. Effective March 31, 2025, HEI assigned 60% of the membership interests of GLST1 to Hawaiian Electric. The Utilities are deemed to have a variable interest in GLST1 but concluded that the Utilities are not the primary beneficiary of GLST1. As the Utilities have the ability to exercise significant influence over GLST1, the Utilities accounted for the membership interests under the equity method of accounting. As of March 31, 2026, the assigned equity interests total $287.3 million, which is reported on “Investment in unconsolidated affiliate” on the Utilities’ Condensed Consolidated Balance Sheets. See “Subsequent event” in Note 2.

Commitments and contingencies.

Contingencies. The Utilities are subject in the normal course of business to legal, regulatory and environmental proceedings. Excluding the liabilities from the Maui windstorm and wildfires, management does not anticipate that the aggregate ultimate liability arising out of these pending or threatened legal proceedings will be material to its financial position. However, the Utilities cannot rule out the possibility that such outcomes could have a material effect on the results of operations or liquidity for a particular reporting period in the future.

August 2023 Maui windstorm and wildfires. See Note 2.

Property insurer litigation. On February 13, 2026, Hawaiian Electric Industries, Inc., Hawaiian Electric Company, Inc., and Maui Electric Company, Limited (collectively, the Hawaiian Electric Plaintiffs) filed suit against five of their insurers: Defendants XL Insurance Company of America, Inc., Allianz Global Risks US Insurance Company, the Princeton Excess and Surplus Lines Insurance Company, and General Security Indemnity Company of Arizona (collectively, the HEI Insurers). The HEI Insurers are commercial property insurers that insured the Hawaiian Electric Plaintiffs at the time of the August 2023 Maui windstorm and wildfires. The Hawaiian Electric Plaintiffs also had commercial property insurance under policies issued by Associated Electric & Gas Insurance Services (AEGIS), Ascot Syndicate 1414, IQUW Syndicate 1856, Energy Insurance Mutual, QBE International Markets, and Certain Underwriters at Lloyd’s London and Insurers (collectively, the AEGIS Insurers). Under the policies with the AEGIS Insurers, the Hawaiian Electric Plaintiffs and the AEGIS Insurers are required to engage in negotiations meetings, and if negotiation is unsuccessful, mediation. Accordingly, the Hawaiian Electric Plaintiffs did not name the AEGIS Insurers as defendants in the complaint filed on February 13, 2026.

The HEI Insurers and AEGIS Insurers (jointly, the Property Insurers) have acknowledged coverage under the policies at issue for loss or damage to the Hawaiian Electric Plaintiffs’ property and have paid a portion of the Hawaiian Electric Plaintiffs’ losses. However, the parties dispute the extent of the damage, the nature of coverage, and apportionment under the policies. Therefore, the Hawaiian Electric Plaintiffs seek declaratory relief regarding the extent of the Property Insurers’ obligations under the policies, as well as a determination that the Property Insurers have breached the policies. In April 2026, the Hawaiian Electric Plaintiffs and the Property Insurers engaged in negotiations and expect to finalize a settlement in the second quarter of 2026. The settlement would resolve all disputes with the AEGIS Insurers with respect to coverage, and a portion of the disputes between the Hawaiian Electric Plaintiffs and the HEI Insurers. Litigation will proceed in federal district court with respect to the remaining disputed insurance claims against the HEI Insurers not covered by the settlement. Mediation between the Hawaiian Electric Plaintiffs and the HEI Insurers is scheduled for July 8, 2026.

Hu Honua Bioenergy, LLC (Hu Honua). In 2013, Hu Honua filed a lawsuit in the U.S. District Court for the District of Hawaii based on Hawaii Electric Light’s termination of a PPA between the parties. The lawsuit asserted breach of contract and antitrust claims. On April 17, 2025, the U.S. District Court granted Hawaii Electric Light’s Motion to Dismiss in part, dismissing the Federal Antitrust claims, but declining to exercise jurisdiction over the State antitrust claim. The remaining State claims, including the contract claims and the State antitrust claim, were dismissed without prejudice.

On May 14, 2025, Hu Honua filed its notice of appeal in federal Ninth Circuit court. Due to ongoing negotiations between Hu Honua and Hawaii Electric Light on a new PPA, the appellate briefing schedule has been vacated, and the court issued an administrative closure until May 15, 2026, by which time Hu Honua must provide a status report to the court. The court noted that at any time before that date, any party may request that the appeal be reopened.

On May 16, 2025, Hu Honua filed its complaint in state court for the remaining State claims. Hu Honua has granted Hawaii Electric Light an open-ended extension to answer or otherwise respond to the State complaint while PPA negotiations are ongoing. The State court ordered a scheduling conference for August 12, 2025, which was subsequently postponed to July 7, 2026, to allow the parties to continue ongoing settlement discussions.

Molokai New Energy Partners (MNEP). In July 2018, the PUC approved Maui Electric’s PPA with MNEP to purchase solar energy from a photovoltaic (PV) plus battery storage project. The 4.88-MW PV and 3-MW Battery Energy Storage System (BESS) project was to deliver no more than 2.64 MW at any time to the Molokai system. On March 25, 2020, MNEP filed a complaint in the U.S. District Court for the District of Hawaii against Maui Electric claiming breach of contract. On June 3, 2020, Maui Electric provided a Notice of Default and Termination of the PPA to MNEP terminating the PPA with an effective date of July 10, 2020. Thereafter, MNEP filed an amended complaint to include claims relating to the termination and Hawaiian Electric filed its answer to the amended complaint on September 11, 2020, disputing the facts presented by MNEP and all claims within the original and amended complaint. Currently, the discovery phase is ongoing. Trial which was previously set to commence on September 16, 2025 was continued to February 18, 2026 and is now set to begin November 13, 2026.

Environmental regulation. The Utilities are subject to environmental laws and regulations that regulate the operation of existing facilities, the construction and operation of new facilities and the proper cleanup and disposal of hazardous waste and toxic substances.

Hawaiian Electric, Hawaii Electric Light and Maui Electric, like other utilities, periodically encounter petroleum or other chemical releases associated with current or previous operations. The Utilities report and take action on these releases when and as required by applicable law and regulations. The Utilities believe the costs of responding to such releases identified to date will not have a material effect, individually or in the aggregate, on Hawaiian Electric’s consolidated results of operations, financial condition or liquidity.

Former Molokai Electric Company generation site. In 1989, Maui Electric acquired Molokai Electric Company. Molokai Electric Company had sold its former generation site (Site) in 1983 but continued to operate at the Site under a lease until 1985 and left the property in 1987. The Environmental Protection Agency (EPA) has since identified environmental impacts in the subsurface soil at the Site. In cooperation with the State of Hawaii Department of Health and EPA, Maui Electric further investigated the Site and the adjacent parcel to determine the extent of impacts of polychlorinated biphenyls (PCBs), residual fuel oils and other subsurface contaminants. Maui Electric has a reserve balance of $2.4 million as of March 31, 2026, representing the probable and reasonably estimable undiscounted cost for remediation of the Site and the adjacent parcel based on presently available information; however, final costs of remediation will depend on the cleanup approach implemented.

Pearl Harbor sediment study. In July 2014, the U.S. Navy notified Hawaiian Electric of the Navy’s determination that Hawaiian Electric is a Potentially Responsible Party under CERCLA responsible for the costs of investigation and cleanup of PCB contamination in sediment in the area offshore of the Waiau power plant as part of the Pearl Harbor Superfund Site.

Hawaiian Electric was also required by the EPA to assess potential sources and extent of PCB contamination onshore at Waiau power plant.

As of March 31, 2026, the reserve account balance recorded by Hawaiian Electric to address the PCB contamination was $9.5 million. The reserve balance represents the probable and reasonably estimable undiscounted cost for the onshore and offshore investigation and remediation. The final remediation costs will depend on the actual onshore and offshore cleanup costs.

Endangered Species Act. The Utilities received a notice under the federal Endangered Species Act, from Earthjustice on behalf of the American Bird Conservancy and Conservation Council for Hawaii (Conservation Groups) in January 2024. The notice is the pre-cursor to a citizen’s suit under the Endangered Species Act. The notice alleges that the Utilities are out of compliance with the Act due to alleged impacts on endangered seabirds caused by the Utilities’ powerlines, street lights and facility lights on Maui and Lanai. At the time the notice was served, the Utilities were already in the process of drafting a Habitat Conservation Plan (HCP) with respect to the powerlines and will be applying for associated state and federal take/license permits. Notwithstanding, the notice asserts that the scope of the HCP should be broader and additional interim measures are necessary while the HCP and related permits are pending.

After negotiations among the parties a complaint was filed on November 12, 2024 regarding the powerlines and on December 11, 2024, the court approved a settlement agreement. Pursuant to that agreement, the Utilities will continue the HCP process and take specific actions to minimize and mitigate the potential impact of the Utilities’ powerlines while the document is being prepared. The agreement also contains additional requirements that include coordination with the Conservation Groups with various aspects of the HCP and powerline operations, and continuing the Utilities’ commitment to a species mitigation project with University of Hawaii Foundation to monitor, protect and increase the population of Hawaiian Petrels.

The street and facility lights aspect of the notice was not resolved and a second complaint was filed on November 19, 2024, that includes the County of Maui as a party. Hawaiian Electric and Maui Electric answered the complaint on December 12, 2024 and at this time, the parties have completed discovery. Summary judgment motions are pending, and a trial date is expected later in 2026. The parties may engage in additional settlement discussions in an effort to resolve the matter. However, the Utilities are unable to determine the ultimate outcome or the amount of any possible loss.

Commitments.

Purchase commitments. As of December 31, 2025, the Utilities’ estimated future minimum payments pursuant to purchase obligations related to material contracts of $2.63 billion. See Note 4 of the Notes to the Consolidated Financial Statements in Item 8 of the 2025 Form 10-K.

As of March 31, 2026, a total ofnine Stage 1 and Stage 2 renewable projects provide the Utilities a capacity of 301.5 MW, with 1,771-MWh batteries.

Purchases from all IPPs were as follows:

1 Includes hydro power and other PPAs.

Utility projects. Many public utility projects require PUC approval and various permits from other governmental agencies. Difficulties in obtaining, or the inability to obtain, the necessary approvals or permits or community support can result in significantly increased project costs or even cancellation of projects. In the event a project does not proceed, or if it becomes probable the PUC will disallow cost recovery for all or part of a project, or if PUC-imposed caps on project costs are expected to be exceeded, project costs may need to be written off in amounts that could result in significant reductions in Hawaiian Electric’s consolidated net income.

Waena battery energy storage system project. In September 2020, Maui Electric filed a PUC application to purchase and install a 40-MW BESS at its Waena Site in Central Maui. In December 2023, the PUC approved Maui Electric’s request to commit funds estimated at $82.1 million, for the purchase and installation of the project, and to recover costs for the project under Exceptional Project Recovery Mechanism (EPRM). In July 2025, the PUC approved the Utilities’ request to authorize recovery of costs in addition to the amounts approved in December 2023 due to the uncertainty of changes in law, limited to the lesser of either the actual costs or 20% over the approved estimated capital costs. Project costs incurred as of March 31, 2026, amount to $23.6 million.

Climate adaptation transmission and distribution resilience program. The Utilities maintain that improving resiliency of the electric grid is an urgent matter and recognizes that evolving climate dynamics are making Hawaii increasingly vulnerable to severe weather events. On January 31, 2024, the PUC approved the Utilities’ request to commit an estimated $189.7 million in funds for the climate adaptation transmission and distribution resilience program, over a project period offive years. The project will focus on, among other things, system hardening in wildfire risk areas including installing video camera and weather monitors in wildfire risk areas and strengthening transmission lines to help prevent ignition, enable quicker response and add situational awareness.

The project costs to be recovered through EPRM is subject to a cap of $95 million and any amount in excess will be subject to the PUC’s further review. On August 7, 2024, the Utilities received a notification from the U.S. Department of Energy that their application for $95 million in federal funds under the Infrastructure Investment and Jobs Actwas officially awarded. On August 20, 2024, the Utilities submitted a copy of their executed agreement with the Department of Energy to the PUC. On November 18, 2024, the Utilities filed their August 2024 - August 2025 Forward Looking Annual Report. Project costs incurred as of March 31, 2026, amount to $41.7 million.

In 2025, President Trump issued multiple executive orders that impact federal funding. The Utilities are not impacted at this time but will continue to monitor for any new executive orders and any changes that are passed down through the federal contracting officer for the resilience program.

Waiau repower project. On March 28, 2025, the Utilities filed an application to the PUC for their self-build project - Waiau repower project. The project, selected as part of a competitive bid process, was estimated at $847 million and involves replacingsix existing turbines withsix fuel-flexible combustion turbines that provide 253 MW of renewable firm generation, expected to be placed in service in stages from 2029 to 2033. The Utilities requested, among other things, approvals of 1) the commitment of funds for such project, and 2) recovery of project costs through the EPRM. On October 17, 2025, the Utilities filed an updated application reflecting revised costs of $1.16 billion, citing unavoidable and changed market conditions outside the Utilities’ control. On March 23, 2026, the PUC approved the commitment of funds and EPRM recovery for the Waiau repower project at the initial estimated cost of $847 million plus the lesser of a 10% increase or the difference in the Gross Domestic Product Price Index (GDPPI) between the date of the best and final offer submission and the date of the PUC’s decision and order (Inflationary Adjustment). On April 2, 2026, the Utilities filed a motion for reconsideration of the PUC’s decision and order. On April 17, 2026, the PUC issued an order addressing the Utilities’ motion for reconsideration which, among other things, affirmed that the project costs up to $847 million plus the Inflationary Adjustment can be recovered through EPRM and clarified that the Utilities may, after the project is in-service, seek recovery for project cost amounts greater than the approved amount in a general rate case or rate re-basing proceeding. Based on the estimated GDPPI for the first quarter of 2026 released by the Bureau of Economic Analysis on April 30, 2026, the project costs plus the Inflationary Adjustment are currently estimated at $908 million.

On April 28, 2026, in connection with the Waiau repower project, Hawaiian Electric entered into three contracts to acquire a total ofsix gas turbine units from GE Vernova Operations, LLC to secure the manufacturing and staggered delivery of gas turbine units in pairs between 2029 and 2030. These contracts mitigate the risk of delayed turbine unit deliveries, remove the exposure to non-tariff price increases, and support the achievement of on-time commercial operations of the Waiau repower project.

In December 2025, Federal Emergency Management Agency issued a Letter of Final Determination on the preliminary updates to Oahu’s Flood Insurance Rate Maps. As a result of the updates, portions of the Waiau power plant will transition to a newly designated flood zone A, which is estimated to have a 1% chance of annual flooding. The new flood maps will become effective on June 10, 2026. The Utilities are currently assessing the impact the change may have on the Waiau repower project.

Regulatory proceedings.

Performance-based regulation framework (PBR Framework). The PUC issued a decision and order (PBR D&O) establishing the PBR Framework to govern the Utilities. The PBR Framework implemented afive-year multi-year rate period (MRP), during which there will be no general rate case applications. The current MRP will end on May 31, 2026, and the next MRP (MRP2) is currently scheduled to commence on January 1, 2027. The period in between the end of the current MRP and the beginning of MRP2 is intended to be a transition period (see Phase 7 discussed below). PBR working group meetings were held in 2024, 2025, and early 2026 to consider potential PBR changes for MRP2. The PBR Framework Review will continue with the following: (i) Phase 6: consideration and development of proposals for modifications to the PBR Framework, which focuses on inflation factor, customer dividend, Earnings Sharing Mechanism (ESM), revenue opportunities afforded by the X-Factor and the EPRM guidelines, and Performance Incentive Mechanisms (PIMs) portfolio, and (ii) Phase 7: the finalization and documentation of approved PBR Framework modifications prior to MRP2 commencement.

Alternative re-basing. In its order issued on February 27, 2025, the PUC concluded that the Utilities’ target revenues should be re-based for MRP2 and allowed the Utilities to file a single, consolidated application that presents their requested adjustment to target revenues. The proceeding to re-base the Utilities’ target revenues for MRP2 shall be bifurcated into two tracks, with the first track focused on reaching a decision on the Utilities’ revenue requirements prior to the commencement of MRP2, and the second track focused on making a final determination on the revenue requirement and addressing the rate design component. On March 6, 2026, the Utilities filed a joint alternative re-basing proposal with Ulupono Initiative, requesting an increase of $170 million over annual target revenues at current effective rates, with $125 million phased into revenues in the first year of MRP2 and the remaining $45 million implemented in the second year of MRP2. The Utilities are awaiting PUC guidance on the procedural process to review the joint alternative re-basing proposal.

Earnings Sharing Mechanism. The PBR Framework established a symmetrical ESM for achieved rate-making return on average common equity (ROACE) outside of a 300 basis points deadband above or below the current authorized ROACE of 9.5% for each of the Utilities (i.e., above 12.5% or below 6.5%). There is a 50/50 sharing between customers and Utilities for the achieved rate-making ROACE falling within 150 basis points outside of the deadband in either direction, and a 90/10 sharing for any further difference. A reopening or review of the PBR terms may be triggered if the Utilities’ credit rating outlook indicates a potential credit downgrade below investment grade status, or if its achieved rate-making ROACE enters the outer most tier of the ESM.

On August 31, 2023, the PUC issued an order temporarily suspending the ESM until further notice. The intent of the order is to address the unintended consequence of customers potentially bearing the costs associated with the Maui windstorm and wildfires through the operation of the ESM without prior PUC review.

Exceptional Project Recovery Mechanism. The established EPRM Guidelines, formerly known as Major Project Interim Recovery (MPIR), permit the Utilities to include the full amount of approved costs in the EPRM for recovery in the first year the project goes into service, pro-rated for the portion of the year the project is in service. Deferred and other operation and maintenance (O&M) expense projects are also eligible for EPRM recovery under the EPRM Guidelines. EPRM recoverable costs are limited to the lesser of actual incurred project costs or the PUC‑approved amounts, net of savings. The recovery of the project costs previously approved under the MPIR continues within the PBR Framework.

As of March 31, 2026, the Utilities’ annualized MPIR and EPRM revenue amounts totaled $39.3 million, including revenue taxes. The annualized MPIR and EPRM revenues are subject to PUC approval and recovery would be effective June 1, 2026 through the Revenue Balancing Account (RBA) rate adjustment.

As of March 31, 2026, the PUC approved the recovery offive EPRM projects with an estimated amount of $1.14 billion in capital costs to the extent the project costs are not included in rates. Currently, the Utilities are seeking EPRM recovery fortwo additional projects subject to PUC approval.

Performance Incentive Mechanisms. On December 18, 2024, and clarified on January 15, 2025, the PUC issued orders granting the Utilities’ request to suspend the Transmission and Distribution (T&D) System Average Interruption Duration Index (SAIDI) and T&D System Average Interruption Frequency Index (SAIFI) PIMs for wildfire risk circuits from January 1, 2024 to December 31, 2025. Separately, the Utilities submitted a request on December 16, 2025 to expand the suspension of T&D SAIDI and T&D SAIFI PIMs (T&D PIMs) to all circuits and extend the suspension to December 31, 2026, to consider modifications to the T&D PIMs. On April 21, 2026, the PUC issued an order denying the Utilities’ request to expand suspension of T&D PIMs to all circuits, but, on its own motion, extended the current suspension of the T&D PIMs for wildfire risk circuits through December 31, 2026. Consistent with the current suspension, this shall include continued exclusion of all Public Safety Power Shutoff program events from PIM performance metrics and targets. The suspension may be further extended beyond 2026 based on the Utilities request and proposal justifying the same, required to be submitted no later than October 1, 2026. Absent PUC approval of any further extension, the T&D PIMs suspension will expire and no exclusions on any circuits will be valid after December 31, 2026.

For the 2025 evaluation period, the Utilities accrued $7.5 million (nil for Hawaiian Electric, $5.4 million for Hawaii Electric Light and $2.1 million for Maui Electric) in rewards net of penalties. The net rewards related to 2025 were reflected in the 2026 PIMs annual report and 2026 spring revenue report filings with the exception of the Phase 1 RFP PIM, which was reflected in the 2025 fall revenue report filing.

Annual review cycle. Under the PBR Framework, target revenues are adjusted according to an index-driven annual revenue adjustment (ARA) based on: (i) an inflation factor, (ii) a predetermined X-factor to encompass productivity, which is set at zero, (iii) a Z-factor to account for exceptional circumstances not in the Utilities’ control and (iv) a customer dividend consisting of a negative adjustment of 0.22% of adjusted revenue requirements compounded annually and a flow through of the “pre-PBR” savings commitment from the management audit recommendations developed in a prior docket at a rate of $6.6 million per year from 2021 until the rate resets.

PBR D&O also established an annual review cycle for revenue adjustments under the PBR Framework, including the biannual submission of the revenue reports. The Utilities filed the 2026 spring revenue report on March 31, 2026, which is subject to PUC approval. The filing reflected ARA revenues for the third year recovery of the COVID-19 related deferred costs through the Z-factor and the accelerated return of the Enterprise Resource Planning system benefits savings to Hawaii Electric Light and Maui Electric customers as part of the customer dividend, as follows:

Note: Columns may not foot due to rounding.

The net incremental amounts between the 2025 fall and 2026 spring revenue reports are shown in the following table. The amounts are to be collected (refunded) from June 1, 2026, through May 31, 2027, under the RBA rate tariffs, which were included in the 2026 spring revenue report filing.

Note: Columns may not foot due to rounding.

Regulatory assets and liabilities.

Regulatory assets for Maui windstorm and wildfires related costs. The PUC has issued orders authorizing deferred accounting treatment for certain incremental non-labor expenses related to the Maui windstorm and wildfires incurred from August 8, 2023 through December 31, 2025. The approval pertains only to deferred cost treatment for expenses that are not already part of base rates; any actual recovery of deferred costs will be the subject of a separate application(s).

As of March 31, 2026, the Utilities have recorded $80.5 million in regulatory assets for the incremental costs incurred during the aforementioned period related to the Maui windstorm and wildfires event.

Requests for cost recovery of deferred costs will be the subject of a separate application at which time the PUC will evaluate whether such costs were prudently incurred and reasonable and determine the extent to which such costs will be eligible for recovery, and the period over which recovery will occur. If the PUC denies recovery of any deferred costs, such costs would be charged to expense in the period that those costs are no longer considered probable of recovery.

Regulatory assets for Wildfire Mitigation Plan (WMP). On December 31, 2025, the PUC approved the Utilities’ 2025-2027 WMP (also referred to as Wildfire Safety Strategy or WSS). The Utilities’ 2025-2027 WMP is athree-year action plan that targets a material reduction in wildfire risk associated with utility infrastructure. The PUC also directed the Utilities to provide a WMP update bi-annually. The approval of the 2025-2027 WMP, however, does not constitute approval of cost recovery for any WMP-related costs. The Utilities’ request for cost recovery is currently under review by the PUC in a separate proceeding. As of March 31, 2026, the Utilities have recorded a regulatory asset of $12.6 million. Recovery of the Utilities’ O&M expenses are currently under PUC review in the EPRM cost recovery proceeding.

Regulatory assets for suspension of disconnections related costs. Based on circumstances related to the Maui windstorm and wildfires, on August 31, 2023 and subsequently on October 13, 2023, the PUC issued orders directing all regulated utilities located on, or providing utility service on Maui, among other things, (i) to suspend disconnections of services and associated disconnection fees beginning from August 8, 2023, through the end of the emergency relief period established by the Governor’s Emergency Proclamations related to the Maui windstorm and wildfires, which currently continues through July 4, 2026 (Suspension Period); (ii) to suspend any and all rules and provisions of individual utility tariffs that prevent or condition re-connection of disconnected customers during the Suspension Period; (iii) not to charge customers interest on past due payments or impose any late payment fees through the Suspension Period; (iv) to establish regulatory assets to record costs directly related to the suspension of disconnections, and to record receipt of governmental aid and donation-based aid, loans or grants, and/or all other assistance measures, and any cost savings realized; and (v) to file a notice with the PUC regarding any upcoming application or other request pursuant to Hawaii Revised Statues Sections 269-16.3, -17, -17.5, -18, -19, or -19.5 and/or regarding any significant financial change to the Maui utility, at least 60 days prior to filing such application or other request with the PUC. The orders also discourage the filing of emergency or general rate increases in response to the emergency situation. On December 23, 2025, the PUC revised the notice of financial change reporting requirement (item v above) to apply only to the Utilities.

In future proceedings, the PUC will assess the utility’s request for recovery of these regulatory assets including whether it is reasonable and necessary, the appropriate period of recovery for the approved amount of regulatory assets, any amount of carrying costs thereon, any savings directly attributable to suspension of disconnects, and other related matters. As of March 31, 2026, the Utilities have recorded $6.2 million in regulatory assets for the incremental costs incurred due to the suspension of disconnections.

Condensed consolidating financial information. Condensed consolidating financial information for Hawaiian Electric and its subsidiaries are presented for the three months ended March 31, 2026 and 2025, and as of March 31, 2026 and December 31, 2025.

Hawaiian Electric unconditionally guarantees Hawaii Electric Light’s and Maui Electric’s obligations (a) to the State of Hawaii for the repayment of principal and interest on Special Purpose Revenue Bonds issued for the benefit of Hawaii Electric Light and Maui Electric and (b) under their respective private placement note agreements and the Hawaii Electric Light notes and Maui Electric notes issued thereunder.

Condensed Consolidating Statement of Income

Condensed Consolidating Statement of Comprehensive Income

Condensed Consolidating Statement of Income

Condensed Consolidating Statement of Comprehensive Income

Condensed Consolidating Balance Sheet

March 31, 2026

Condensed Consolidating Balance Sheet (continued)

March 31, 2026

Condensed Consolidating Balance Sheet

December 31, 2025

Condensed Consolidating Balance Sheet (continued)

December 31, 2025

Condensed Consolidating Statement of Changes in Common Stock Equity

Condensed Consolidating Statement of Changes in Common Stock Equity

Condensed Consolidating Statement of Cash Flows

Condensed Consolidating Statement of Cash Flows

Note 5 ·Credit agreements and long-term debt

Credit agreements. The following table provides the credit agreement capacity, outstanding and undrawn components as of March 31, 2026 and December 31, 2025.

1 Borrowing capacity is calculated based on eligible customer accounts receivable balance at the end of each period.

2 $75 million borrowing from HEI - standing commitment letter is eliminated in total consolidated HEI amounts.

Syndicated credit agreements. On September 5, 2025, HEI and Hawaiian Electric each entered into a fourth amended and restated senior unsecured revolving credit facility (the HEI Facility and the Hawaiian Electric Facility, respectively) with a syndicate of eight financial institutions. The aggregate amount of revolving commitments under the HEI Facility was increased to $300 million from $175 million and includes a $25 million letter of credit sub-facility and a $30 million swingline sub-facility. The HEI Facility’s commitment termination date was extended to September 5, 2030 from May 14, 2027. The aggregate amount of revolving commitments available under the Hawaiian Electric Facility was increased to $300 million from $200 million and includes a $40 million letter of credit sub-facility and a $30 million swingline sub-facility. The Hawaiian Electric Facility’s term was extended to September 4, 2026, subject to an automatic extension to the earlier of (i) such date specified in a final order or approval of the PUC and (ii) if such order or approval is obtained, September 5, 2030. The Hawaiian Electric Facility also allows for commitment increases of up to an additional $75 million, subject to customary conditions. None of the facilities are collateralized. As of March 31, 2026, HEI and Hawaiian Electric had $15 million andnil drawn on their revolving facilities, respectively.

Intercompany borrowing agreement. Under the HEI and Hawaiian Electric Intercompany Borrowing and Investment Policy effective January 1, 2020 (the Intercompany Borrowing Policy), HEI has committed to make revolving short-term loans to Hawaiian Electric pursuant to the terms set forth in the standing commitment letter dated December 5, 2025 (the 2025 Commitment Letter). For loans that mature on or before December 4, 2026, the 2025 Commitment Letter provides a borrowing limit of $75 million outstanding at any time and the applicable interest rate. Hawaiian Electric currently hasno borrowings under the Intercompany Borrowing Policy and the 2025 Commitment Letter.

Asset-based lending facility credit agreement. On May 17, 2024, Hawaiian Electric, through a special-purpose subsidiary, entered into an ABL Facility credit agreement (ABL Credit Facility Agreement) with several banks, which, subject to the limitations and conditions set forth in such agreement, allows borrowings of up to $250 million on a revolving basis using certain accounts receivable as collateral. The ABL Facility was approved by the PUC, became effective on July 24, 2024 and will expire on July 24, 2027. As of March 31, 2026, total available capacity under the ABL Facility was $218 million and remains undrawn.

Long-term debt. As of March 31, 2026, the Company and Hawaiian Electric were in compliance with all applicable financial covenants. The following table summarizes the long-term debt, net for the Company and Hawaiian Electric as of March 31, 2026 and December 31, 2025.

1 Excludes Mahipapa’s non-recourse loans amounting to $54 million, as of March 31, 2026 and December 31, 2025, which are classified as “Liabilities held for sale” on the Company’s Condensed Consolidated Balance Sheets. See “Assets held for sale-Mahipapa” in Note 3.

2 As of March 31, 2026 and December 31, 2025, the HEI revolving credit facility’s weighted-average interest rate was 6.17% and 6.32%, respectively. See “Syndicated credit agreements” above.

Note 6 ·Shareholders' equity

Accumulated other comprehensive income/(loss). Changes in the balances of each component of accumulated other comprehensive income/(loss) (AOCI) were as follows:

Reclassifications out of AOCI were as follows:

Note 7 ·Revenues

The following tables disaggregate revenues by major source, timing of revenue recognition, and segment:

There are no material contract assets or liabilities associated with revenues from contracts with customers existing at March 31, 2026 or December 31, 2025. Accounts receivable and unbilled revenues related to contracts with customers represent an unconditional right to consideration since all performance obligations have been satisfied. These amounts are disclosed as “Accounts receivable and unbilled revenues, net” on HEI’s Condensed Consolidated Balance Sheets and “Customer accounts receivable, net” and “Accrued unbilled revenues, net” on Hawaiian Electric’s Condensed Consolidated Balance Sheets.

As of March 31, 2026, the Company had no material remaining performance obligations due to the nature of the Company’s contracts with its customers. For the Utilities, performance obligations are fulfilled as electricity is delivered to customers.

Note 8 · Retirement benefits

Defined benefit pension and other postretirement benefit plans information. The Company contributed $2 million ($2 million by the Utilities) to its pension and other postretirement benefit plans during the first three months of 2026, compared to $1 million ($1 million by the Utilities) during the first three months of 2025. The Company’s current estimate of total contributions to its pension and other postretirement benefit plans in 2026 is $13 million ($13 million by the Utilities), compared to $12 million ($11 million by the Utilities) in 2025. In addition, the Company expects to pay directly $3 million ($1 million by the Utilities) of benefits in 2026, compared to $2 million ($1 million by the Utilities) paid in 2025.

The components of net periodic pension costs and net periodic benefit costs for HEI consolidated and Hawaiian Electric consolidated were as follows:

HEI consolidated recorded retirement benefits expense of $11 million ($11 million by the Utilities) in each of the first three months of 2026 and 2025, and charged the remaining net periodic benefit cost primarily to electric utility plant.

The Utilities have implemented pension and OPEB tracking mechanisms under which all of their retirement benefit expenses (except for executive life and nonqualified pension plan expenses) determined in accordance with GAAP are recovered over time. Under the tracking mechanisms, any actual costs determined in accordance with GAAP that are over/under amounts allowed in rates are charged/credited to a regulatory asset/liability. The regulatory asset/liability for each utility will then be amortized over five years beginning with the respective utility’s next rate case.

Defined contribution plans information. For the first three months of 2026 and 2025, the Company’s expenses and cash contributions for its defined contribution plans under the Hawaiian Electric Industries Retirement Savings Plan were $2.4 million and $1.8 million, respectively. For the first three months of 2026 and 2025, the Utilities’ expenses and cash contributions for its defined contribution plan under the Hawaiian Electric Industries Retirement Savings Plan were $2.3 million and $1.7 million, respectively.

Note 9 · Share-based compensation

Under the 2010 Equity and Incentive Plan, as amended and restated effective February 9, 2024 (EIP), HEI can issue shares of common stock as incentive compensation to nonemployee directors and selected employees and consultants in the form of stock options, stock appreciation rights, restricted shares, restricted stock units, performance shares and other share-based and cash-based awards.

As of March 31, 2026, approximately 2.5 million shares remained available for future issuance under the terms of the EIP, assuming recycling of shares withheld to satisfy statutory tax liabilities relating to EIP awards, including an estimated 1.6 million shares that could be issued upon the vesting of outstanding restricted stock units and the achievement of performance goals for awards outstanding under long-term incentive plans (assuming that such performance goals are achieved at maximum levels).

Under the 2011 Nonemployee Director Stock Plan (2011 Director Plan), HEI can issue shares of common stock as compensation to nonemployee directors of HEI and its principal subsidiaries. As of March 31, 2026, there were 41,964 shares remaining available for future issuance under the 2011 Director Plan. After all of the shares remaining under the 2011 Director Plan have been issued or reserved for issuance, nonemployee director grants of common stock will be made under the EIP, which was amended in 2024 to provide for nonemployee director grants.

Share-based compensation expense and the related income tax benefit were as follows:

1 For the three months ended March 31, 2026 and 2025, the Company has not capitalized any share-based compensation.

Restricted stock units. Information about HEI’s grants of restricted stock units was as follows:

(1) Weighted-average grant-date fair value per share based on the average price of HEI common stock on the date of grant.

For the three months ended March 31, 2026 and 2025, total restricted stock units and related dividends that vested had a fair value of $0.4 million and $0.5 million, respectively, and the related tax benefits werenil and $0.1 million, respectively.

As of March 31, 2026, there wasno unrecognized compensation cost related to restricted stock units.

Long-term incentive plan payable in stock. The 2024-26, 2025-27 and 2026-28 long-term incentive plans (LTIP) provide for performance awards under the EIP of shares of HEI common stock based on the satisfaction of performance goals. The number of shares of HEI common stock that may be awarded is fixed on the date the grants are made, subject to the achievement of specified performance levels and calculated dividend equivalents. The potential payout varies from 0% to 220% of the number of target shares, depending on the achievement of the goals. The 2024-26 LTIP performance goals include a market condition goal. The market condition goal is based on HEI’s total shareholder return (TSR) compared to the Peer Group (the Company’s compensation peer group consisting of companies in the EEI Index and approved by the Company’s Compensation & Human Capital Management Committee), in each case over the relevant three-year period. The other performance condition goals relate to Hawaiian Electric’s credit rating, public safety, funds from operations to total adjusted debt ratio and customer experience. The 2025-27 and 2026-28 LTIPs include other performance goals (described above) and a relative TSR payout modifier, which may adjust the payout shares based on the relative TSR result. The relative TSR modifier is based on HEI’s TSR compared to the Peer Group.

LTIP linked to TSR. Information about HEI’s LTIP grants linked to TSR was as follows:

(1) Weighted-average grant-date fair value per share determined using a Monte Carlo simulation model.

The grant date fair values of the LTIP awards linked to TSR were determined using a Monte Carlo simulation model utilizing actual information for the common shares of HEI and the Peer Group for the period from the beginning of the performance period to the grant date and estimated future stock volatility of HEI and the Peer Group over the remaining three-year performance period. The expected stock volatility assumptions for HEI and the Peer Group were based on thethree-year historic stock volatility. A dividend assumption is not required for the Monte Carlo simulation because the grant payout includes dividend equivalents and projected returns include the value of reinvested dividends.

The following table summarizes the assumptions used to determine the fair value of the LTIP awards linked to TSR and the resulting fair value of LTIP awards granted:

There wereno share-based LTIP awards linked to TSR with a vesting date in 2026 and 2025.

As of March 31, 2026, there was $8.2 million of total unrecognized compensation cost related to the nonvested performance awards payable in shares linked to TSR. The cost is expected to be recognized over a weighted-average period of 2.1 years.

LTIP awards linked to other performance conditions. Information about HEI’s LTIP awards payable in shares linked to other performance conditions was as follows:

(1) Weighted-average grant-date fair value per share based on the average price of HEI common stock on the date of grant.

There wereno share-based LTIP awards linked to other performance conditions with a vesting date in 2026 and 2025.

As of March 31, 2026, there was $1.1 million of total unrecognized compensation cost related to the nonvested shares linked to performance conditions other than TSR. The cost is expected to be recognized over a weighted-average period of 0.8 years.

Note 10 ·Income taxes

The Company’s and Utilities’ effective tax rates (combined federal and state income tax rates) for the three months ended March 31, 2026 were 21% and 22%, respectively. This rate differs from the combined statutory rates, primarily due to the Utilities’ amortization of excess deferred income taxes related to the 2017 Tax Cuts and Jobs Act reduction in tax rate from 35% to 21%, partially offset by higher executive compensation limitations. The Company’s and Utilities’ effective tax rates were 19% and 21%, respectively, for the three months ended March 31, 2025.

On July 4, 2025, federal tax legislation, commonly referred to as the One Big Beautiful Bill Act (OBBBA), which includes a broad range of tax reform provisions, was signed into law in the United States. The Company recognized the impacts of OBBBA. The Company will continue to assess the legislation’s impact on future reporting periods; however, the legislation is not anticipated to have a material impact on the Company’s financial statements.

Currently, there are no active Internal Revenue Service income tax examinations. In January 2026, the Company was notified that the State of Hawaii will audit the Company’s income tax returns for the 2022 through 2024 tax years. The audit is ongoing, however, the Company has not received any audit adjustments at this time.

Note 11 · Cash flows

Note 12 · Fair value measurements

Fair value measurement and disclosure valuation methodology. The following are descriptions of the valuation methodologies used for assets and liabilities recorded at fair value and for estimating fair value for financial instruments not carried at fair value:

Money market mutual funds. The Company considers all liquid investments purchased with an initial maturity of three months or less and deposits in money market mutual funds that are readily convertible into cash to be cash equivalents. The carrying value of cash and cash equivalents approximates fair value due to the short-term nature of these instruments.

Long-term debt. Fair value of fixed-rate long-term debt was obtained from third-party financial services providers based on the current rates offered for debt of the same or similar remaining maturities and from discounting the future cash flows using the current rates offered for debt of the same or similar risks, terms, and remaining maturities. The carrying amount of floating rate long-term debt approximated fair value because of the short-term interest reset periods. Long-term debt is classified in Level 2 of the valuation hierarchy.

The following table presents the carrying or notional amount, fair value and placement in the fair value hierarchy of the Company’s financial instruments.

1 Carrying or notional amount does not include $52 million related to Mahipapa long term debt, net which is included in “Liabilities held for sale” in the Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025. See Note 3 for more information.

Assets and liabilities measured at fair value on a recurring basis include money market mutual funds. Money market mutual funds are included in “Cash and cash equivalents” and “Restricted cash” in the Condensed Consolidated Balance Sheets.

There were no Level 3 assets or liabilities as of March 31, 2026 and December 31, 2025.