CENTRAL PACIFIC FINANCIAL CORP
For the period ended Dec 31, 2024. Filed Feb 26, 2025.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Feb 26, 2025
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Table of Contents
Form 10-K
| Page | ||
|---|---|---|
| Part I. | ||
| Item 1. | Business | 4 |
| Item 1A. | Risk Factors | 18 |
| Item 1B. | Unresolved Staff Comments | 35 |
| Item 1C. | Cybersecurity | 35 |
| Item 2 | Properties | 36 |
| Item 3 | Legal Proceedings | 36 |
| Item 4 | Mine Safety Disclosures | 36 |
| Part II. | ||
| Item 5 | Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities | 37 |
| Item 7 | Management's Discussion and Analysis of Financial Condition and Results of Operations | 39 |
| Item 7A | Quantitative and Qualitative Disclosures About Market Risk | 74 |
| Item 8 | Financial Statements and Supplementary Data | 75 |
| Item 9 | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | 141 |
| Item 9A | Controls and Procedures | 141 |
| Item 9B | Other Information | 141 |
| Item 9C | Disclosure Regarding Foreign Jurisdictions That Prevent Inspections | 141 |
| Part III. | ||
| Item 10 | Directors, Executive Officers and Corporate Governance | 142 |
| Item 11 | Executive Compensation | 142 |
| Item 12 | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 142 |
| Item 13 | Certain Relationships and Related Transactions, and Director Independence | 142 |
| Item 14 | Principal Accountant Fees and Services | 142 |
| Part IV. | ||
| Item 15 | Exhibits and Financial Statement Schedules | 143 |
| Exhibits | 144 | |
| Signatures | 148 | |
Part I
Forward-Looking Statements and Factors that Could Affect Future Results
Certain statements contained in this annual report on Form 10-K that are not statements of historical fact constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the "Act"), notwithstanding that such statements are not specifically identified. In addition, certain statements may be contained in our future filings with the U.S. Securities and Exchange Commission ("SEC"), in press releases and in oral and written statements made by us or with our approval that are not statements of historical fact and constitute forward-looking statements within the meaning of the Act. Examples of forward-looking statements include but are not limited to: (i) projections of revenues, expenses, income or loss, earnings or loss per share, capital expenditures, the payment or nonpayment of dividends, net interest income, capital position, credit losses, net interest margin or other financial items; (ii) statements of plans, objectives and expectations of Central Pacific Financial Corp. (the "Company") or its management or Board of Directors, including those relating to business plans, use of capital resources, products or services and regulatory developments and regulatory actions; (iii) statements of future economic performance including anticipated performance results from our business initiatives; and (iv) any statements of the assumptions underlying or relating to any of the foregoing. Words such as "believe," "plan," "anticipate," "seek", "expect," "intend," "forecast," "hope," "target," "continue," "remain," "estimate," "will," "should," "may" and other similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements.
While we believe that our forward-looking statements and the assumptions underlying them are reasonably based, such statements and assumptions are by their nature subject to risks and uncertainties, and thus could later prove to be inaccurate or incorrect. Accordingly, actual results could differ materially from those statements or projections for a variety of reasons. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to:
the effects of inflation and interest rate fluctuations, including the impact from potential international tariffs;
disruptions in the economy, including supply chain disruptions;
labor contract disputes and potential strikes impacting both the U.S. National and Hawaii economies;
the increase in inventory or adverse conditions in the real estate market and deterioration in the construction industry;
adverse changes in the financial performance and/or condition of our borrowers and, as a result, increased loan delinquency rates, deterioration in asset quality and losses in our loan portfolio;
the impact of local, national, and international economies and events (including natural disasters such as wildfires, volcanic eruptions, hurricanes, tsunamis, storms and earthquakes) on the Company’s business and operations and on tourism, the military and other major industries operating within the Hawaii market and any other markets in which the Company does business;
deterioration or malaise in domestic economic conditions, including any destabilization in the financial industry and deterioration of the real estate market, as well as the impact of declining levels of consumer and business confidence in the state of the economy in general and in financial institutions in particular;
changes in estimates of future reserve requirements based upon the periodic review thereof under relevant regulatory and accounting requirements;
the adverse effects of potential bank failures and the potential impact of such developments on customer confidence, deposit behavior, liquidity and regulatory responses thereto;
the adverse effects of the COVID-19 pandemic virus (and its variants) and other pandemic viruses on local, national and international economies, including, but not limited to, the adverse impact on tourism and construction in the State of Hawaii, our borrowers, customers, third-party contractors, vendors and employees, as well as the effects of government programs and initiatives in response thereto;
the impact of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act"), changes in capital standards, other regulatory reform and federal and state legislation, including but not limited to regulations promulgated by the Consumer Financial Protection Bureau (the "CFPB"), government-sponsored enterprise reform, and any related rules and regulations which affect our business operations and competitiveness;
the costs and effects of legal and regulatory developments, including legal proceedings and lawsuits we are or may become subject to, or regulatory or other governmental inquiries and proceedings and the resolution thereof, the results of regulatory examinations or reviews and the effect of, our ability to comply with, any regulations or regulatory orders or actions we are or may become subject to, and the effect of any recurring or special FDIC assessments;
the impact of a potential new regulatory reform agenda by the Trump administration that is significantly different than that of the Biden administration, impacting the rulemaking, supervision, examination and enforcement priorities of the federal banking agencies;
the effect of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Public Company Accounting Oversight Board, the Financial Accounting Standards Board ("FASB") and other accounting standard setters and the cost and resources required to implement such changes;
the effects of and changes in trade, monetary and fiscal policies and laws, including the interest rate policies of the Board of Governors of the Federal Reserve System (the "FRB" or the "Federal Reserve");
changes in the competitive environment among bank holding companies and other financial service providers;
securities market and monetary fluctuations, including the impact resulting from the elimination of the London Interbank Offered Rate Index;
negative trends in our market capitalization and adverse changes in the price of the Company’s common stock;
the effects of any acquisitions or dispositions we may make or evaluate, and the costs associated with any potential or actual acquisition or disposition;
political instability;
acts of war or terrorism;
changes in consumer spending, borrowings and savings habits;
technological changes and developments;
cybersecurity and data privacy breaches and the consequences therefrom;
susceptibility of fraud on the business;
failure to maintain effective internal control over financial reporting or disclosure controls and procedures;
the ability to address deficiencies in our internal controls over financial reporting or disclosure controls and procedures;
ability to successfully implement our initiatives to improve our efficiency;
our ability to attract and retain key personnel;
changes in our personnel, organization, compensation and benefit plans;
the impact of potential future Banking-as-a-Service ("BaaS") initiatives; and
our success at managing any of the risks involved in the foregoing items.
For further information with respect to factors that could cause actual results to materially differ from the expectations or projections stated in the forward-looking statements, please see also "Part I, Item 1A. Risk Factors" of this report. We urge investors to consider all of these factors carefully in evaluating the forward-looking statements contained in this Form 10-K. Forward-looking statements speak only as of the date on which such statements are made. We undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date on which such statement is made, or to reflect the occurrence of unanticipated events except as required by law.
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