UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of
report (Date of earliest event reported):
January
30, 2009
Central
Pacific Financial Corp.
(Exact
name of registrant as specified in its charter)
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Hawaii
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0-10777
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99-0212597
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(State
or other jurisdiction
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(Commission
File
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(I.R.S.
Employer
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of
incorporation)
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Number)
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Identification
No.
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220
South King Street, Honolulu, Hawaii
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96813
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(Address
of principal executive offices)
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(Zip
Code)
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(808)
544-0500
(Registrant's
telephone number, including area code)
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:
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[
]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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[
]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[
]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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[
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(e) On
January 28, 2009, Central Pacific Financial Corp. (the “Company”) and Central
Pacific Bank (“CPB”) entered into an agreement with Ronald K. Migita, Chairman
of the Board, President and Chief Executive Officer of the Company and CPB
confirming the terms of his compensation. The agreement is effective as of
August 1, 2008 and provides that Mr. Migita will continue to receive an annual
retainer as Chairman of the Board of Directors of the Company and CPB of
$160,000 per annum but shall not receive any board or committee meeting
fees. As President and Chief Executive Officer of the Company and
CPB, Mr. Migita will receive an annual salary of $1.00 and will be entitled to
standard employee benefits and perquisites available to executives of
the Company including an automobile allowance of $1,000 per month and payment of
country club membership dues. In addition, Mr. Migita will be
eligible to receive an annual performance based incentive cash payment from
$250,000 (if specific targets are achieved) to $375,000 (if maximum performance
measures are achieved), annual performance based incentive equity grants or
appreciation-based equity grants from $375,000 (if specific targets are
achieved) to $562,500 (if maximum performance measures are achieved) and annual
full value equity grants ranging from $375,000 (if specific targets are
achieved) to $562,500 (if maximum performance measures are
achieved). No incentive cash payments, incentive or appreciation
based equity grants or full value equity grants will be earned unless the
specific targets set forth in the agreement are achieved. The targets
include the achievement of various quantitative performance measures relating to
the business and operations of the Company.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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Central
Pacific Financial Corp.
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(Registrant)
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Date: January
30, 2009
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By:
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/s/ Dean K. Hirata |
| Dean K. Hirata | ||
| Vice Chairman and Chief Financial Officer |