Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [_] Check the appropriate box: [ ] Preliminary Proxy Statement [_] CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)(Amendment No. )e [X] Definitive Proxy Statement [_] Definitive Additional Materials [_] Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-12 BANCWEST CORPORATION - -------------------------------------------------------------------------------- (Name

On behalf of the Board of Directors and management of ~~BancWest Corporation,~~First Hawaiian, Inc., I ~~cordially~~am pleased to invite you to ~~attend~~ the ~~2001 annual meeting~~2017 Annual Meeting of ~~stockholders.~~Stockholders. The ~~annual meeting~~Annual Meeting will be held at 10:30 a.m., Pacific Time, on Thursday, April 19, 2001, in the Bank of the West Board Room, 25th Floor, 180 Montgomery Street, San Francisco, California. We also invite stockholders to view the annual meeting via live videoconference in the 30th Floor Board Room of First Hawaiian Center,The Bankers Club, 999 Bishop Street, 30^th Floor, Honolulu, Hawaii ~~beginning~~on Wednesday, April 26, 2017 at ~~7:30~~8:00 a.m., Hawaii Standard Time. Stockholders present at the Honolulu site will be able to view and listen to the annual meeting as it occurs and ask questions. However, stockholders will not be able to cast votes at that site, or withdraw any proxies they submitted previously. We urge you to read the enclosedlocal time.

The attached Notice of Annual Meeting ~~of Stockholders~~ and Proxy Statement describe the formal business to be conducted at the Annual Meeting. Our Board of Directors and senior officers, as well as representatives from our independent registered public accounting firm, will be present to respond to appropriate questions from stockholders.

Your vote is important. Whether or not you plan to attend the meeting, please complete, sign, date and return ~~your~~the enclosed proxy ~~card. You may also~~card in the envelope provided or vote bytelephonically or electronically using the telephone orand Internet ~~by following the instructions~~voting procedures described on the proxy ~~card. It is important that~~card at your ~~views be represented, whether or not you are able to be present at the annual meeting. We appreciate your continued interest in BancWest Corporation, which is reflected by the fact that so many~~earliest convenience.

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
TO ~~THE STOCKHOLDERS: The annual meeting~~BE HELD APRIL 26, 2017

NOTICE HEREBY IS GIVEN that the 2017 Annual Meeting of ~~the stockholders~~Stockholders of ~~BancWest Corporation (the "Corporation")~~First Hawaiian, Inc., will be held at The Bankers Club, 999 Bishop Street, 30^th Floor, Honolulu, Hawaii on Wednesday, April ~~19, 2001~~26, 2017, at ~~10:30~~8:00 a.m., ~~Pacific Time, (the "Annual Meeting") in the Bank of the West Board Room, 25th Floor, 180 Montgomery Street, San Francisco, California,~~local time, for the ~~following purposes: 1. For the holders~~purpose of ~~Common Stock to elect four Non-Class A Directors~~considering and voting upon:

The Board of Directors has fixed the close of business on ~~February 26, 2001~~March 13, 2017 as the record date ~~(the "Record Date")~~ for determining the ~~determination of~~ stockholders entitled to ~~receive~~ notice of, and to vote at, the Annual ~~Meeting.~~Meeting and any adjournments or postponements thereof.

A list of stockholders entitled to vote at the 2017 Annual Meeting will be available for inspection upon request of any stockholder for a purpose germane to the meeting at our principal executive offices at 999 Bishop St., 29^th Floor, Honolulu, Hawaii 96813, during the ten days prior to the meeting, during ordinary business hours, and at The Bankers Club, 999 Bishop Street, 30^th Floor, Honolulu, Hawaii, during the meeting.

If you hold your shares of common stock through a broker or nominee and you plan to attend the 2017 Annual Meeting, you will need to bring either a copy of the voting instruction card provided by your broker or nominee or a copy of a brokerage statement showing your ownership as of March 13, 2017.

WHETHER OR NOT YOU EXPECT TO ATTEND THE ANNUAL MEETING, PLEASE SUBMIT YOUR PROXY WITH VOTING INSTRUCTIONS. YOU MAY VOTE BY TELEPHONE OR INTERNET (BY FOLLOWING THE INSTRUCTIONS ON THE PROXY CARD) OR BY MAIL.

PROXY STATEMENT
FOR THE 2017 ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD WEDNESDAY, APRIL 26, 2017

These proxy materials are furnished in connection with the solicitation by the board of directors (the "Board" or our "Board") of First Hawaiian, Inc. ("First Hawaiian" or the "Company"), a Delaware corporation, of proxies to be voted at the 2017 Annual Meeting of Stockholders of the Company and at any adjournment of such meeting (the "Annual Meeting"). This Proxy Statement (this "Proxy Statement"), together with the Notice of Annual Meeting and proxy card, is first being mailed to stockholders on or about March 22, 2017.

The Company completed the initial public offering of shares of its common stock (the "IPO") in August 2016 and is a publicly traded bank holding company with its shares listed on the NASDAQ Global Select Market ("NASDAQ") under the ticker symbol "FHB." Prior to the IPO, the Company was a wholly-owned indirect subsidiary of BNP Paribas ("BNPP"), a financial institution based in France. BNPP undertook a series of transactions (the "Reorganization Transactions") in the months prior to the IPO in order to effect the IPO and comply with certain regulations of the Board of Governors of the Federal Reserve System (the "Federal Reserve"). Following the IPO and the secondary offering of the Company's common stock completed on February 6, 2017 (including the full exercise of the underwriters' option to purchase additional shares of common stock completed on February 17, 2017) in which, collectively, BNPP sold 53,000,000 shares of our common stock, BNPP continues to own approximately 62.0% of the Company's common stock. BNPP exercises considerable control over the Company as a controlling stockholder and pursuant to a Stockholder Agreement between the Company and BNPP entered into in connection with the IPO (the "Stockholder Agreement"). The Company owns 100% of the outstanding common stock of First Hawaiian Bank ("FHB" or the "Bank").

When used in this Proxy Statement, the terms "First Hawaiian," "FHI," "we," "our," "us" and the "Company" refer to First Hawaiian, Inc., a Delaware corporation, and its consolidated subsidiaries, which include only First Hawaiian Bank and its subsidiaries, and the term "fiscal year" refers to our fiscal year, which is based on a 12-month period ending December 31 of each year (e.g., fiscal year 2016 refers to the 12-month period ended December 31, 2016).

The Annual Meeting will be held on Wednesday, April 26, 2017 at 8:00 a.m., local time, at The Bankers Club, 999 Bishop Street, 30^th Floor, Honolulu, Hawaii.

At the Annual Meeting, stockholders will act upon the matters described in the Notice of Annual Meeting that accompanies this Proxy Statement, including the election of nine nominees for director named in this Proxy Statement and the ratification of the appointment by the Audit Committee of the Board of Deloitte & Touche LLP as the Company's independent registered public accounting firm for fiscal year 2017.

Only ~~stockholders~~record holders of ~~record~~our common stock, par value $0.01 per share (our "common stock"), as of the ~~Record Date~~close of business on March 13, 2017 (the "Record Date"), will be entitled to vote at the Annual meeting. On the Record Date, the Company had outstanding 139,546,615 shares of common stock. Each outstanding share of common stock entitles the holder to one vote.

The Annual Meeting ~~or any adjournment thereof. The Corporation has two classes~~will be held only if a quorum is present. A quorum will be present if the holders of ~~capital stock ("Voting Stock") outstanding: Common Stock, par value $1.00 per share ("Common Stock"), and Class A Common Stock, par value $1.00 per share ("Class A Common Stock"). As~~a majority of the ~~close of business on February 26, 2001, the Corporation had outstanding 68,591,215~~ shares of ~~Common Stock and 56,074,874 shares of Class A Common Stock. Each share of Voting Stock~~common stock outstanding on the Record Date isand entitled to ~~one~~ vote on ~~each~~a matter ~~submitted to a vote of stockholders~~ at the Annual Meeting other than the election of directors. Only the holders of Common Stock will be entitled to vote for the election of the Non-Class A Directors, and only the holders of Class A Common Stock will be entitled to vote for the election of the Class A Directors (the terms "Non-Class A Directors" and "Class A Directors" are ~~defined below under "Election of Directors"). Each outstanding share of Common Stock (other than Common Stock owned by the holders of Class A Common Stock) will be entitled to one vote~~represented, in the election of Non-Class A Directors, and each outstanding share of Class A Common Stock will be entitled to one vote in the election of Class A Directors. Unless otherwise noted, the term "director" includes the Non-Class A Directors and the Class A Directors. VOTING AND REVOCABILITY OF PROXIES Your vote is important and the Board of Directors urges you to exercise your right to vote. Stockholders of record may submit proxies by mail, by Internet,person or by ~~telephone. Stockholders voting by mail should mark, date, sign and return the~~ proxy, card in the envelope furnished. Stockholders voting by Internet or by telephone should follow the instructions on the enclosed proxy card. Telephone and Internet voting procedures are designed to verify stockholders through use of a control number that is provided on each proxy card. Stockholders who hold shares beneficially through a nominee (such as a bank or broker) may be able to vote by telephone or the Internet if those services are offered by the nominee. Proxies received by the Corporation at any time before the Annual Meeting, and not revoked or superseded before being voted, will be voted at the Annual Meeting. Where a specification is indicated by the proxy, it will be voted in accordance with the specification. Where no specification is indicated, the proxy will be voted "for" the election of each nominee for Non-Class A Director, and "for" each other proposal recommended by the Board of Directors in this Proxy Statement. If any other proposals are brought before the meeting and submitted to a vote, all proxies will be voted in accordance with the judgment of the persons holding the proxies. Until exercised at the Annual Meeting, proxies may be revoked or superseded by submitting a proxy of a 4 later date (whether by mail, Internet or telephone), by written notification received by the Secretary of the Corporation prior to the Annual Meeting or by attending the Annual Meeting and voting in person. Attendance in person at the Annual Meeting does not of itself revoke a proxy previously given, but any stockholder personally present at the Annual Meeting may revoke any proxy previously given and vote his or her shares in person. PROXY SOLICITATION The Corporation will pay the cost of solicitation of proxies for the Annual Meeting. In addition to solicitation by mail, proxies may be solicited personally or by telephone, facsimile or other electronic means by certain officers and regular employees of the Corporation, who will not receive any added compensation for such solicitation. The Corporation may reimburse brokers and others holding shares in their names as nominees for their expenses in sending proxy material to beneficial owners. QUORUM, REQUIRED VOTES, ABSTENTIONS AND BROKER NON-VOTES Holders of outstanding shares of capital stock of the Corporation representing at least a majority of the votes entitled to vote at the Annual Meeting, present in person orShares represented by properly completed proxy will constitute a quorum (a "Quorum") with respect to all matters other than the election of directors. A majority of the shares of Common Stock entitled to vote at the Annual Meeting, present in personcards either marked "abstain" or represented by proxy, will constitute a quorum for the election of Non-Class A Directors (a "Non-Class A Quorum"). A majority of the shares of Class A Common Stock entitled to vote at the Annual Meeting, present in person"withhold," or represented by proxy, will constitute a quorum for the election of Class A Directors (a "Class A Quorum"). The absence of a Non-Class A Quorum will not prevent the election of Class A Directors, and the absence of a Class A Quorum will not prevent the election of Non-Class A Directors. Abstentions and broker "non-votes"returned without voting instructions are counted as present and entitled to vote for ~~purposes~~the purpose of determining whether a ~~quorum. A~~ quorum is present at the Annual Meeting. If shares are held by brokers who are prohibited from exercising discretionary authority for beneficial owners who have not given voting instructions ("broker ~~"non-vote" occurs when~~non-votes"), those shares will not be counted as represented at the Annual Meeting for the purpose of determining whether a ~~nominee holding shares~~quorum is present at the Annual Meeting.

Each stockholder entitled to vote at the Annual Meeting will be entitled to one vote for ~~a beneficial owner does not have discretionary~~each share of stock held by such stockholder as of the Record Date, which has voting power ~~with respect~~upon the matter in question.

Shares of capital stock of the Company (i) belonging to ~~that item~~the Company or (ii) held by another corporation if the Company owns, directly or indirectly, a sufficient number of shares entitled to elect a majority of the directors of such other corporation, are not counted in determining the total number of outstanding shares and ~~has~~will not ~~received instructions from~~be not voted. Notwithstanding the ~~beneficial owner. The Non-Class~~foregoing, shares held by the Company in a fiduciary capacity are counted in determining the total number of outstanding shares at any given time and may be voted.

A ~~Directors will be elected by a~~ plurality of the votes cast byfor their election is required for the ~~holders~~election of each of the ~~Corporation's Common Stock entitled~~nine nominees for director. This means that the nine nominees receiving the highest number of votes will be elected regardless of whether the number of votes received by any such nominee constitutes a majority

of the number of votes cast. Abstentions, votes to ~~vote thereon. Abstentions~~withhold and broker non-votes will not ~~count as either "for" or "against" in~~be counted for purposes of this proposal and will not affect the ~~tabulation of votes on Non-Class A Directors. Class A Directors will be elected by a plurality~~result of the ~~votes cast by the holders~~vote.

The affirmative vote ~~thereon. The proposal to increase the Corporation's authorized stock requires the approval~~ of ~~holders of Common Stock and Class A Common Stock representing: (1) a majority of all outstanding shares voting together as a single class, and (2)~~ a majority of the outstanding shares of the Common Stock and of the Class A Common Stock, each voting as a separate class. Since these majorities are based on outstanding shares, abstentions and broker non-votes will have the effect of negative votes. Each other proposal to be considered at the meeting will require the affirmative vote of the holders of a majority in voting power of shares present in person or represented by proxy and entitled to vote ~~with~~on Proposal 2 is required for the ~~Common Stock and Class A Common Stock voting together as a single class. For these purposes, any broker non-votes on a proposal will be treated as not entitled to vote and therefore will not affect~~ratification of the ~~outcome.~~appointment of our independent registered public accounting firm. Abstentions will have the effect of ~~negative~~voting against this proposal.

If you hold your shares through a broker, bank or other nominee, that institution will instruct you as to how your shares may be voted by proxy, including whether telephone or Internet voting options are available.

How do I attend the Annual Meeting and vote in person, and what do I need to bring?

All stockholders who attend the Annual Meeting in person will be asked to check-in at the registration desk prior to admittance to the meeting. Stockholders who own Company stock through a broker, or other nominee, will need to bring an account statement as proof of ownership along with photo identification. No cameras or recording equipment will be permitted in the Annual Meeting, and all cell phones must be turned off. If you hold your shares through a broker, bank or other nominee and would like to vote in person at the Annual Meeting, you will need to ask the holder for a legal proxy. You will need to bring the legal proxy with you to the Annual Meeting and turn it in with a signed ballot that will be provided to you at the Annual Meeting.

Joel E. Rappoport, Executive Vice President, General Counsel, and Secretary of First Hawaiian, will act as inspector of election at the Annual Meeting and will count the votes.

Yes. As a matter of policy, stockholder proxies, ballots and tabulations that identify individual stockholders are kept secret and are available only to the Company and its inspectors, who are required to acknowledge their obligation to keep your votes confidential.

The Company pays all of the costs of preparing, mailing and soliciting proxies in connection with this Proxy Statement. In addition to soliciting proxies through the mail by means of this Proxy Statement, we may solicit proxies through our directors, officers and employees in person and by telephone, facsimile or email. The Company asks brokers, banks, voting trustees and other nominees and fiduciaries to forward proxy materials to the beneficial owners and to obtain authority to execute proxies. The Company will reimburse the brokers, banks, voting trustees and other nominees and fiduciaries upon request. In addition to solicitation by mail, telephone, facsimile, email or personal contact by its directors, officers and employees, the Company has retained the services of D. F. King & Co., Inc., 40 Wall Street, New York, NY 10005, to solicit proxies for a fee of $7,500 plus expenses.

If you sign, date and return your proxy card and indicate how you would like your shares voted, your shares will be voted as you have instructed. If you sign, date and return your proxy card but do not indicate how you would like your shares voted, your proxy will be voted:

With respect to any other business that may properly come before the Annual Meeting, or any adjournment of the Annual Meeting, that is submitted to a vote of the stockholders, including whether or not to adjourn the Annual Meeting, your shares will be voted in accordance with the best judgment of the persons voting the proxies.

A broker non-vote occurs when a broker who holds its customer's shares in street name submits proxies for such shares, but indicates that it does not have authority to vote on a particular matter. Generally, this occurs when brokers have not received any instructions from their customers. In these cases, the brokers, as the holders of record, are permitted to vote on "routine" matters only, but not on other matters. Shares for which brokers have not received instructions from their customers will only be permitted to vote on the following proposal:

Shares for which brokers have not received instructions from their customers will not be permitted to vote on the following proposal:

If any matters other than those referred to in the Notice of Annual Meeting properly come before the Annual Meeting, the individuals named in the accompanying proxy card will vote the proxies held by them in accordance with their best judgment. First Hawaiian is not aware of any business other than the items referred to in the Notice of Annual Meeting that will be considered at the Annual Meeting.

Because many stockholders cannot personally attend the Annual Meeting, it is necessary that a large number be represented by proxy in order to satisfy that a quorum be present to conduct business at the Annual Meeting. Whether or not you plan to attend the meeting in person, prompt voting will be appreciated. Stockholders of record can vote their shares via the Internet or by using a toll-free telephone number. Instructions for using these convenient services are provided on the proxy card. Of course, you may still vote your shares on the proxy card. To do so, we ask that you complete, sign, date and return the enclosed proxy card promptly in the postage-paid envelope.

Important Notice Regarding the Availability of Proxy Materials
for the Annual Meeting of Stockholders to Be Held on April 26, 2017:

This Proxy Statement and our 2016 Annual Report to Stockholders Are Available Free of Charge at:
http://proxy.fhb.com.

Our Board currently has nine members, consisting of our Chief Executive Officer, five directors designated for nomination and election by BNPP and three other directors who are "independent" under the listing standards of NASDAQ. The terms of office of all directors expire at the Annual Meeting.

Our Amended and Restated Bylaws provide that the Board will consist of no less than five directors and that there initially will be nine directors. Pursuant to our Certificate of Incorporation and the Stockholder Agreement, the number of directors constituting our Board will be fixed from time to time by resolution of the Board; provided that, until the date BNPP ceases to directly or indirectly beneficially own at least 25% of our outstanding common stock, we cannot change the size of our Board without either the approval of a majority of the BNPP designated directors on the Board at the time of such action or BNPP's waiver of its rights under the Stockholder Agreement.

Until the date BNPP ceases to beneficially own at least 5% of our common stock, in connection with any meeting of our stockholders at which directors are to be elected, the Stockholder Agreement provides BNPP the right to designate a number of individuals for nomination and election to our Board determined by a formula described in the agreement. BNPP currently has the right to designate five individuals for nomination and election to our Board. We are required to recommend and solicit proxies in favor of, and to otherwise use our best efforts to cause the election of, each person designated by BNPP whose nomination has been approved. For background on our relationship with BNPP and the Stockholder Agreement, see "Related Party Transactions—Relationship with BNPP."

The Corporate Governance and Nominating Committee of the Board seeks candidates for nomination to the Board who are qualified to be directors consistent with the Company's corporate governance guidelines, as described below under the section entitled "Board of Directors Committees and Governance—Corporate Governance Guidelines." In nominating candidates, the Governance Committee takes into account many factors. Those factors include: whether the individual may meet various independence requirements, the individual's general understanding of the varied disciplines relevant to the success of a publicly traded company in today's business environment; understanding of the Company's business and markets; professional expertise and educational background; and other factors that promote diversity of views and experience. The Governance Committee evaluates each individual in the context of the Board as a whole, with the objective of recruiting and recommending a slate of directors that can best perpetuate the Company's success and represent stockholder interests through the exercise of sound judgment, using its diversity of experience. In determining whether to recommend a director for re-nomination, the Governance Committee also considers the director's attendance at, participation in, and contributions to Board and committee activities.

On the recommendation of the Governance Committee, the Board has determined that the size of the Board is currently appropriate and has nominated all nine current members of the Board ~~of Directors of~~for re-election as directors at the ~~Corporation (the "Board of Directors") are divided into three classes, one of which is elected~~Annual Meeting, each to serve for a one-year term expiring at ~~each~~the next annual meeting of stockholders in 2018.

The following table sets forth certain information regarding the director nominees standing for re-election at the Annual Meeting. Additional biographical information on each of the nominees is included below under the section entitled "Directors and Executive Officers."

In considering the nominees' individual experience, qualifications, attributes, skills and past Board participation, the Governance Committee and the Board have concluded that when considered all together, the appropriate experience, qualifications, attributes, skills and participation are represented for the Board as a whole and for each of the Board's committees. There are no family relationships among any directors and executive officers. Each nominee has indicated a willingness to ~~hold office~~serve, and the Board has no reason to believe that any of the nominees will not be available for election. However, if any of the nominees is not available for election, proxies may be voted for the election of other persons selected by the Board. Proxies cannot, however, be voted for a ~~three-year term and until their respective successors are elected and duly qualified. The Board~~greater number of ~~Directors has fixed~~persons than the number of nominees named. Stockholders of the Company have no cumulative voting rights with respect to the election of directors.

With regard to the election of the director nominees, votes may be cast in favor or withheld. The nominees receiving the greatest number of affirmative votes cast at the Annual Meeting will be elected directors; therefore, abstentions, votes withheld and broker non-votes will have no effect on the results of the vote.

THE BOARD OF DIRECTORS RECOMMENDS THAT YOU VOTE "FOR" THE ELECTION OF EACH OF THE NOMINEES FOR DIRECTOR NAMED ABOVE.

The following table sets forth information regarding each of our directors and executive officers.

A brief biography of each person who serves as a director or executive officer of our First Hawaiian is set forth below:

Robert S. Harrison, the Chairman and Chief Executive Officer of First Hawaiian, has been the Chief Executive Officer of First Hawaiian Bank since January 2012 and the Chairman of the Bank's board of directors since May 2014. Mr. Harrison served as the Chief Operating Officer of First Hawaiian Bank from December 2009 to January 2012 and as its President from December 2009 to June 2015. He was named Vice Chairman of First Hawaiian Bank in 2007 and served as the Bank's Chief Risk Officer from 2006 to 2009. Mr. Harrison joined First Hawaiian Bank's Retail Banking group in 1996 and has over 28 years of experience in the financial services industry in Hawaii and on the U.S. mainland. Prior to the Reorganization Transactions, Mr. Harrison served as Vice Chairman of BancWest. Following the completion of the Reorganization Transactions, Mr. Harrison continues to serve as Vice Chairman of BancWest Corporation. Mr. Harrison serves on the board of Alexander & Baldwin, Inc., a Hawaii publicly traded company with interests in, among other things, commercial real estate and real estate development. He also serves as the Chairman of Hawaii Medical Service Association and is the President of the Hawaii Bankers Association. He is a member of the boards of Hawaii Community Foundation, Hawaii Business Roundtable and Blood Bank of Hawaii. Mr. Harrison holds a bachelor's degree in applied mathematics from the University of California, Los Angeles and an M.B.A. from Cornell University.

Mr. Harrison's qualifications to serve on the Board include his operating, management and leadership experience as First Hawaiian Bank's Chairman and Chief Executive Officer, as well as his prior experience as First Hawaiian Bank's President and Chief Operating Officer and as its Chief Risk Officer. Mr. Harrison has extensive knowledge of, ~~Directors at 20. The holders~~and has made significant contributions to, the growth of First Hawaiian and First Hawaiian Bank. Mr. Harrison also brings to First Hawaiian's Board his expertise in the financial services industry generally and in Hawaii in particular.

Matthew Cox, a member of the ~~Class A Common Stock are entitled~~Board and both the Audit and Compensation Committees of First Hawaiian, has served on the First Hawaiian Bank board of directors since 2014. He has been President

and Chief Executive Officer of Matson, Inc., a public company and leading carrier for ocean transportation services in the Pacific, since 2012, having previously served as President, Chief Operating Officer and Chief Financial Officer. Mr. Cox brings to ~~elect nine~~the Board of First Hawaiian extensive experience in supervising and performing company financial functions. Prior to joining Matson, Inc. in 2001, he served as Chief Operating Officer and Chief Financial Officer for Distribution Dynamics, Inc., a provider of outsourced logistics, inventory management and integrated information services that is now a division of Anixter Industries, a Fortune 500 public company. Mr. Cox also previously held executive and financial positions with American President Lines, Ltd., a global container transportation company. Mr. Cox serves on the 20 directors of the Corporation (the "Class A Directors"). The holders of Common Stock (other than those who held Class A Common Stock) are entitled to elect the remaining 11 directors (the "Non-Class A Directors"). The terms of four Non-Class A Directors will expire at the Annual Meeting,board and the ~~current Non-Class A Directors acting as a~~audit committee of the ~~Board~~Standard Club, the board of ~~Directors have nominated the persons set forth below for election to three-year terms expiring at the 2004 annual meeting~~Gallo Glass Company, a subsidiary of ~~stockholders. The terms of three Class A Directors will expire at the Annual Meeting,~~Gallo, Inc. and the ~~holders~~advisory boards of Catholic Charities of Hawaii and the University of Hawaii Shidler College of Business, and, from 2008 to 2012, he served on the board of the ~~Class A Common Stock have designated~~Pacific Maritime Association. Mr. Cox holds a bachelor's degree in accounting and finance from the ~~persons set forth below for election to three-year terms expiring at the 2004 annual meeting~~University of ~~stockholders. 5~~ ~~Nominees for Non-Class A Directors for Terms Expiring at the 2004 Annual Meeting Proxies will be voted for election of each nominee listed below, all of whom are now members~~California, Berkeley.

W. Allen Doane, a member of the Board ~~of Directors, unless (with respect to any nominee)~~and the ~~authority to vote for such nominee has been withheld in~~Risk Committee and the ~~applicable proxy. In the event, which is not now anticipated, that any~~chair of the ~~nominees becomes unavailable to serve for any reason, shares for which proxies have been received will be voted for a substitute nominee selected by a committee comprised~~Audit Committee of ~~current Non-Class A Directors unless~~First Hawaiian, has served on the number of directors constituting the full Board of Directors is reduced. The principal occupations of, and certain other information regarding, these nominees are set forth below. Dr. Julia Ann Frohlich, 60, has been a director of the Corporation since 1992 and a directorboard of First Hawaiian Bank since ~~August 1991. She was~~1999 and the board of BancWest from 2004 to 2006 and since 2012, and he has been the chairman of the First Hawaiian Bank audit committee since 2012. As retired Chairman and Chief Executive Officer of Alexander & Baldwin, Inc., a ~~director~~Hawaii public company with interests in, among other things, commercial real estate and real estate development, Mr. Doane brings to the First Hawaiian Board broad-based knowledge about Hawaii and its business environment, as well as extensive financial and managerial experience. Mr. Doane served as Chief Executive Officer of Alexander & Baldwin, Inc. from 1998 until his retirement in 2010. Prior to joining Alexander & Baldwin, Inc. in 1991, Mr. Doane served as Chief Operating Officer of Shidler Group, a real estate investment organization. He also held executive positions at IU International Corporation, a Philadelphia-based public company, and C. Brewer & Co., Ltd., one of Hawaii's oldest operating companies, which has since been dissolved. He currently serves on the board and audit committee of Alexander & Baldwin, Inc. and on the board and audit committee of Pacific Guardian Life Insurance Company, the largest domestic life and disability insurer in Hawaii. Mr. Doane holds a bachelor's degree from Brigham Young University and an M.B.A. from Harvard Business School.

Thibault Fulconis, a member of the Board and the Risk Committee of First Hawaiian, ~~Creditcorp,~~has served as Chief Operating Officer and Vice Chairman of Corporate Functions at Bank of the West since 2015 and as Vice Chairman at BancWest since 2012. Previously, Mr. Fulconis was Chief Financial Officer and Treasurer of BancWest from 2006 to 2012. He brings to the First Hawaiian Board extensive experience in the financial services industry, having held numerous other senior management positions, including Head of Finance and Development for BNPP's International Retail and Financial Services Division from 2003 to 2006, Head of Financial Management at BNPP from 1995 to 2003, Senior Corporate Banking Officer at Banque Paribas Luxembourg from 1992 to 1995 and Head of Management Accounting at Banque Paribas Luxembourg from 1989 to 1992. Mr. Fulconis also served as a business analyst in the mergers and acquisitions division of Booz Allen Hamilton in Paris from 1988 to 1989. Mr. Fulconis graduated from the business school at Ecole des Hautes Etudes Commerciales with a major in finance. Mr. Fulconis was nominated to First Hawaiian's Board by BNPP consistent with its rights under the Stockholder Agreement.

Gérard Gil, a member of the Board and the chair of both the Compensation and Corporate Governance and Nominating Committees of First Hawaiian, has been Senior Advisor to BNPP's executive committee since 2012. Mr. Gil brings to the First Hawaiian Board extensive experience in financial reporting and accounting, as he was Deputy Chief Financial Officer of BNPP from 2009 to 2011 and Group Chief Accounting Officer of BNPP from 1999 to 2009, supervising BNPP's accounting department from its creation. Before joining BNPP, he served as Group Chief Accounting Officer with Banque Nationale de Paris from 1985 to 1999, during which time he developed accounting and internal

control policies and oversaw group financial and regulatory reporting. Mr. Gil previously held positions with Banque Française du Commerce Extérieur and KPMG. He was Chairman of the accounting committee of the French Banking Association from 1998 to 2016 and of the accounting committee of the European Banking Federation from 2006 to 2011. Mr. Gil serves on the audit and finance committees of CLS Group Holdings AG, Zurich and CLS International, NY, on the audit committee of Banco BNP Paribas Brazil, as a board member of the French High Council for Statutory Auditors and as a member of the audit committee of BNP Paribas USA, Inc., New York, New York. He also chairs the audit committee of BNP Paribas US Wholesale Holdings, Corp. He also served on the audit committee of BGL BNP Paribas, Luxembourg from ~~1990~~2012 to 2015. Mr. Gil graduated from the business school of École Supérieure de Commerce de Paris and holds a graduate degree in accounting. Mr. Gil was nominated to First Hawaiian's Board by BNPP consistent with its rights under the Stockholder Agreement.

Jean-Milan Givadinovitch, a member of the Board and the Risk Committee of First Hawaiian, has been Executive Vice President of Bank of the West and Head of its Business Compliance Project Office since January 2016. Mr. Givadinovitch brings to the First Hawaiian Board extensive experience in overseeing audit functions and risk management in the banking industry. He previously was Director of Audit and Inspection at Bank of the West from 2002 to 2008, and prior to joining Bank of the West, he held positions at Turk Ekonomi Bankasi ("TEB"), a commercial bank in Turkey that is owned more than 70% by BNPP. From 2009 to 2015, he served on the board of TEB Investment, a TEB brokerage firm. From 2010 to 2015, Mr. Givadinovitch served on the board of TEB, as chairman of TEB's audit committee and as vice-chairman of its credit committee. During this time, he also served on the board of TEB N.V. (Netherlands), a bank specialized in commodity financing, the board of TEB Asset Management and the board of TEB Factoring, an affiliate of TEB that renders factoring services, where he served as chairman of the audit committee as well. From 2008 to 2010, Mr. Givadinovitch served as Chief Risk Officer of TEB and headed the working groups on risks and recovery during TEB's merger with Fortis Turkey. Mr. Givadinovitch holds a bachelor's degree in public administration from the Paris Institute of Political Studies and an M.B.A. from HEC—Business School. Mr. Givadinovitch was nominated to First Hawaiian's Board by BNPP consistent with its rights under the Stockholder Agreement.

J. Michael Shepherd, a member of the Board and the Corporate Governance and Nominating Committee of First Hawaiian, has served on the board of directors of each of First Hawaiian Bank, Bank of the West and BancWest since 2008, including as a member of the First Hawaiian Bank compensation committee since 2010. Mr. Shepherd brings to the First Hawaiian Board extensive legal and managerial experience as well as knowledge of the banking industry. He is Chairman of BNP Paribas USA, Inc., BancWest Corporation and Bank of the West, having served as Chairman and Chief Executive Officer of BancWest and Bank of the West from January 2008 to June ~~1998~~2016. Prior to 2008, Mr. Shepherd served as President, General Counsel, Chief Risk Officer and Chief Administrative Officer of Bank of the West. Before joining Bank of the West, Mr. Shepherd was ~~a director~~General Counsel of ~~FHL Lease Holding~~The Bank of New York Company, Inc. from ~~1990~~2001 to ~~June 1997. She~~2004 and a partner in the San Francisco law firm Brobeck, Phleger & Harrison LLP from 1995 to 2000. He was previously General Counsel of Shawmut National Corporation (currently a Bank of America affiliate) from 1993 to 1995 and Special Counsel to Sullivan & Cromwell LLP from 1991 to 1993. Mr. Shepherd also served as Senior Deputy Comptroller of the Currency, Associate Counsel to the President of the United States and Deputy Assistant Attorney General. He was President of the ~~Blood Bank~~Federal Advisory Council to the Federal Reserve in 2014 and was a member of ~~Hawaii~~the Council from ~~1985~~2012 to ~~August 2000,~~2014. Mr. Shepherd also serves on the boards of Pacific Mutual Holdings, which engages in insurance, financial services and ~~since then~~other investment-related businesses, and Pacific Life Insurance Company, a provider of various life insurance products, mutual funds and investment advisory services. He holds a bachelor's degree from Stanford University and a J.D. from University of Michigan Law School. Mr. Shepherd was nominated to First Hawaiian's Board by BNPP consistent with its rights under the Stockholder Agreement.

Allen B. Uyeda, the lead independent director and a member of both the Audit and Corporate Governance and Nominating Committees and the chair of the Risk Committee of First Hawaiian, has served ~~as its President Emeritus. Bert T. Kobayashi, Jr., 61, has been a director~~on the board of ~~the Corporation since 1991~~directors and ~~a director~~risk committee of First Hawaiian Bank since ~~1974. He is a principal~~2001 and 2012, respectively, and the board and risk committee of ~~the law firm of Kobayashi, Sugita & Goda, Honolulu, Hawaii. He is a director of Schuler Homes, Inc., a land development company. Fred C. Weyand, 84,~~BancWest since 2012, and he has been ~~a director~~the chairman of the ~~Corporation since 1986 and a director of~~ First Hawaiian Bank risk committee since ~~1981. He~~2012. Mr. Uyeda brings to the First Hawaiian Board extensive knowledge of Hawaii and experience in supervising and performing company financial functions. From 1995 to 2014, he was Chief Executive Officer of First Insurance Company of Hawaii, a Honolulu-based property and casualty insurance company that, during the course of Mr. Uyeda's leadership, became a subsidiary of Tokio Marine Holdings, Inc., a multinational insurance holding company listed on the Tokyo Stock Exchange. Previously, Mr. Uyeda served as Vice President and Chief Financial Officer of the Agency and Brokerage Group of Continental Insurance Company, prior to its acquisition by CNA Financial Corporation, a public unified holding company for insurance entities. Mr. Uyeda also has several years of management, financial analyst and project engineering experience with International Paper, a public company with interests in paper-based packaging, paper and pulp industries, and Johnson Controls, Inc., a public company that provides batteries and builds efficiency services. He serves on the boards of The Queen's Health Systems and The Queen's Medical Center and is a Special Advisor to the Oahu Economic Development Board. Mr. Uyeda holds a bachelor's degree in electrical engineering from ~~1976 to 1982, Senior Vice President~~Princeton University and an M.B.A. from the Wharton School at the University of First Hawaiian Bank from 1980 to 1982 and Corporate Secretary from 1978 to 1981. He served as a commissioned officer in the United States Army from 1940 to 1976 and held the office of Chief of Staff asPennsylvania.

Michel Vial, a member of the ~~Joint Chiefs~~Board and the Compensation Committee of ~~Staff~~First Hawaiian, has been Head of Group Strategy and Development at BNPP since 2011. Mr. Vial brings to the First Hawaiian Board extensive experience in the financial services industry, having been an employee and officer of BNPP for over three decades. He served as Head of BNP Corporate Finance from ~~1974~~1992 to ~~1976.~~1996, Head of French Coverage for Large Corporates from 2004 to 2006 and Head of BNPP Development from 2007 to 2011. During his time as Head of BNPP Development, he was in charge of BNPP's acquisition of Fortis Bank. Prior to joining BNPP, Mr. Vial worked at Arthur Andersen Consulting, now known as Accenture. Mr. Vial serves on the supervisory boards of BNP Paribas Leasing Solutions and 441 Trust Company Ltd. (a United Kingdom company representing former Visa Europe Ltd. members). He is a ~~trustee~~graduate of Ecole Polytechnique and Ecole Nationale Supérieure des Télécommunications in Paris and holds a master's degree from Stanford University. Mr. Vial was nominated to First Hawaiian's Board by BNPP consistent with its rights under the ~~Will and of~~Stockholder Agreement.

Eric K. Yeaman, the Estate of S.M. Damon. Robert C. Wo, 76, was a director of the Corporation from 1974 to 1989 and again since 1992 and has been a director of First Hawaiian Bank since 1963. He has been President and Secretary of BJ Management Corporation, a management consulting company, since 1979. He has been Chairman of C.S. Wo & Sons, Ltd., a manufacturer and retailer of home furnishings, since 1973. The Board of Directors recommends a vote FOR the above nominees. Designees for Class A Directors for Terms Expiring at the 2004 Annual Meeting The principal occupations of, and certain other information regarding, the designees for election as Class A Directors are set forth below. Robert A. Fuhrman, 76, has been a director of the Corporation since November 1998 and a director of Bank of the West since August 1981. He has been Chairman of the Board of Directors of Bank of the West since April 1991. He is the retired Vice Chairman, President and Chief Operating Officer of ~~Lockheed Corporation. Pierre Mariani, 44,~~First Hawaiian, has been a director of the Corporation and of Bank of the West since December 1999. Mr. Mariani is Executive Vice President, International Retail Banking, of BNP Paribas. He served as Senior Advisor and Chief of Staff of the Minister of Budget and Government Spokesman from 1993 to 1995; Chief Executive Officer and director of Societe D'investissements Immobiliers Et De Gestion (SEFIMEG), a major French property company, from 1995 to 1996; and Chief Executive Officer and director of BANEXI, the investment bank of Banque Nationale de Paris ("BNP"), from 1996 to 1999. Rodney R. Peck, 55, has been a director of the Corporation since November 1998 and a director of Bank of the West since July 1990. He is a Senior Partner with the law firm of Pillsbury Winthrop LLP, San Francisco, California. Directors Continuing in Office Set forth below are the principal occupations of, and certain other information regarding, the directors whose terms of office will continue after the Annual Meeting. The term of each director will expire at the annual meeting of stockholders held in the year indicated parenthetically after such director's name. Non-Class A Directors John W. A. Buyers, 72 (2003), has been a director of the Corporation since 1994 and a director of First Hawaiian Bank since 1976. He has been Chairman of the Board and Chief Executive Officer of C. Brewer and Company, Limited, a diversified agribusiness and specialty food company, since 1992. From 1982 to 1992, he was Chairman and President of C. Brewer and Company, Limited, Hawaii's oldest company. Since 1986, he 6 has been Chairman of ML Resources, Inc., the managing general partner of ML Macadamia Orchards, L.P., a master limited partnership traded on the New York Stock Exchange. The partnership is engaged in agribusiness. From 1993 to 1999, he served as Chairman and as a director of Hawaii Land and Farming Co., Inc., a publicly traded real estate development company. He is also a director of John B. Sanfilippo & Sons, Inc., a nut marketing company located in Elk Grove Village, Illinois. Walter A. Dods, Jr., 59 (2002), has been a director of the Corporation since 1983, a director of First Hawaiian Bank since 1979, and a director of Bank of the West since November 1998. He has been Chairman of the Board and Chief Executive Officer of the Corporation and First Hawaiian Bank since September 1989 and Vice Chairman of Bank of the West since November 1998. He was President of the Corporation from March 1989 to March 1991. He was President of First Hawaiian Bank from November 1984 to October 1989. He was an Executive Vice President of the Corporation from 1982 to 1989. He has been with First Hawaiian Bank since 1968. He is a trustee under the Will and of the Estate of S.M. Damon and a director of Alexander & Baldwin, Inc., a diversified ocean transportation, property development and management, and food products company. David M. Haig, 49 (2003), has been a director of the Corporation since 1989 and a director of First Hawaiian Bank since 1983. Mr. Haig is a beneficiary and, since 1982, has been a trustee, under the Will and of the Estate of S.M. Damon. He has served as Chairman of the Estate of S.M. Damon since 1993. John A. Hoag, 68 (2003), has been a director of the Corporation since 1991 and a director of First Hawaiian Bank since October 1989. He was President of the Corporation from 1991 until April 1995 and was an Executive Vice President of the Corporation from 1982 to 1991. From 1989 until June 1994, Mr. Hoag was President of First Hawaiian Bank. From that date until his retirement in June 1995, he was Vice Chairman of First Hawaiian Bank. Mr. Hoag is Chairman of the Board of Hawaii Reserves, Inc., a land management corporation that is a subsidiary of Deseret Management Corporation. Paul Mullin Ganley, 61 (2002), has been a director of the Corporation since 1991 and a director of First Hawaiian Bank since 1986. He is a trustee under the Will and of the Estate of S.M. Damon and a partner in the law firm of Carlsmith Ball, Honolulu, Hawaii. Fujio Matsuda, 76 (2002), has been a director of the Corporation since 1987 and a director of First Hawaiian Bank since 1985. Since July 1996, he has been Chairman, Pacific International Center for High Technology Research. He was President of the Japan-America Institute of Management Science from September 1994 to June 1996. He was Executive Director of the Research Corporation of the University of Hawaii from 1984 until 1994, and he was the President of the University of Hawaii from 1974 to 1984. John K. Tsui, 62 (2003), has been a director of the Corporation since July 1995 and a director of First Hawaiian Bank since July 1994. He has been Vice Chairman and Chief Credit Officer of the Corporation since November 1998. He was President of the Corporation from April 1995 through October 1998. He became President and Chief Operating Officer of First Hawaiian Bank and a member of the Bank's board of directors since June 2015. Prior to joining First Hawaiian Bank, Mr. Yeaman was the President and Chief Executive Officer of Hawaiian Telcom (NASDAQ: HCOM), Hawaii's leading telecommunications provider, from 2008 until 2015. In December 2008, Hawaiian Telcom filed a petition for bankruptcy under Chapter 11 of the federal bankruptcy laws. Under Mr. Yeaman's leadership, the company emerged from bankruptcy in ~~July 1994~~October 2010 and operated profitably throughout his remaining tenure with that company. Mr. Yeaman's prior experience also includes consulting and audit work from 1989 to 2000 at Arthur Andersen LLP, where he was a Senior Manager. From 2000 until 2003, Mr. Yeaman served as Chief Operating and Financial Officer at Kamehameha Schools, and from 2003 until 2008, he served as Financial Vice President and Chief Financial Officer of Hawaiian Electric Industries Inc. (NYSE: HE), a publicly traded electric utility holding company owning the largest supplier of electricity in Hawaii, taking responsibility for financial strategy and reporting, investor relations and pension plan management. He later served as Senior Executive Vice President and Chief Operating Officer of its Hawaiian Electric Company subsidiary. Mr. Yeaman serves on the publicly traded company boards of Alaska Air Group, Inc., Alexander & Baldwin, Inc. and Hawaiian Telcom as well as the not-for-profit boards of the Queen's Health Systems (currently Chairman of the Board), Harold K.L. Castle Foundation and Hawaii Community Foundation. Mr. Yeaman holds a bachelor's in business

administration degree in accounting from the University of Hawaii at Manoa and is a Certified Public Accountant (not in public practice) in Hawaii.

Alan H. Arizumi, the Vice Chairman of Wealth Management and Consumer Banking of both First Hawaiian and First Hawaiian Bank, oversees all areas of the ~~West in November 1998.~~Wealth Management Group, which includes Personal Trust, Private Banking, Wealth Advisory, Institutional Wealth Management, Investment Services, Wealth Management Service Center, Trust Compliance and Bishop Street Capital Management Corporation. He is also responsible for the Company's Consumer Banking Group, which is comprised of the Bank's residential mortgage loan origination and servicing operations and consumer loan products. At the Bank level, he has overseen the Wealth Management Group since 2013 and the Consumer Banking Group since 2014. Previously, Mr. Arizumi was Executive Vice President of ~~Bancorp Hawaii, Inc. (now known as Pacific Century Financial Corporation)~~the Bank's Business, Dealer and Card Services Group from ~~1986~~2010 to ~~June 1994~~2013 and Executive Vice ~~Chairman of Bank of Hawaii from 1984 to June 1994. Class A Directors Jacques Ardant, 48 (2002), has been a director~~President and Chief Risk Officer of the ~~Corporation since November 1998 and a director of Bank of~~Bank's Risk Management Group from 2009 to 2010. Since 2013, he has served as the West since September 1998. He has been a member of the Executive Committee of International Retail Banking, BNP Paribas since September 1999, and Director for International Banking and Finance, North America Area, of BNP Paribas or BNP since April 1997. He was Deputy General Manager of BNP Greece from 1994 to April 1997. He was Secretary Generale of BNP Italy from 1989 to 1994. He has been with BNP Paribas or BNP since 1978. Michel Larrouilh, 65 (2003), has been a director of the Corporation since November 1998 and a director of Bank of the West since February 1984. He was Chief Executive Officer of Bank of the West from February 1984 to December 1995. He was Chairman and Chief Executive Officer of Bishop Street Capital Management Corporation (Chairman only since 2016) and as the Vice Chairman of FHB Guam Trust Co., both of which are subsidiaries of the Bank. Mr. Arizumi serves on the boards of BancWest Investment Services, Inc., a subsidiary of Bank of the ~~West's holding company~~West, Bishop Street Capital Management Corporation, FHB Guam Trust Co. and First Hawaiian Bank Foundation. He also serves on the local boards of Hawaii Community Foundation, Hawaii Youth Symphony, Kuakini Medical Center, Kuakini Health System, McKinley High School Foundation and KCAA Preschools of Hawaii, and he is a special advisor to the Oahu Economic Development Board. Mr. Arizumi holds a bachelor's degree in business administration from ~~January 1996 to December 1997. He was~~the University of Hawaii and is a graduate of the Pacific Coast Banking School.

Robert T. Fujioka, the Vice Chairman and ~~Advisor to~~Chief Lending Officer of both First Hawaiian and First Hawaiian Bank, is responsible for the Company's Commercial Real Estate, Corporate Banking, Automobile Dealer and Business Services divisions and has overseen these units at the Bank level since 2007. Mr. Fujioka is also the Chief Executive Officer of First Hawaiian Leasing, a subsidiary of the Bank. He previously served in various executive positions with the Bank's Wealth Management, Trust, and Retail Branch groups, as well as with the Bank's subsidiary, Bishop Street Capital Management. Prior to joining the Bank in 1996, Mr. Fujioka held numerous executive positions at Bank of ~~the West's holding company from January 1998 to October 1998. Yves Martrenchar, 43 (2002), has been a director~~Hawaii, including President of its leasing subsidiary and Senior Vice President & Manager of Commercial Real Estate and all Hawaii Business Banking Centers. He served as Vice President and Manager of the ~~Corporation since November 1998~~Corporate Banking, Note and ~~a director~~International Banking Departments at Liberty Bank from 1979 to 1986, and as Operations Officer of the Northern California Main Office of Mitsubishi Bank of California (now known as Union Bank) from 1974 to 1978. In addition to his forty-two years of experience in the ~~West since March 1994. He has been~~banking industry in both Hawaii and California, Mr. Fujioka serves on the Boards of Trustees of the Japanese American National Museum and the Clarence T.C. Ching Foundation and the not-for-profit board of the First Hawaiian Bank Foundation, and he previously chaired and served on the boards of numerous other not-for-profit organizations. Mr. Fujioka holds a bachelor's degree from the University of Michigan and an M.B.A. from the University of Hawaii.

Michael Ching, the Executive Vice President, ~~for Distribution, Products 7~~ Chief Financial Officer and ~~Markets at BNP Paribas since September 2000, and was Executive Vice President for Products and Markets at BNP from October 1996 to September 2000. He was head~~Treasurer of ~~private banking for the branch system of BNP in France from 1993 to September 1996. He joined BNP 1980. Don J. McGrath, 52 (2002),~~First Hawaiian, has been ~~a director of~~ the ~~Corporation since November 1998, a director of Bank of the West since July 1989,~~Chief Financial Officer and ~~a director~~Treasurer of First Hawaiian Bank since ~~November 1998.~~June 1, 2015. Prior to joining First Hawaiian Bank, Mr. Ching was the managing partner of the Hawaii Office of Ernst & Young LLP, where he had worked in banking and capital markets, among other areas, since 1993. He ~~has been~~was promoted to partner in 2007 and became managing partner of the Hawaii office in 2013. Mr. Ching serves on the national and local boards of the American Diabetes Association and on the local boards of the Boy Scouts of America (Aloha Council), Chinese Chamber of Commerce, Hawaiian Humane Society and the Hawaii Theatre. Mr. Ching holds a bachelor's degree in commerce and accounting from Santa Clara University and is a Certified Public Accountant (not in public practice) in Hawaii.

Ralph M. Mesick, the Executive Vice President and Chief Risk Officer of both First Hawaiian and First Hawaiian Bank, is responsible for the design, implementation and oversight of the Company's risk management strategy and framework. Mr. Mesick previously served as Manager, Deputy Manager and Senior Vice President of the Bank's Commercial Real Estate Division. Prior to joining the Bank in 2012, he spent over twenty-five years at Bank of Hawaii, where he was Executive Vice President and managed Bank of Hawaii's business lines and functions, such as private banking and wealth management, credit risk and commercial real estate. He also served on Bank of Hawaii's operating, credit and trust executive committees. In addition to his over thirty years of experience in the banking industry, Mr. Mesick serves on the not-for-profit boards of Hawaii Community Reinvestment Corporation, Saint Francis Healthcare Systems, Kapiolani Hospital Foundation, Chaminade University, HomeAid Hawaii and the Boys and Girls Club of Hawaii. He holds a bachelor's degree in business administration from the University of Hawaii at Manoa and an M.B.A. with a concentration in banking, finance and investments from the University of Wisconsin-Madison.

Our Board provides oversight with respect to our overall performance, strategic direction and key corporate policies. It approves major initiatives, advises on key financial and business objectives, and monitors progress with respect to these matters. Members of the Board are kept informed of our business by various reports and documents provided to them on a regular basis, including operating and financial reports and audit reports made at Board and committee meetings by our Chief Executive Officer, Chief Operating Officer, Chief Financial Officer, Chief Risk Officer and other officers. The Board has four standing committees, the principal responsibilities of which are described below under the section entitled "—Committees of Our Board of Directors." Additionally, the directors meet in regularly scheduled executive sessions, without First Hawaiian management (generally other than Mr. Harrison) present, at each regularly scheduled meeting of the ~~Corporation since November 1998, President~~Board. An executive session may not occur for a special meeting of the Board called for a specific purpose.

The Board held its first meeting on April 1, 2016 in connection with the Reorganization Transactions. The Board met ten times in 2016. Each member of the Board attended more than 75% of the total number of meetings of the Board and the committees on which he served. We strongly encourage, but do not require, the members of our Board to attend annual meetings of our stockholders.

Our common stock is listed on NASDAQ and, as a result, we are subject to the corporate governance listing standards of the exchange. However, under NASDAQ rules, a listed company that satisfies the definition of a "controlled company" (i.e., a company of which more than 50% of the voting power is held by a single entity or group) may elect not to comply with certain of these requirements.

Pursuant to the Stockholder Agreement, so long as BNPP directly or indirectly owns more than 50% of our outstanding common stock, and we are therefore a "controlled company," and during the 12-month transition phase following the date on which we are no longer a "controlled company" as a result of BNPP's ownership of shares of our outstanding common stock, we expect to elect not to comply with the corporate governance standards of NASDAQ requiring: (i) a majority of independent directors on the board of directors; (ii) a fully independent corporate governance and nominating committee; and (iii) a fully independent compensation committee. BNPP currently beneficially owns approximately 62.0% of our outstanding common stock. Five of our nine directors, including at least one member of each of the Corporate Governance and Nominating Committee, the Compensation Committee and the Risk Committee of our Board are directors designated by BNPP who do not qualify as "independent directors" under the applicable rules of NASDAQ.

A director is independent if the Board affirmatively determines that he or she satisfies the independence standards set forth in the applicable rules of NASDAQ, has no material relationship with the Company that would interfere with the exercise of independent judgment in carrying out the responsibilities of a director, and is independent within the meaning of Rule 10A-3 of the Exchange Act. The Board has reviewed the independence of our current non-employee directors and has determined that Matthew Cox, W. Allen Doane, Allen B. Uyeda are each an independent director.

We believe that our directors should have the highest professional and personal ethics and values, consistent with our longstanding values and standards. They should have broad experience at the policy-making level in business, government or banking. They should be committed to enhancing stockholder value and should have sufficient time to carry out their duties and to provide insight and practical wisdom based on experience. Their service on boards of other companies should be limited to a number that permits them, given their individual circumstances, to perform responsibly all director duties. Each director must represent the interests of all stockholders. When considering potential director candidates, our Board also considers the candidate's character, judgment, diversity, skills, including financial literacy, and experience in the context of our needs and those of the Board.

The corporate governance guidelines of our Board provide that the Board may, in its sole discretion, designate one of the independent directors who is not a BNPP-designated director as its lead director to preside over meetings of the Board held in the absence of any director who is also an executive officer and to have such additional responsibilities and authority as the Board may direct from time to time.

Currently, Robert Harrison serves as our Chief Executive Officer and as the Chairman of our Board, and Allen B. Uyeda has been designated to serve as the lead independent director of our Board.

Our Chief Executive Officer is generally in charge of our business affairs, subject to the overall direction and supervision of the Board and its committees, and is the only member of our management team that serves on the Board. Our Board believes that combining the roles of Chairman of the Board and Chief Executive Officer and appointing a lead independent director is the most effective board leadership structure for us and that it provides an effective balance of ~~Bank of~~strong leadership and independent oversight. Having one individual serve as both Chief Executive Officer and Chairman contributes to and enhances the ~~West since January 1996~~Board's efficiency and Vice Chairman of First Hawaiian Bank since November 1998. He was President and Chief Operating Officer of Bank of the West from 1991 to 1996. He has been with Bank of the West since 1975. Mr. McGrath became a public member of the Pacific Stock Exchange Board of Governors in January 2001. Joel Sibrac, 53 (2003), has been a director of the Corporation since November 1998 and a director of Bank of the West since January 1995. He has been Vice Chairman of the Corporation since November 1998. He has been Senior Executive Vice President, Commercial Banking Group, of Bank of the West since 1996. He was General Manager, North American Desk, of BNP from 1994 to 1996 and General Manager of BNP Italy from 1990 to 1994. He joined BNP in 1974. Jacques Henri Wahl, 68 (2003), has been a director of the Corporation since November 1998 and a director of Bank of the West since July 1982. He servedeffectiveness, as ~~Senior Adviser to~~ the Chief Executive Officer is generally in the best position to inform our independent directors about our operations, the competitive market and other challenges facing our business. Our Board believes that the Chief Executive Officer is in the best position to most effectively serve as the Chairman of ~~BNP Paribas,~~the Board for many reasons as he is closest to many facets of our business, and has frequent contact with our customers, regulators and other stakeholders in our business. The Board believes that combining roles of ~~BNP, from January 1997~~Chief Executive Officer and Chairman of the Board also promotes timely communication between management and the Board on critical matters, including strategy, business results and risks because of Mr. Harrison's direct involvement in the strategic and day-to-day management of our business.

Our Board believes that effective risk management and control processes are critical to our safety and soundness, our ability to predict and manage the challenges that we face and, ultimately, our long-term corporate success. Our Board, both directly and through its committees, is responsible for overseeing our risk management processes, with each of the committees of our Board assuming a different and important role in overseeing the management of the risks we face.

The Risk Committee of our Board oversees our enterprise-wide risk management framework, which establishes our overall risk appetite and risk management strategy and enables our management to understand, manage and report on the risks we face. Our Risk Committee also reviews and oversees policies and practices established by management to identify, assess, measure and manage key risks we face, including the risk appetite metrics developed by management and approved by our Board. The Audit Committee of our Board is responsible for overseeing risks associated with financial matters (particularly financial reporting, accounting practices and policies, disclosure controls and procedures and internal control over financial reporting), reviewing and discussing generally the identification,

assessment, management and control of our risk exposures on an enterprise-wide basis and engaging as appropriate with our Risk Committee to assess our enterprise-wide risk framework. The Compensation Committee has primary responsibility for risks and exposures associated with our compensation policies, plans and practices regarding both executive compensation and the compensation structure generally. In particular, our Compensation Committee, in conjunction with our Chief Executive Officer and Chief Risk Officer and other members of our management as appropriate, reviews our incentive compensation arrangements to ensure these programs are consistent with applicable laws and regulations, including safety and soundness requirements, and do not encourage imprudent or excessive risk-taking by our employees. The Corporate Governance and Nominating Committee oversees risks associated with the independence of our Board and potential conflicts of interest.

Our senior management is responsible for implementing and reporting to our Board regarding our risk management processes, including by assessing and managing the risks we face, including strategic, operational, regulatory, investment and execution risks, on a day-to-day basis. Our senior management is also responsible for creating and recommending to our Board for approval appropriate risk appetite metrics reflecting the aggregate levels and types of risk we are willing to accept in connection with the operation of our business and pursuit of our business objectives.

The role of our Board in our risk oversight is consistent with our leadership structure, with our Chief Executive Officer and the other members of senior management having responsibility for assessing and managing our risk exposure, and our Board and its committees providing oversight in connection with those efforts. We believe this division of risk management responsibilities presents a consistent, systemic and effective approach for identifying, managing and mitigating risks throughout our operations.

The standing committees of our Board were organized in April 2016 in connection with our IPO and consist of an audit committee, a corporate governance and nominating committee, a compensation committee and a risk committee. The responsibilities of these committees are described below. Our Board may also establish various other committees to assist it in its responsibilities. However, the Stockholder Agreement provides that, until ~~his retirement~~the date BNPP ceases to directly or indirectly beneficially own at least 5% of our outstanding common stock, without either the approval of a majority of the BNPP designated directors on our Board at the time of such action or BNPP's waiver of its rights under the Stockholder Agreement, we may not form, or delegate any authority to, any new committee of our Board or to any subcommittee thereof. The following table summarizes the current membership of the Board and each of its committees:

Audit Committee. The Audit Committee assists the Board in ~~February 2001. He was~~fulfilling its responsibilities for general oversight of the integrity of our financial statements and regulatory reporting, our compliance with legal and regulatory requirements, our independent auditors' qualifications and independence and the performance of our internal audit function and independent auditors. Among other things, the Audit Committee:

Pursuant to the Audit Committee's charter and the terms of the Stockholder Agreement, the Audit Committee must consist of at least three members, all of whom are required to be "independent" under the listing standards of NASDAQ and meet the requirements of Rule 10A-3 of the Exchange Act. The Audit Committee also must include at least one "audit committee financial expert." Under the Stockholder Agreement, and unless BNPP waives its rights to appoint members to our Audit Committee, until the date BNPP ceases to directly or indirectly beneficially own at least 5% of our outstanding common stock, if any of the directors designated for nomination and election to our Board by BNPP qualifies as an independent director and satisfies the requirements of Rule 10A-3 and the NASDAQ listing standards, at least one member of the Audit Committee will be a director designated for nomination and election to our Board by BNPP. Because no director designated for nomination and election to our Board by BNPP currently qualifies as an independent director and satisfies the requirements of Rule 10A-3 and the NASDAQ listing standards, no member of the Audit Committee is a director designated for nomination and election to our Board by BNPP and no member of our Audit Committee will be a BNPP-designated director, unless BNPP designates an independent director for election to our Board. Currently, our Audit Committee members are W. Allen Doane (chair), Allen Uyeda and Matthew Cox, all of whom have been determined by the Board to be "independent" under the listing standards of NASDAQ and to meet the requirements of Rule 10A-3 of the Exchange Act, and all of whom serve as "audit committee financial experts."

The Audit Committee has adopted a written charter that specifies the scope of its rights and responsibilities, including those listed above. The charter is available on our website at www.fhb.com under the Investor Relations tab. The Audit Committee held its first meeting on May 9, 2016 and met six times in 2016.

Compensation Committee. The Compensation Committee is responsible for discharging the responsibilities of our Board relating to compensation of our executives and directors. Among other things, the Compensation Committee:

Pursuant to the Compensation Committee's charter and the terms of the Stockholder Agreement, the Compensation Committee must consist of at least three members. Under the Stockholder Agreement, and unless BNPP waives its rights to appoint members to our Compensation Committee, at all times prior to the date when BNPP ceases to beneficially own at least 50% of our outstanding common stock, at least one of the members of the Compensation Committee must be a director designated for nomination and election to the Board by BNPP. After BNPP ceases to beneficially own at least 50% of our common stock, the Compensation Committee will transition to full compliance with the governance standards of NASDAQ, as follows. By the date when BNPP ceases to beneficially own at least 50% of our outstanding common stock, at least one member must be independent. On or before 90 days after the date when BNPP ceases to beneficially own at least 50% of our outstanding common stock, the Compensation Committee will consist of a majority of independent directors. On the date one year after the date that BNPP ceases to beneficially own at least 50% of our outstanding common stock, the committee will consist solely of independent directors. After such time as the Compensation Committee transitions to full independence, but prior to the date BNPP ceases to directly or indirectly beneficially own at least 5% of our outstanding common stock, if any of the directors designated for nomination and election to our Board by BNPP qualifies as an independent director, at least one such director will be a member of the ~~Managing~~Compensation Committee. Because no director designated for nomination and election to our Board by BNPP currently qualifies as an independent director, no member of our Compensation Committee will be a BNPP-designated director following such time as the Compensation Committee transitions to full independence, unless BNPP designates an independent director for election to our Board. Currently, our Compensation Committee members are Gérard Gil (chair), Michel Vial and Matthew Cox.

The Compensation Committee has adopted a written charter that specifies the scope of its rights and responsibilities, including those listed above. The charter is available on our website at www.fhb.com under the Investor Relations tab. The Compensation Committee held its first meeting on May 10, 2016 and met six times in 2016. The Compensation Committee also met two times in 2017 to make certain determinations with respect to 2016 compensation.

In 2016, the Compensation Committee retained the services of Pay Governance as an independent outside compensation consultant (the "Compensation Consultant") to perform a competitive assessment of First Hawaiian's executive and director compensation programs, as well as to provide guidance on the changing regulatory environment governing executive compensation. Pay Governance provides the Company annual executive and director assessments that include, but are not limited to,

an assessment of First Hawaiian's financial performance relative to its peers, an assessment of First Hawaiian's compensation program compared to its peers, recommendations for total cash compensation (base salary and cash incentives), a review of equity compensation, assessment of perquisites, retirement benefits and bonuses for named executive officers, and a review of Board and committee compensation. The annual executive and director compensation assessments provide the Compensation Committee with a broad array of information from which to assess the effectiveness of its compensation programs and serve as a foundation for compensation decisions.

In addition to providing annual assessments, our Compensation Consultant advises the Compensation Committee on best practices in light of the ~~BNP Group,~~changes in bank regulations applicable to the Company or the Bank, assists in developing a relevant peer group for use in the executive and a director market assessments and provides guidance to the Compensation Committee regarding the design of ~~BNP,~~compensation arrangements that reflect First Hawaiian's compensation philosophy.

The Compensation Consultant attends the Compensation Committee meetings upon request to review compensation data and participate in general discussions on compensation and benefits for the named executive officers and Board members. While the Compensation Committee considers input from ~~January 1997 until May 2000. He served as Vice Chairman of BNP~~the Compensation Consultant when making compensation decisions, the Compensation Committee's final decisions reflect many factors and ~~Chairman of Banque Nationale de Paris Intercontinentale from 1993 to 1996. He was President~~considerations.

The Compensation Committee regularly reviews the services provided by its outside Compensation Consultant and believes that Pay Governance is independent in providing executive compensation consulting services.

Our Chief ~~Operating~~Executive Officer, ~~of BNP from 1982 to 1993. COMMITTEES, ATTENDANCE AND COMPENSATION OF THE BOARD Committees~~in conjunction with members of the ~~Board The Board of Directors of the Corporation has an Executive Committee, an Executive~~ Compensation Committee and ~~an Audit Committee. There is no standing nominating committee. However, Non-Class A Directors may be nominated by a majority vote~~the Human Resources Division, develops recommendations regarding the appropriate mix and level of a committee comprised of all the Non-Class A Directors then in office. The Executive Committee, which met 12 times in 2000, has authority to exercise all powers of the Board of Directors between its meetings (to the extent not otherwise restricted by law or the Corporation's Bylaws)compensation for our named executive officers (other than himself). The ~~members~~recommendations consider the objectives of ~~the Executive Committee are Walter A. Dods, Jr. (Chairman), Bert T. Kobayashi, Jr., Don J. McGrath, Joel Sibrac and John K. Tsui The Executive Compensation Committee administers the executive~~our compensation ~~program of the Corporation and its subsidiaries. The Committee administers the Incentive Plan for Key Executives, the Long-Term Incentive Plan, the Stock Incentive Plans,~~philosophy and the ~~Deferred~~range of compensation programs authorized by the Compensation ~~Plan. It reviews the performance and approves the salaries of the Corporation's~~Committee. The Chief Executive Officer meets with the Compensation Committee to discuss the compensation recommendations for the other named executive officers. Our Chief Executive Officer does not participate in Compensation Committee discussions relating to his compensation.

Corporate Governance and ~~other senior management officers~~Nominating Committee. The Corporate Governance and Nominating Committee is responsible for ensuring an effective and efficient system of corporate governance for First Hawaiian by clarifying the ~~Corporation~~roles of our Board and its ~~subsidiaries. The Committee also makes~~committees; identifying, evaluating and recommending to our Board candidates for directorships; and reviewing and making recommendations ~~to the Board of Directors~~ with respect to the ~~appropriate senior~~size and composition of our Board. In addition, the Corporate Governance and Nominating Committee is responsible for reviewing and overseeing our corporate governance guidelines and for making recommendations to our Board concerning governance matters. Among other things, the Corporate Governance and Nominating Committee:

Pursuant to the Corporate Governance and Nominating Committee's charter and the terms of the Stockholder Agreement, the Corporate Governance and Nominating Committee must consist of at least three members. Under the Stockholder Agreement, and unless BNPP waives its rights to appoint members to our Corporate Governance and Nominating Committee, at all times prior to the date when BNPP ceases to beneficially own at least 50% of our outstanding common stock, at least one of the members of the Corporate Governance and Nominating Committee must be a director designated for nomination and election to our Board by BNPP. After BNPP ceases to beneficially own at least 50% of our common stock, the Corporate Governance and Nominating Committee will transition to full compliance with the governance standards of NASDAQ, as follows. By the date when BNPP ceases to beneficially own at least 50% of our outstanding common stock, at least one member must be independent. On or before 90 days after the date when BNPP ceases to beneficially own at least 50% of our outstanding common stock, the Corporate Governance and Nominating Committee will consist of a majority of independent directors. On the date one year after BNPP ceases to be beneficial owner of at least 50% of our outstanding common stock, the committee will consist solely of independent directors. After such time as the Corporate Governance and Nominating Committee transitions to full independence, but prior to the date BNPP ceases to directly or indirectly beneficially own at least 5% of our outstanding common stock, if any of the directors designated for nomination and election to our Board by BNPP qualifies as an independent director, at least one such director will be a member of the Corporate Governance and Nominating Committee. Because no director designated for nomination and election to our Board by BNPP currently qualifies as an independent director, no member of our Corporate Governance and Nominating Committee will be a BNPP-designated director following such time as the governance and nominating committee transitions to full independence unless BNPP designates an independent director for election to our Board. Currently, our Corporate Governance and Nominating Committee members are Gérard Gil (chair), J. Michael Shepherd and Allen Uyeda.

The Corporate Governance and Nominating Committee has adopted a written charter that specifies the scope of its rights and responsibilities, including those listed above. The charter is available on our website at www.fhb.com under the Investor Relations tab. The Corporate Governance and Nominating Committee held its first meeting on January 23, 2017.

Risk Committee. The Risk Committee assists the Board in fulfilling its responsibilities for oversight of our enterprise-wide risk management framework, including reviewing our overall risk appetite, risk management strategy, and policies and practices established by our management to identify and manage risks we face. Among other things, the Risk Committee, subject to the terms of the Stockholder Agreement:

Pursuant to the Risk Committee's charter and the terms of the Stockholder Agreement, the Risk Committee must consist of at least four members. Under the Stockholder Agreement, and unless BNPP waives its rights to appoint members to our Risk Committee, until the date BNPP ceases to control us for purposes of the Bank Holding Company Act (the "BHC Act"), up to two members may be directors designated for nomination and election to our Board by BNPP. Currently, our Risk Committee members are Allen Uyeda (chair), Jean-Milan Givadinovitch, Thibault Fulconis and W. Allen Doane.

The Risk Committee has adopted a written charter that specifies the scope of its rights and responsibilities, including those listed above. The Risk Committee held its first meeting on May 9, 2016 and met ~~seven~~five times in ~~2000. Its members during 2000 were Fujio Matsuda (Chairman), Dr. Julia Ann Frohlich, Robert A. Fuhrman, David M. Haig, Michel Larrouilh (until February 12, 2000)~~2016.

Compensation Committee Interlocks and ~~Pierre Mariani (beginning April 20, 2000). Information concerning the Audit~~Insider Participation

No member of our Compensation Committee is or has been one of our officers or employees, and none will have any relationships with us of the type that is required to be disclosed under Item 404 of Regulation S K. None of our executive officers serves or has served as a member of the Board, Compensation Committee or other Board committee performing equivalent functions of any entity that has one or more executive officers serving as one of our directors or on our Compensation Committee.

Our Board has adopted corporate governance guidelines, which are accessible through our principal corporate website at www.fhb.com under the Investor Relations tab, that set forth ~~below~~a framework within which our Board, assisted by Board committees, will direct the Company's affairs. These guidelines address, among other things, the composition and functions of our Board, director independence, compensation of directors, management succession and review, Board committees and selection of new directors.

Our Board has adopted a code of conduct and ethics applicable to our officers, directors and employees. A copy of that code is available on our principal corporate website at www.fhb.com under ~~"Report~~the Investor Relations tab. We expect that any amendments to the code, or any waivers of ~~the Audit Committee." Attendance~~its requirements, will be disclosed on our principal corporate website at ~~Meetings The Board of Directors met ten times in 2000. Each incumbent Director attended 75%~~www.fhb.com as required by applicable law or ~~more of the combined total number of meetings held during such person's service in 2000 on~~listing requirements.

Stockholders and ~~its committees. Compensation of Directors The Corporation paid quarterly retainers of $3,000 for the first two quarters of 2000 and $3,750 per quarter thereafter to each member of~~any interested parties may communicate with the Board of Directors who was not an employee of the Corporation or its subsidiaries. All non-employee members of the Board received a fee of $800 for each Board meeting attended and $700 for each committee meeting attended, as well as reimbursement for transportation and lodging expenses. Directors who are employees of the Corporation or one of its subsidiaries do not receive board or committee fees or retainers. The Corporation has a Directors' Retirement Plan for directors of the Corporation and First Hawaiian 8 ~~Bank who are not employed~~ by the Corporation or its affiliates and who are not covered by any of the Corporation's employee retirement programs. Following retirement from one of these boards after reaching age 55 and serving at least ten years as a director, a retired director or his or her beneficiary is entitled to receive monthly payments for a ten-year period at an annual rate equal to one-half of the annual retainer fee in effect at the time of the director's retirement. REPORT OF THE AUDIT COMMITTEE The Audit Committee met six times during 2000. Its members are John A. Hoag (Chairman), John W.A. Buyers and Robert A. Fuhrman. The Board of Directors determined during 2000 that each of those directors satisfied independence requirements and other criteria established by New York Stock Exchange listing standards. During 2000, the Audit Committee developed and the Board of Directors approved an Audit Committee Charter, which appears as Annex A to this proxy statement. As more fully set forth in the Charter, the Committee's responsibilities include review of the Corporation's quarterly and annual financial statements with financial management of the Corporation and with the independent auditor; review of the independence and performance of the independent auditor; review with the independent auditor of all significant relationships between it and the Corporation that could impair the auditor's objectivity and independence; review of the Corporation's internal audit function; and review of the integrity of the Corporation's financial controls and reporting processes. PricewaterhouseCoopers ("PWC") served as the Corporation's independent auditor for 2000, and the Audit Committee has recommended that PWC be elected in that capacity for 2001. (See "Election of Auditor.") Set forth below is certain information concerning aggregate fees billed for professional services rendered by PWC during 2000. Audit Fees $ 716,715 Financial Information Systems Design and Implementation Fees $ 0 All Other Fees $2,170,462 The Audit Committee has considered whether the provision of non-audit functions provided by PWC is compatible with maintaining PWC's independence and concluded that performing such functions does not affect PWC's independence in performing its function as auditor of the Corporation. The Audit Committee has reviewed and discussed with management the Corporation's audited financial statements for the year ended December 31, 2000. It has also discussed with PWC the matters required to be discussed by Codification of Statements on Auditing Standards No. 61. The Committee has received the written disclosures and the letter from PWC required by Independence Standards Board Standard No. 1, and has discussed with PWC its independence. As the result of such review and discussions, the Audit Committee recommendedsending correspondence addressed to the Board or one or more specific directors at the following address: First Hawaiian, Inc., c/o the Secretary, 999 Bishop Street, Honolulu, Hawaii 96813. All communications will be submitted by the Secretary to the relevant director or directors as addressed.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL ~~OWNERSHIP REPORTING COMPLIANCE Section 16(a)~~OWNERS,
DIRECTORS AND MANAGEMENT

As of the ~~Securities Exchange Act~~date of ~~1934 requires~~this Proxy Statement, we have 139,546,615 shares of common stock issued and outstanding, of which BNPP (through its subsidiary, BancWest Corporation, which we refer to as the ~~Corporation's directors and executive officers, and persons who own more than ten percent of any class of the Corporation's capital stock,~~"BNPP selling stockholder") beneficially owns approximately 62.0%.

The following table sets forth information, based on data provided to ~~file reports of ownership and changes in ownership~~us or filed with the Securities and Exchange Commission ~~("SEC"~~(the "SEC") ~~and the New York Stock Exchange. Based solely on its review of such reports and of certain representations furnished to it during or~~, with respect to 2000, the Corporation believes that during 2000 all such filing requirements applicable to its directors, executive officers and ten-percent stockholders were complied with, except that Mr. Kobayashi filed two reports covering four transactions that were not reported on a timely basis and Mr. Wo filed a report to correct the amount of stock owned when he became a director and to report one subsequent transaction that was not reported on a timely basis. 9 ~~SECURITY OWNERSHIP OF DIRECTORS, NAMED EXECUTIVE OFFICERS AND OTHERS The following table shows the~~ beneficial ownership of shares of our common stock as of March 13, 2017 for (i) all ~~classes~~persons known by us to own beneficially more than 5% of ~~Voting Stock~~our outstanding common stock, (ii) each of ~~the Corporation for: each director, nominee and designee; each~~our named executive ~~officer;~~officers, (iii) each of our directors and (iv) all of ~~the current~~our directors and executive officers as a ~~group; and each person known by~~group. Beneficial ownership is determined in accordance with the ~~Corporation to be a beneficial owner of more than 5%~~rules of the ~~Common Stock~~SEC. These rules generally attribute beneficial ownership of securities to persons who possess sole or ~~the Class A Common Stock (a "5% Owner"). Each individual has~~shared voting power or investment power with respect to such securities. Except as otherwise indicated, all persons listed below have sole voting and investment power with respect to the shares ~~he or she~~beneficially owned by them, subject to applicable community property laws. Except as otherwise indicated, the address for each stockholder listed below is c/o First Hawaiian, Inc., 999 Bishop St., Honolulu, Hawaii 96813.

*

Less than 1%

(1)

BNPP, as the ultimate parent of the BNPP selling stockholder, beneficially owns ~~unless otherwise reflected~~all shares of our common stock owned of record by the BNPP selling stockholder. BNPP's investment decisions are made by its board of directors. BNPP is a public company with shares listed on the Euronext Paris exchange. The address of BNPP is 16 Boulevard des Italiens, 75009 Paris (France).

(2)

Excludes 20,348 shares of common stock underlying performance share units granted in ~~a footnote. The table is based upon information furnished by each such person or, in the case of each 5% Owner, based upon a Schedule 13D or 13G filed~~connection with the SEC. The listing for BNP Paribas pertains to Class A Common Stock. All other listings refer to Common Stock. All information is, unless otherwise indicated, as of February 26, 2001. Percentages are based upon the number ofIPO awards and 24,739 shares of ~~Common Stock or Class A Common Stock outstanding, plus any shares~~common stock underlying performance share units that were granted under the ~~indicated person or group had~~LTIP, which are each subject to vesting. For a ~~right to acquire within 60 days.~~

* Less than 1%. 10 ~~Notes to Security Ownership Table: Note (1) All amounts~~discussion of these awards, see "Executive and ~~percentages refer to Common Stock, unless otherwise indicated. Data includes the following number~~Director Compensation—IPO and LTIP Awards" and "Executive and Director Compensation—Long Term Incentive Plan."

(3): Excludes 11,739 shares of ~~Common Stock~~common stock underlying performance share units granted in connection with the IPO awards and 24,347 shares of common stock underlying performance share units that ~~may be acquired through exercise~~were granted under the LTIP, which are each subject to vesting. For a discussion of these awards, see "Executive and Director Compensation—IPO and LTIP Awards" and "Executive and Director Compensation—Long Term Incentive Plan."
(4): Excludes 7,826 shares of common stock ~~options within 60 days from February 26, 2001: Mr. Dods, 575,829; Mr. McGrath, 132,223; Mr. Tsui, 302,623; Mr. Horner, 119,681; Mr. Karr, 164,110 (including options~~underlying performance share units granted in connection with the IPO awards and 9,391 shares of common stock underlying performance share units that were granted under the LTIP, which are each subject to ~~acquire 4,343~~vesting. For a discussion of these awards, see "Executive and Director Compensation—IPO and LTIP Awards" and "Executive and Director Compensation—Long Term Incentive Plan."
(5): Excludes 15,652 shares ~~held~~of common stock underlying performance share units granted in connection with the IPO awards and 11,043 shares of common stock underlying performance share units that were granted under the LTIP, which are each subject to vesting. For a discussion of these awards, see "Executive and Director Compensation—IPO and LTIP Awards" and "Executive and Director Compensation—Long Term Incentive Plan."
(6): The amounts shown do not include 4,195, 2,155, 2,768, 1,500, 27,376, 17,882 and 56,742 ordinary shares of BNPP owned by ~~his wife); Mr. Sibrac, 24,007;~~Messrs. Harrison, Fujioka, Yamada, Fulconis, Gil, and Vial, and all directors ~~nominees, designees~~ and executive officers as a group, ~~1,401,941. Note (2) The designated Class A Directors~~respectively, or 5,280, 3,320, 5,280, 10,500, 6,300 and ~~Class A Directors continuing in office hold a beneficial interest in an aggregate of 39,317~~42,677 ordinary shares of ~~common stock of BNP Paribas, including~~BNPP that Messrs. Harrison, Fujioka, Yamada, Gil and Vial, and all directors and executive officers as a group, respectively, have the ~~number of shares that may be acquired through~~right to acquire upon the exercise of ~~stock options within 60 days from February 26, 2001. Note (3) Mr. Dods' reported beneficial ownership~~options. All such amounts represent less than 1% of Common Stock includes 1,848 shares held in his wife's individual retirement account, as to which Mr. Dods disclaims beneficial ownership; 15,445,400 shares owned by the EstateBNPP's outstanding ordinary shares.

EXECUTIVE OFFICERS Listed below are the executive officers of the Corporation, their ages and positions with the Corporation. Name, Age Positions and Offices With the Corporation - --------- ------------------------------------------ Walter A. Dods, Jr., 59 Please see "Election of Directors -- Directors Continuing in Office." Don J. McGrath, 52 Please see "Election of Directors -- Directors Continuing in Office." John K. Tsui, 62 Please see "Election of Directors -- Directors Continuing in Office." Joel Sibrac, 53 Please see "Election of Directors -- Directors Continuing in Office." Howard H. Karr, 58 Executive Vice President and Chief Financial Officer of the Corporation since November 1998; Executive Vice President and Treasurer of the Corporation from 1989 to October 1998; Vice Chairman of First Hawaiian Bank since 1997; Vice Chairman, Chief Financial Officer and Treasurer of First Hawaiian Bank from September 1993 to 1997. Mr. Karr has been with First Hawaiian Bank since 1973. Douglas C. Grigsby, 48 Executive Vice President and Treasurer of the Corporation since November 1998 and Chief Financial Officer of Bank of the West since 1989. Mr. Grigsby joined Bank of the West in 1977. Bernard Brasseur, 62 Executive Vice President and Risk Manager of the Corporation since November 1998; Risk Manager of Bank of the West since 1983; Vice Chairman of First Hawaiian Bank since November 1998. Mr. Brasseur joined BNP in 1966, and Bank of the West in 1983. Donald G. Horner, 50 Executive Vice President of the Corporation since 1989; Vice Chairman of First Hawaiian Bank since July 1994; Executive Vice President of First Hawaiian Bank from 1993 to 1994. Mr. Horner has been with First Hawaiian Bank since 1978. 12 ~~EXECUTIVE~~AND DIRECTOR COMPENSATION

The following table ~~summarizes~~presents compensation awarded in the ~~compensation for the Chief Executive Officer and the other four most highly compensated executive officers of the Corporation for the~~fiscal years ended December 31, ~~2000, 1999~~2015 and ~~1998. All figures concerning~~2016 to our principal executive officer, our two other most highly compensated persons serving as executive officers as of December 31, 2016 and our former Vice Chairman and Chief Administrative Officer, or paid to or accrued for those executive officers for services rendered during fiscal years 2015 and 2016. We refer to these executive officers as our "named executive officers".

(1): Messrs. Yeaman and Fujioka were not named executive officers in 2015.
(2): Mr. Yamada retired from First Hawaiian effective December 1, 2016.
(3): The amount in this column for Mr. Harrison for fiscal year 2016 represents his salary ($875,000) and his role-based allowance ($190,000).
(4): The amounts in this column for fiscal year 2015 represent annual incentive cash awards earned under the First Hawaiian Incentive Plan for Key Employees (the "IPKE"). The amounts in this column for fiscal year 2016 represent annual incentive cash awards earned under the First Hawaiian, Inc. Bonus Plan (the "Bonus Plan"). To facilitate compliance with the fourth EU Capital Requirements Directive and EU Capital Requirements Regulation (collectively, ``CRD IV"), a portion of the amounts payable for certain awards under the IPKE and the Bonus Plan were deferred as follows: for Mr. Harrison's 2015 award, $454,000 will be paid out in semi-annual installments between 2016 and 2019, for Mr. Fujioka's 2016 award, $178,468 will be paid out later in 2017, and for Mr. Yamada's 2015 award, $264,588 will be paid out in semi-annual installments between 2016 and 2019. As described under "Annual Incentive Awards" below, a portion of the deferred bonus amounts are variable based on the performance of BNPP's stock price and the exchange rate of euros to U.S. dollars. The amount in this column for Mr. Yeaman for fiscal year 2016 also includes the portion of his transition award under his offer letter that was payable in 2016, as discussed under "Offer Letter with Mr. Yeaman" below.
(5): The amounts in this column for fiscal year 2016 represent the grant date fair value, as determined in accordance with FASB ASC Topic 718, of performance share unit awards granted pursuant to the First Hawaiian, Inc. Long-Term Incentive Plan (the "LTIP") for the 2016-2018 cycle (the "2016-2018 LTIP Awards") and one-time grant of restricted shares and ~~options have been adjusted~~performance share units granted in connection with our IPO. Each of the 2016-2018 LTIP Awards and performance share unit award amounts are based on performance achievement of 100%, which is the highest level of performance share unit award amounts that may be earned.
(6): The amounts in this column for fiscal year 2015 represent the cash incentive awards earned under the LTIP for the 2013-2015 cycle (the "2013-2015 LTIP Awards") ($621,810 for Mr. Harrison and $420,081 for Mr. Yamada) and cash incentive awards earned pursuant to ~~reflect~~awards granted in 2013 under the BNPP International Sustainability and Incentive Scheme (the "BNPP ISIS") ($117,998 for Mr. Harrison and $66,780 for Mr. Yamada). The amounts earned pursuant to the BNPP ISIS were previously omitted from the Summary Compensation Table for fiscal year 2015 and are being disclosed here for the first time. The amounts in this column for fiscal year 2016 represent the cash incentive awards earned under the LTIP for the 2014-2016 cycle (the "2014-2016 LTIP Awards"). Mr. Yeaman commenced employment with First Hawaiian effective June 15, 2015 and was not eligible for a ~~two-for-one stock split~~2014-2016 LTIP Award.

(a)

"Perquisites and Other Personal Benefits" include: for Messrs. Harrison and Yeaman, company-provided parking, automobile allowance and related expenses, club dues and fees, spousal travel expenses and non-cash gifts provided to First Hawaiian Bank directors; for Mr. Fujioka, company-provided parking, automobile allowance and related expenses, club dues and fees and spousal travel expenses; for Mr. Yamada, company-provided parking, automobile allowance and related expenses, spousal travel expenses and home security expenses.

(b)

On December 13, 2016, First Hawaiian Bank entered into a two-year consulting agreement with Mr. Yamada pursuant to which First Hawaiian Bank will pay Mr. Yamada a monthly fee of $16,667 for his consulting services in ~~December 1999.~~

~~Notes~~addition to certain benefits and reimbursement of certain business expenses.

(c)

Reflects the reimbursement of taxes in 2016 payable by Mr. Harrison in respect of his 2016 SERP accrual ($35,508) and group variable universal life insurance policy ($3,331); by Mr. Yeaman in respect of his group variable universal life insurance policy ($1,782); by Mr. Fujioka in respect of his executive life insurance plan ($13,479) and group variable universal life insurance policy ($7,166); and by Mr. Yamada in respect of his executive life insurance plan ($23,169), group variable universal life insurance policy ($9,081) and home security expenses ($529).

(d)

Reflects company contributions for Messrs. Harrison and Fujioka under the BancWest Corporation 401(k) Savings Plan and the BancWest Corporation Future Plan; and for Mr. Yeaman under the BancWest Corporation Future Plan and the First Hawaiian Bank Deferred Compensation Plan ($124,717), as discussed under "Savings and Retirement Plans" below.

(e)

Reflects insurance premiums paid for the benefit of the named executive officers, including: for Messrs. Harrison and Yeaman in a group variable universal life insurance policy, an individual disability insurance policy and a group life insurance plan; for Mr. Fujioka in an executive life insurance plan ($140,300), group variable universal life insurance policy, an individual disability insurance policy and a group life insurance plan; for Mr. Yamada in a group variable universal life insurance policy, an individual disability insurance policy, a special life insurance plan and a group life insurance plan.

Each named executive officer's base salary is a fixed component of compensation for each year for performing specific job duties and functions. The total base salaries earned by our named executive officers in fiscal years 2015 and 2016 are disclosed in the Summary Compensation Table above.

Base salaries for our named executive officers are reviewed periodically by our Compensation Committee. Mr. ~~McGrath became an executive officer~~Harrison's base salary was initially set pursuant to his employment agreement with BancWest and ~~director~~First Hawaiian Bank, as described under "Employment Agreement with Mr. Harrison" below, but is subject to review and approval of our Compensation Committee and the Compensation Committee of the ~~Corporation on November 1, 1998,~~First Hawaiian Bank board of directors. Mr. Yeaman's base salary was initially set pursuant to his offer letter with BancWest and First Hawaiian Bank, as described under "Offer Letter with Mr. Yeaman" below, but is subject to review and approval of our Compensation Committee and the ~~effective date~~Compensation Committee of the ~~merger~~First Hawaiian Bank board of ~~Bank~~directors.

Beginning in 2016, annual incentive awards are made under the Bonus Plan. The Bonus Plan provides for the grant of cash-based or equity-based awards to any employee who, in the discretion of the ~~West's holding company into~~Compensation Committee, is likely to be a "covered employee" under Section 162(m) of the ~~Corporation (the "Merger"). Note (1) Includes amounts earned but deferred under the Corporation's Deferred Compensation Plan (the "DCP"). Note (2) Bonuses are reported~~

Internal Revenue Code of 1986, as amended, for the year in which ~~earned, even if paid~~an award is payable and any other executives selected by the Compensation Committee for participation in the ~~following year. Amounts include~~Bonus Plan. Awards that are granted in the form of equity-based awards will be issued pursuant to the First Hawaiian, Inc. 2016 Omnibus Incentive Compensation Plan (the "2016 Equity Plan") or any other plan maintained by the Company for equity-based awards at the time of grant. Each of our named executive officers has performance goals and targets established at the beginning of each year, which are taken into account in determining the executive's annual incentive awards, but our Board or Compensation Committee has discretion to determine the final award amount. For 2016, due to the IPO, annual incentive targets were established for our named executive officers in July. The Compensation Committee determined actual incentive awards for 2016 in March 2017 based on the Company's performance against financial targets and individual performance against qualitative performance measures, with discretionary modifications where deemed warranted. Annual incentive awards for 2016 are disclosed in the Summary Compensation Table above and were: Mr. Harrison: $893,000; Mr. Yeaman: $672,000; Mr. Fujioka: $376,339; and Mr. Yamada: $443,043.

Prior to 2016, cash ~~payments~~incentive awards were made to key employees of First Hawaiian Bank and its subsidiaries under the ~~Corporation's Cash Bonus Plan for 1998~~IPKE, a discretionary annual cash bonus program. Each of our named executive officers had performance goals and ~~cash payments~~targets established at the beginning of each year, which were taken into account in determining the executive's annual incentive awards. All awards under the ~~Corporation's Incentive Plan for Key Executives ("IPKE") for all years. The Cash Bonus Plan was discontinued commencing with~~IPKE were discretionary as determined by the ~~January 1, 1999 plan year. Note (3) Reported amount represents above-market interest earned on amounts deferred under~~Compensation Committee of the ~~DCP.~~First Hawaiian Bank board of directors. The aggregate amount of ~~perquisites~~all incentive awards granted under the IPKE in any one fiscal year to one employee could not exceed the employee's annual base salary at the close of the preceding fiscal year.

To facilitate compliance with CRD IV, as discussed under "CRD IV Compensation Standards" below, a portion of the amounts payable for certain awards under the IPKE and the Bonus Plan were deferred and paid out over a period of one to four years. In addition, a portion of the amounts that were deferred are variable based on the performance of BNPP's stock price and the exchange rate of euros to U.S. dollars. The amounts shown in the Bonus column of the Summary Compensation Table above include the full amount of the annual incentive plan awards made to our NEOs and, of those amounts, the following amounts were deferred: Mr. Harrison's 2015 award: $454,000 will be paid out in semi-annual installments between 2016 and 2019; Mr. Fujioka's 2016 award: $178,468 will be paid out later in 2017; and Mr. Yamada's 2015 award: $264,588 will be paid out in semi-annual installments between 2016 and 2019. Of the amounts deferred, the following amounts are variable based on the performance of BNPP's stock price and the exchange rate of euros to U.S. dollars: Mr. Harrison's 2015 award: $91,500; Mr. Fujioka's 2016 award: $197,871; and Mr. Yamada's 2015 award: $49,518.

The board of directors of First Hawaiian Bank adopted the First Hawaiian Bank Long-Term Incentive Plan, effective January 2008, which was intended to promote the success and enhance the value of First Hawaiian Bank by providing participants with an incentive to remain employees of First Hawaiian Bank and to help it accomplish financial and other ~~personal benefits received~~goals over the long term. Our Board amended and restated the First Hawaiian Bank Long-Term Incentive Plan effective August 9, 2016, which was assumed by First Hawaiian and retitled the First Hawaiian, Inc. Long-Term Incentive Plan. The Compensation Committee of the First Hawaiian Board sets performance goals under the LTIP for overlapping three-year performance periods. Each of our named executive officers participates in the LTIP.

Awards made prior to 2016 were paid in cash within two and a half months after the end of the applicable performance period. The 2013-2015 LTIP Awards were granted in 2013 and had a performance period from 2013-2015 with an earn-out range of 0% to 200% of target. The 2013-2015 LTIP Awards were earned for each of our named executive officers at a total payout rate of 180.2%.

The 2013-2015 LTIP Awards, as reported in the Summary Compensation Table above, were $621,810 for Mr. Harrison and $420,081 for Mr. Yamada. The 2014-2016 LTIP Awards were granted in 2014 and had a performance period from 2014-2016 with an earn-out range of 0% to 200% of target. The 2014-2016 LTIP Awards were earned for each of our named executive officers at a total payout rate of 181.0%. The 2014-2016 LTIP Awards, as reported in the Summary Compensation Table above, were $648,200 for Mr. Harrison, $347,404 for Mr. Fujioka, and $427,357 for Mr. Yamada.

Awards made in 2016 were made under the amended and restated LTIP, which provides for performance share unit awards with successive, overlapping three-year performance periods to be granted under and subject to the terms and conditions of the 2016 Equity Plan. The amended and restated LTIP is administered by our Compensation Committee, which will designate employees to participate in the amended and restated LTIP and set performance goals for the performance share units. We granted 2016-2018 LTIP Awards in the form of performance share units to certain executives, including 24,739 performance share units to Mr. Harrison; 24,347 performance share units to Mr. Yeaman; 9,391 performance share units to Mr. Fujioka; and 11,043 performance share units to Mr. Yamada. The performance share unit award agreement for the 2016-2018 LTIP Awards provides for cliff vesting of performance share units within 90 days following the end of a three-year performance period. Performance share units for the 2016-2018 LTIP Awards will be earned between 0-100% of target based on performance.

The 2014-2016 LTIP Awards, which were paid in cash in 2017, and the 2016-2018 LTIP Awards, which were granted in performance share units in 2016, are both reported in the Summary Compensation Table as compensation for the 2016 fiscal year.

Prior to the IPO, BNPP granted awards under the BNPP Contingent Sustainable and International Scheme (the "BNPP CSIS") and the BNPP Group Sustainability and Incentive Scheme (the "BNPP GSIS") to certain executives, including each of our named executive officers. BNPP granted cash-based awards under the BNPP CSIS in 2016 with a performance period from 2016-2018 to certain executives, including awards at target of $110,000 for Mr. Harrison, $50,000 for Mr. Yeaman and $25,000 for each of Messrs. Fujioka and Yamada. BNPP granted cash-based awards under the BNPP GSIS in 2015 with a performance period from 2015-2017 to certain executives, including awards at target of $110,000 for Mr. Harrison and $60,000 for each of Messrs. Fujioka and Yamada. The performance measures for these awards are based on BNPP's operating performance, corporate social responsibility performance and positive pre-tax income. These BNPP awards will be reported in the Summary Compensation Table in the year in which they are earned.

In connection with the IPO, our Board approved the award of special one-time grants of restricted shares and performance share units (the "IPO awards") to certain key executives, including each of our named executive officers, which were granted upon the completion of the IPO. An aggregate of 192,609 shares were granted pursuant to the IPO awards.

The restricted share portion of the IPO awards was fully vested on grant and subject to transfer restrictions that lapsed six months following the grant date for 50% of the restricted shares and 18 months following the grant date for the remaining 50% of the restricted shares. The performance share units portion of the IPO awards will vest in three equal annual installments on each of the first three anniversaries of the date of the IPO, subject to continued employment (other than a termination of employment by reason of death, disability or retirement) and positive First Hawaiian Core Net Income, as defined within the terms of the performance share unit award agreement, in the fiscal year immediately preceding the applicable vesting date. Performance share units are subject to transfer

restrictions that will lapse six months following the applicable vesting date. On a termination of employment by reason of disability or retirement, outstanding performance share units will continue to vest as scheduled based on actual performance. On a termination of employment by reason of death, outstanding performance share units will vest in full and all transfer restrictions will immediately lapse. Mr. Harrison's IPO award was in an amount of 13,565 restricted shares and 20,348 performance share units; Mr. Yeaman's IPO award was in an amount of 7,826 restricted shares and 11,739 performance share units; Mr. Fujioka's IPO award was in an amount of 5,217 restricted shares and 7,826 performance share units; and Mr. Yamada's IPO award was in an amount of 10,434 restricted shares and 15,652 performance share units.

We previously entered into an employment agreement with Mr. Harrison, which became effective on January 1, 2012. The agreement was for an initial term of two years with automatic one-year extensions at the end of each year unless notice of termination is provided. During the initial term of the agreement, Mr. Harrison served as President and Chief Executive Officer, reporting to the board of directors of First Hawaiian Bank and the Chief Executive Officer of BancWest. Mr. Harrison has since been named Chairman and he continues to serve as Chief Executive Officer of First Hawaiian. Material terms of the employment agreement include: an annual base salary of $650,000 (which has since been increased to $875,000 for 2016 and to $935,000 for 2017); participation in the Bonus Plan with an annual target bonus of 80% of his annual base salary (which has since been increased to 85% for 2016 and a maximum of $1,047,000 for 2017) with an earn-out range of 0% to 200% of the target (which has since been changed to an earn-out rate of from 0% of the target to a designated percentage above the target as approved by the Compensation Committee at the beginning of the year); and participation in the LTIP, with a target bonus equal to 50% of his annual base salary (which has since been increased to 65% for 2016 and 139% for 2017) with an earn-out range of 0% to 200% of the target (which has since been changed and is 0% to 100% of the target for 2016 and 0% to $1,300,000 for 2017).

Mr. Harrison's employment agreement also includes severance benefits, which have since been replaced by his participation in the Executive Change-in-Control Retention Plan of First Hawaiian Bank (the "Executive CIC Plan") as described under "Executive Change-In-Control Retention Plan of First Hawaiian Bank" below.

The employment agreement also contains (i) a confidentiality provision that applies during the term of employment and for one year following any termination of employment, (ii) a non-competition provision that applies during the term of employment and for one year following any termination of employment that results in severance benefits and (iii) an employee non-solicit provision that applies during the term of employment and for one year following any termination of employment.

On July 6, 2016, our Board approved a role-based allowance for Mr. Harrison commensurate with his duties and responsibilities as the chief executive officer of a publicly traded company and to facilitate compliance with CRD IV, as discussed under "CRD IV Compensation Standards" below. The allowance is in an amount of $190,000 for each year from 2016 through 2024, payable on the date of our IPO for the year 2016 and on January 1 of each year from 2017 through 2024, subject to Mr. Harrison's continued employment through the payment date. The role-based allowance will accelerate in the event Mr. Harrison is either terminated without cause or resigns for good reason (as each term is defined in the Employment Agreement previously entered into with Mr. Harrison effective January 1, 2012), and our Compensation Committee retains discretion to accelerate unpaid amounts after First Hawaiian is no longer consolidated with BNPP.

We previously entered into an offer letter with Mr. Yeaman, which became effective on June 15, 2015. Pursuant to the letter agreement, Mr. Yeaman is an "at will" employee and serves as President and Chief Operating Officer of First Hawaiian Bank. Mr. Yeaman has since been named President and Chief Operating Officer of First Hawaiian. Material terms of the offer letter include: an annual base salary of $725,000 (which has since been increased to $746,750 for 2016 and to $761,685 for 2017), subject to periodic review; a one-time sign-on bonus of $100,000, which was subject to repayment if Mr. Yeaman's employment terminated prior to the first anniversary of his start date; participation in the IPKE with an annual target bonus of 90% of Mr. Yeaman's annual base salary; participation in the LTIP with a target bonus equal to 75% of Mr. Yeaman's annual base salary; participation in the BNP Paribas International Sustainability and Incentive Scheme program with a target value of $110,000, which participation ended as of the date of our IPO; participation in the Executive Change-In-Control Retention Plan of First Hawaiian Bank (as described below); a transition award opportunity of $710,000 (subject to the imposition of performance conditions) over two years to replace the loss of unvested compensation under deferred compensation arrangements at a prior employer, and an auto allowance of $7,200 per year and certain membership fees. Mr. Yeaman's transition award was granted 50% in fixed cash and 50% in cash incentive award the value of which is tied to the price of BNPP stock. The transition award is paid out entirely in cash in two installments, the first on March 31, 2016 and the second on March 31, 2017, and resulted in a payment of $307,682 for 2016.

Our named executive officers participate in a variety of insurance plans, including a group variable universal life insurance policy, an individual disability insurance policy, a group life insurance plan, a special life insurance policy and an executive life insurance plan. Company-paid premiums under those policies are disclosed in the Summary Compensation Table above.

Under the executive life insurance plan we provide pre- and post-retirement life insurance benefits for certain executives, including the named executive officers. For Messrs. Fujioka and Yamada, death benefits under this plan are equal to three times current base salary while actively employed and three times final salary post-retirement. For Mr. Yamada, upon his retirement in December 2016, we transferred ownership of a company-owned life insurance policy to the participating executive with cash value sufficient, using reasonable actuarial assumptions, to support the policy to the policy maturity date.

As of December 31, 2016, our named executive officers held outstanding equity-based awards of First Hawaiian as listed in the table below.

In May 2015, the First Hawaiian Bank board of directors adopted the Executive CIC Plan to advance the interests of First Hawaiian Bank by ensuring the continued employment, dedication and focused attention of its executive officers, notwithstanding the possibility, threat or occurrence of a change in control. Executive officers of First Hawaiian Bank become eligible to participate in the plan upon designation by the Compensation Committee of the First Hawaiian Bank board of directors. Messrs. Harrison, Yeaman and Fujioka participate in the Executive CIC Plan. Mr. Harrison's participation in the Executive CIC Plan replaces the severance benefits he would otherwise be entitled to pursuant to his employment agreement. Severance benefits provided under the Executive CIC Plan vary based on the level of employee. The following description and level of severance benefits applies to our named executive officers and not necessarily to other participants in the Executive CIC Plan.

Under the Executive CIC Plan, if within two years after a "change in control" (x) an executive's employment is involuntarily terminated without "cause" or (y) an executive terminates employment for "good reason", such executive is entitled to (i) a lump sum payment generally payable on the last day of the month following such termination of employment equal to (A) one times the executive's highest annual base salary earned at any time during the preceding three fiscal years; and (B) one times the largest of (1) the actual annual bonus earned under the IPKE during the fiscal year in which termination occurs, (2) the executive's target annual bonus under the IPKE at the date of termination and (3) the highest bonus actually paid to the executive under the IPKE in any of the three fiscal years prior to termination; (ii) health benefits in the form of a subsidy toward the premium cost of continuation coverage under the Consolidated Omnibus Budget Reconciliation Act (COBRA) for two years after termination of employment; and (iii) reimbursement for reasonable expenses incurred for outplacement services, up to a maximum of $20,000. In addition, if an executive in the Executive CIC Plan executes a supplemental participation agreement to be bound by a non-competition provision and an employee and customer non-solicitation provision for one year after termination of employment and refrains from competing and soliciting employees and customers during such one-year period, the executive will also be entitled to a lump sum payment in the thirteenth month after termination equal to (i) one times the highest annual base salary earned at any time during the last three completed fiscal years; and (ii) one times the largest of (1) the executive's actual annual bonus earned under the IPKE during the fiscal year in which termination occurs, (2) the executive's target annual bonus under the IPKE at the date of termination and (3) the highest bonus actually paid under the IPKE to the executive in any of the three most recent consecutive fiscal years ~~was less than $50,000~~prior to termination of employment.

Under the Executive CIC Plan, if outside of the two years after a "change in control", including during any period prior to a "change in control", (x) an executive is involuntarily terminated by First Hawaiian Bank without "cause" or (y) an executive terminates employment with First Hawaiian Bank for "good reason", such executive will be entitled to (i) a lump sum paid one month after termination of employment equal to (A) two times the executive's highest annual base salary at any time during the preceding three fiscal years; and ~~10%~~(B) two times the largest of ~~salary~~(1) the actual annual bonus earned under the IPKE during the fiscal year in which termination occurs, (2) the participant's target annual bonus

under the IPKE at the date of termination and ~~bonus. Note (4) LTIP payouts are reported~~(3) the highest bonus actually paid under the IPKE to the executive in any of the three most recent consecutive fiscal years prior to termination.

For purposes of the Executive CIC Plan, "cause" generally means the executive's (i) willful failure to perform his or her duties, which is not remedied within fifteen business days' following written notice; (ii) gross negligence in the ~~year payment is made, not~~performance of duties; (iii) conviction of, or plea of guilty or no contest to, any felony or any other crime involving the ~~years for which payments are earned. To address the impact~~personal enrichment of the ~~Merger under change-in-control provisions~~executive at First Hawaiian Bank's expense; (iv) willful engagement in conduct that is demonstrably and materially injurious to First Hawaiian Bank; (v) material violation of any federal or state banking law or regulation; (vi) material violation of any provision of First Hawaiian Bank's code of conduct and ethics or other established code of conduct to which the executive is subject; and (vii) willful violation of confidentiality, non-disparagement, non-competition, and employee and customer non-solicitation covenants.

"Good reason" generally means an executive (i) has incurred a material reduction in base salary, authority, duties or responsibilities, or in the budget over which the participant has authority; (ii) has incurred a material reduction in the authority, duties or responsibilities of the ~~Long Term Incentive~~executive's supervisor; or (iii) has been provided notice that his principal place of work will be relocated to a different Hawaiian Island or to a place more than 50 miles from the executive's base of employment immediately prior to the change in control.

"Change in control" generally means, (i) any transaction as a result of which, immediately thereafter, BNPP owns directly or indirectly (A) securities of BancWest representing no more than 50% or less of the combined voting power of BancWest then outstanding or (B) securities of First Hawaiian Bank representing no more than 50% or less of the combined voting power of First Hawaiian Bank then outstanding or (ii) the sale of all or substantially all of the assets of First Hawaiian Bank to an unrelated third party.

The Executive CIC Plan also contains (i) a ~~payment~~confidentiality provision and (ii) a non-disparagement provision, each of which applies during employment and for one year following any qualifying termination of employment under the Executive CIC Plan.

We maintain the BancWest Corporation 401(k) Savings Plan, which we renamed the First Hawaiian, Inc. 401(k) Savings Plan, effective January 6, 2017 (the "401(k) Plan"), which is a tax-qualified defined contribution savings plan for all eligible employees of First Hawaiian, including each of our named executive officers. Under the 401(k) Plan, eligible employees may contribute up to 75% of their pay (subject to Internal Revenue Service limitations) to the 401(k) Plan commencing upon their date of hire. Contributions are withheld by payroll deductions on a pre-tax basis. After participants have completed one year and 1,000 hours of service, First Hawaiian will match 100% of the first 5% of the pay that an employee contributes on a pre-tax basis to the 401(k) Plan. Messrs. Harrison, Yeaman and Fujioka are eligible for such First Hawaiian matching contributions. Participants are 100% vested in their pre-tax contributions and, upon completion of one year and 1,000 hours of service, the employer matching contributions. In addition, participants become 100% vested in the employer matching contributions upon death or disability (as defined in the 401(k) Plan), in each case, while an employee, or upon retirement.

In addition, we maintain the BancWest Corporation Future Plan, which we renamed the First Hawaiian, Inc. Future Plan, effective May 16, 2016 (the "Future Plan"). The Future Plan is a money purchase plan that is designed to help eligible employees build long-term savings through First Hawaiian contributions toward retirement. Messrs. Harrison, Yeaman and Fujioka participate in the Future Plan. Under the Future Plan, First Hawaiian contributes an amount equal to ~~one-third~~2.5% of ~~the maximum value attainable for the 1998-2000 13~~ ~~performance cycle was~~an eligible employee's pay. Employees may direct how contributions will be invested. Contributions are made each

calendar quarter to ~~participants~~a Future Plan account that is held in the ~~LTIP (based~~name of each participant. Employees vest in the plan after completing five years of service with First Hawaiian, or upon ~~1998 compensation levels)~~death, disability (as defined in ~~January 1999. Messrs. Dods, Tsui, Karr and Horner waived all other payments under~~ the ~~LTIP change-in-control provisions arising out~~Future Plan) or attainment of age 65.

We also maintain the Merger. Note (5) Includes (i) premiums for life insurance, including "gross-up" for income taxes; (ii) amounts related to split-dollar insurance agreements as discussed below; and (iii) contributions forFirst Hawaiian Bank Deferred Compensation Plan (the "First Hawaiian Bank DCP"), the ~~account~~Employees' Retirement Plan of ~~the above-named executive officers to the Corporation's Profit Sharing Plan ("Profit Sharing Plan"~~BancWest Corporation (the "ERP") and ~~amounts credited to~~ the ~~accounts of such executive officers under the profit-sharing portion of the Corporation's nonqualified, unfunded~~BancWest Corporation Supplemental Executive Retirement Plan (the "SERP") ~~that provides benefits that would have been provided under~~. In connection with the ~~Profit Sharing~~IPO, we adopted the First Hawaiian, Inc. Deferred Compensation Plan ~~but~~(2016 Restatement) (the "First Hawaiian, Inc. DCP") effective December 13, 2016 for ~~Internal Revenue Code (the "Code") restrictions on such benefits. (In determining profit-sharing benefits under~~First Hawaiian participants. Messrs. Harrison, Fujioka and Yamada participate in the SERP, ~~the participant's covered compensation includes base pay, commissions, overtime, short- term incentive pay,~~ and the annual cash bonus earned under IPKE; a participant's covered compensation does not include the cash portion of the Corporation's Cash Bonus Plan.) Profit-sharing contributions to the Profit Sharing Plan were discontinued commencing with the January 1, 1999 plan year. Accordingly, the Profit Sharing Plan columnMr. Yamada participates in the ~~table below includes only 401(k) matching contributions, if any, made on the executive's behalf. Details~~ERP. We expect that each of ~~All Other Compensation received by the above-named executive officers for 2000 are as follows:~~

~~The Corporation has split-dollar insurance agreements with the~~our named executive officers ~~as well as certain other senior officers.~~will participate in the First Hawaiian, Inc. DCP. Mr. Yeaman participates in the First Hawaiian Bank DCP.

Under ~~each agreement,~~ the ~~Corporation pays all premiums~~First Hawaiian, Inc. DCP, the Compensation Committee of our Board may designate employees for ~~a policy on~~retirement contributions and participants may defer portions of their base salary or cash-based incentive award. None of our named executive officers receive retirement contributions under the ~~life of~~First Hawaiian, Inc. DCP. Under the ~~executive. The executive is entitled to~~First Hawaiian Bank DCP, participating employees may defer a portion of their base salary, commission, or incentive compensation. Under the ~~death benefit~~First Hawaiian Bank DCP, the Compensation Committee may also, in its discretion, designate employees on whose behalf First Hawaiian Bank may make executive retirement contributions. Mr. Yeaman receives an executive retirement contribution under the First Hawaiian Bank DCP equal to ~~three times~~7.5% of base salary and ~~the Corporation is entitled~~any incentive compensation payments, excluding LTIP awards. Such retirement contributions vest over five years of service with First Hawaiian Bank with automatic vesting upon attainment of age 65, disability or death prior to ~~the remainder. If the executive remains employed~~termination of employment. Executive retirement contributions are paid in either a lump sum or annual installments, as elected by the ~~Corporation,~~executive.

The ERP is a defined benefit retirement plan under which participants receive a benefit calculated by multiplying the ~~policy splits (typically at age 65)~~total base salary, commissions, overtime pay and ~~the executive retains a policy with a death benefit equal~~shift and other premiums earned during each year of employment by 1.50%, subject to three times final salary, and a portion of the accumulated cash values. The policies are designed so that the Corporation will recover all premiums previously paid plus an interest factor from its share of death benefits or cash values. The amounts under "Split-Dollar Insurance - Term Element" represent the portion of split dollar insurance premiums paid in 2000 corresponding to the insurer's lowest term insurance ratereduction for the relevant death benefit, plus related gross-ups for income taxes. The amounts under "Split-Dollar Insurance-Interest Element" represent the present values of hypothetical interest-free loans of the non-term elements of 2000 split-dollar insurance premiums. This methodology has also been used in calculating the split-dollar elements of 1998 and 1999 amounts shown under "All Other Compensation." The Corporation also has a $1,000,000 whole life insurance policy on the life of Mr. Dods. The premium and related gross-up for income taxes on this policy are included under "Life Insurance." The death benefit under this policy is deducted from the death benefit under Mr. Dods' split-dollar policy. Note (6) The 1998 bonus amount shown for Mr. McGrath is the annual bonus he earned for all of calendar year 1998 under the Bank of the West Senior Management Incentive Plan, although he was an executive officer of the Corporation only from November 1, 1998. Note (7) These restricted shares were awarded pursuant to requirements of the Merger and were not part of a recurring compensation arrangement. 14 Option Grants in Last Fiscal Year The following table sets forth 2000 option grants to each of the named executive officers under the Corporation's 1998 Stock Incentive Plan ("1998 SIP") and the potential realizable values of such options.

Notes to Option Grants in Last Fiscal Year: Note (1) Options were granted at 100% of the market value of the stock on the date of the grant. The options vest 25% on the day following the first anniversary of the grant and 25% per year thereafter. The exercise price of an option is payable in cash and/or previously acquired shares. Tax withholding may be accomplished by cash payments or (with Executive Compensation Committee approval) share withholding. None of the options were reloads. Note (2) The potential realizable value is reported net of the option exercise price, but before income taxes associated with exercise. These amounts represent assumed annual compounded rates of appreciation of the underlying stock of 5% and 10% from the date of grant to the end of the option. Actual gains, if any, on stock option exercises are dependent on the future performance of Common Stock, overall stock market conditions, and the optionee's continued employment through the vesting period. The amounts reflected in these columns may not necessarily be achieved. Aggregated Option/SAR Exercises in Last Fiscal Year and FY-End Option/SAR Values

For the year ended December 31, 2000, there was no adjustment or amendment to the exercise price of stock options previously awarded. Long-Term Incentive Plans--Awards in Last Fiscal Year For information concerning LTIP awards during 2000, see "Proposal to Approve Certain Material Terms of the Long-Term Incentive Plan - LTIP Awards in Last Fiscal Year." Defined Benefit Pension and Supplemental Executive Retirement Plans The Corporation has an Employees' Retirement Plan (the "ERP") for employees of the Corporation and participating subsidiaries. Under the ERP, covered compensation includes salary, including overtime, but excluding bonuses. Pension compensation is also limited to the maximum allowable under the Code. Retirement benefits 15 ~~become payable effective upon an employee's retirement at the normal retirement age of 65 years. Normal retirement benefits payable~~early retirement. Benefits under the ERP are ~~based on average compensation and years of credited service. Under specified circumstances, an employee who has attained~~paid in a monthly annuity elected by each participant, although certain ~~age and length of service~~benefits may ~~retire early with reduced benefits. The~~be received as a lump-sum payment. Benefits under the ERP ~~was "frozen" as of~~were frozen effective December 31, 1995, ~~and none of the executive officers named in the Summary Compensation Table accrues such~~with no benefits accruing under the ~~ERP~~plan for ~~service~~compensation earned or services performed after December 31, 1995. Effective as of January 1, 1999, assets attributable to certain Bank of the West employees in the BNP U.S. Retirement Plan (the "BNP Plan") were merged into the ERP and the ERP was amended to provide eligible Bank of the West employees with accrual of benefits comparable to those provided under the BNP Plan. Benefits accrue based upon an employee's years of service and compensation over his/her years of employment. Mr. McGrathsuch date. The SERP is ~~the only executive officer named in the Summary Compensation Table eligible to accrue such benefits. The Corporation also maintains~~ a ~~grandfathered pension portion of the SERP~~non-qualified plan under which executive officers named in the Summary Compensation Table continue to earn benefits based on the ERP formula. In determining grandfathered pension benefits under the SERP, the participant's covered compensation includes base pay, commissions, overtime, short-term incentive pay and the annual cash bonus earned under IPKE;participating executives generally receive a participant's covered compensation does not include the cash portion of the Corporation's Cash Bonus Plan or any LTIP bonus. The grandfathered pension benefit payable under the SERP is reduced by the participant's "frozen" accrued benefit under the ERP. Effective as of January 1, 1998, the SERP was amended to provide that eligible executive officers, including the executive officers named in the Summary Compensation Table, would receive benefits under the SERP in an amount equal to the greater of (i) the benefits payable under the profit-sharing portion of the SERP and the grandfathered SERP pension benefits or (ii) a target percentage (60% for executives with 20 or more years of service) of his/her final average compensation (see Note (1) below). As required by the Merger agreement, the SERP was amended to provide that certain Bank of the West employees, including Mr. McGrath, would be entitled to a minimum benefit equal to ~~the minimum benefit under the terminated Bank~~a percentage of the West Excess Benefit Plan. To be eligible for such minimum benefit, Mr. McGrath must have completed at least 20 years of service and attained at least age 55 at retirement. The minimum benefit will be 50% of his base salary at the annual rate in effect on the date he retires from service ("final pay") if he is at least age 60 at retirement and 30% of his final pay if he is at least age 55 but less than 60 at retirement. Mr. McGrath is currently age 52 with 25 years of service and at December 31, 2000 his base salary was $750,024. The following table illustrates the estimated annual pension benefits payable under the ERP and the SERP to an executive officer at age 65. Whether these amounts become payable depends on the contingencies and conditions set forth in the ERP and the SERP.

16 ~~Notes to Defined Benefit Pension Plans Table: Note (1) Final average compensation represents~~ the average annual rate of compensation earned during the ~~highest~~ 60 consecutive calendar months inout of the last 120 calendar months of ~~creditable service.~~employment that results in the highest average, subject to reduction in the case of early retirement. In the case of Messrs. Harrison, Fujioka and Yamada, they receive a benefit equal to a percentage of the highest consecutive 12 months of compensation earned during their final 60 months of service prior to retirement, subject to reduction in the case of early retirement. The target percentage, in the case of Messrs. Harrison, Fujioka and Yamada, is 60% multiplied by a fraction based on credited years of service under the SERP. The benefit is also reduced by benefits received pursuant to other retirement plans, including, among others, the 401(k) Plan, the Future Plan, the ERP and 50% of an executive's monthly primary social security benefit, determined as if the executive was age 65. Executive participants may elect to receive benefits in a monthly annuity, monthly installments or a lump sum, subject to certain restrictions.

Under each of the First Hawaiian, Inc. DCP and the SERP, within thirty days after a "change in control of the company", any amounts credited to accounts of participants in each respective plan that have not previously been contributed to a trust are required to be contributed to a trust. Similarly within thirty days after a "change in control of a bank subsidiary" any amounts credited to accounts of participants in each respective plan who are employees of that bank subsidiary that have not previously been contributed to a trust are required to be contributed. "Change in control of the company", as used in the First Hawaiian, Inc. DCP and the SERP, generally means, (i) any person other than BNPP, any affiliate of BNPP or a fiduciary holding shares under an employee benefit plan, becomes the

beneficial owner of more than 50% of the combined voting power of BancWest, (ii) a merger or consolidation of BancWest, a result of which either (A) any person other than BNPP or an affiliate becomes the beneficial owner of more than 50% of the voting power of BancWest or (B) the shares of BancWest outstanding immediately prior to such transaction do not represent a majority of the voting power of all voting securities of such entity outstanding immediately after such transaction or (iii) the sale of all or substantially all of the assets of BancWest. "Change in control of a bank subsidiary" generally means (i) any person other than BNPP, any affiliate of BNPP or a fiduciary holding shares under an employee benefit plan, becomes the beneficial owner of more than 50% of the combined voting power of either First Hawaiian Bank or Bank of the West, (ii) a merger or consolidation of either First Hawaiian Bank or Bank of the West, a result of which either (A) any person other than BNPP or an affiliate becomes the beneficial owner of more than 50% of the voting power of either First Hawaiian Bank or Bank of the West or (B) the shares of either First Hawaiian Bank or Bank of the West outstanding immediately prior to such transaction do not represent a majority of the voting power of all voting securities of such entity outstanding immediately after such transaction or (iii) the sale of all or substantially all of the assets of either First Hawaiian Bank or Bank of the West.

As a banking organization headquartered in France, which is within the European Union ("EU"), BNPP is subject to CRD IV. As long as First Hawaiian is a controlled subsidiary of BNPP, we are subject to the compensation standards of CRD IV. As a result of the implications of CRD IV, certain of our most senior employees, including, for 2016, each of our named executive officers, may not receive variable compensation in excess of 100% of fixed compensation (200% with shareholder approval). CRD IV also imposes a requirement for covered employees that (i) at least 40% of the variable compensation must be deferred over a specified period of at least three to five years, (ii) at least 50% of the variable remuneration is paid in equity-linked instruments and (iii) a clawback or malus arrangement must cover up to 100% of the variable compensation. We intend to maintain competitive total compensation levels for affected employees, although it is possible that the structure of our compensation packages may not be considered in line with our peers. Once we cease to be subject to CRD IV, we will evaluate and modify our compensation structure as appropriate so that it is more aligned with our peers and allows us to continue to attract and retain the high-caliber talent necessary to maximize long-term shareholder value.

The following table lists the individuals who received compensation in 2016 for their service as non-employee directors of First Hawaiian.

In connection with our IPO, we adopted a new director compensation program that provides the following compensation for non-employee members of our Board:

We also reimburse all directors for reasonable out-of-pocket expenses incurred in connection with the performance of their duties as directors.

Our Board adopted the First Hawaiian, Inc. 2016 Non-Employee Director Plan effective July 22, 2016. The initial equity awards granted in connection with our IPO were in the form of restricted stock units that vest and settle in shares one year after the grant date subject to continued service (or upon an earlier change in control), and were prorated to reflect 2016 service commencing April 1. In connection with our IPO, we granted 5,379 shares of our common stock underlying the restricted stock units to certain of our non-employee directors.

Notwithstanding the above, any director who is an officer of the Company and any director who is nominated by BNPP will not receive any director compensation.

We or one of our subsidiaries may occasionally enter into transactions with certain "related persons." Related persons include our executive officers, directors, nominees for director, 5% or more beneficial owners of our common stock, immediate family members of these persons and entities in which one of these persons has a direct or indirect material interest. We generally refer to transactions with these related persons as "related party transactions."

Our Board has adopted a written policy governing the review and approval of transactions with related parties that will or may be expected to exceed $120,000 in any fiscal year. The policy calls for the related party transactions to be reviewed and, if deemed appropriate, approved or ratified by our Audit Committee. Upon determination by our Audit Committee that a transaction requires review under the ~~IPKE~~policy, the material facts are required to be presented to the Audit Committee. In determining whether or not to approve a related party transaction, our Audit Committee will take into account, among other relevant factors, whether the related party transaction is in our best interests, whether it involves a conflict of interest and the commercial reasonableness of the transaction. In the event that we become aware of a related party transaction that was not approved under the policy before it was entered into, our Audit Committee will review such transaction as ~~shown~~promptly as reasonably practical and will take such course of action as may be deemed appropriate under the circumstances. In the event a member of our Audit Committee is not disinterested with respect to the related party transaction under review, that member may not participate in the review, approval or ratification of that related party transaction.

Certain decisions and transactions are not subject to the related party transaction approval policy, including: (i) decisions on compensation or benefits relating to directors or executive officers and (ii) indebtedness to us in the ordinary course of business, on substantially the same terms, including interest rate and collateral, as those prevailing at the time for comparable loans with persons not related to us and not presenting more than the normal risk of collectability or other unfavorable features.

BNPP indirectly beneficially owns, through the BNPP selling stockholder, 62.0% of our common stock and, as a result, BNPP has considerable control over us.

Historically, BNPP and its affiliates provided certain services to us. In connection with the IPO, we and BNPP entered into certain agreements that provide a framework for our ongoing relationship with BNPP. We entered into a Stockholder Agreement with BNPP that gives BNPP certain consent and other rights with respect to our business, including the ability to nominate candidates for election to our Board (and appointment to Board committees) and consent rights with respect to dividends and various other significant corporate actions we may pursue. The scope of the rights held by BNPP under the Stockholder Agreement will depend on the ~~Summary Compensation~~ level of BNPP's beneficial ownership of our outstanding common stock. We also entered into a Transitional Services Agreement with First Hawaiian Bank, BNPP, Bank of the West and BancWest Holding, Inc. ("BancWest Holding"), which governs the transition of certain shared services, which primarily consist of shared services provided pursuant to agreements with third-party vendors, during specified transition periods, and a Registration Rights Agreement which requires us to register shares of our common stock beneficially owned by BNPP under certain circumstances.

In addition to the foregoing agreements, in connection with the Reorganization Transactions and the U.S. intermediate holding company restructuring on April 1, 2016 and July 1, 2016, respectively, we entered into certain agreements with BNPP and its affiliates that govern our relationship following the

Reorganization Transactions: a Master Reorganization Agreement; an Expense Reimbursement Agreement; a Tax Sharing Agreement; and the IHC Tax Allocation Agreement. The Master Reorganization Agreement with BNPP and certain of its affiliates memorializes the Reorganization Transactions, allocates assets and liabilities between us and BNPP and its affiliates and details certain other agreements that govern our relationship with BNPP following the Reorganization Transactions. Pursuant to the Expense Reimbursement Agreement, BancWest Holding and BancWest Corporation, respectively, agreed to reimburse us for expenses associated with certain services that First Hawaiian Bank performs for the benefit of BNPP and its affiliates. The Tax Sharing Agreement and the IHC Tax Allocation Agreement are two separate agreements that govern the respective rights and obligations of the contracting parties, including us, in respect of federal, state and local income taxes, including those arising from or in connection with the Reorganization Transactions.

In connection with the IPO, we entered into the following agreements with BNPP and certain of its affiliates.

The Stockholder Agreement governs the relationship between BNPP and us following our IPO, including matters related to our corporate governance and BNPP's right to approve certain actions we might desire to take in the future. BNPP may, in its sole discretion, waive any of its rights under the ~~LTIP~~Stockholder Agreement at any time, including its rights to designate individuals for nomination and election to our Board and to designate individuals to serve on the committees of our Board.

Corporate Governance. Until such time as BNPP ceases to directly or ~~the Cash Bonus Plan)~~indirectly beneficially own at least 5% of our outstanding common stock, and unless BNPP chooses to waive its rights at an earlier point in time, BNPP is entitled to designate individuals for nomination and election to our Board (each such BNPP designated director, a "BNPP Director"). The ~~amount~~number of designees will depend on the level of BNPP's beneficial ownership of our outstanding common stock, as follows:

Pursuant to the Stockholder Agreement, following the earlier of the one year anniversary of the 50% Date and the 25% Date, and until the date on which BNPP ceases to directly or indirectly beneficially own at least 5% of our outstanding common stock, our Board will consist of a majority of independent directors, our Chief Executive Officer, who is also the Chairman of our Board, and the BNPP Directors.

BNPP will also be entitled to have the BNPP Directors serve on the Audit Committee, Corporate Governance and Nominating Committee, Compensation Committee and Risk Committee of our Board under certain circumstances. Under the Stockholder Agreement, the composition of these committees will depend on the level of BNPP's beneficial ownership of our outstanding common stock and whether any BNPP Directors are independent. BNPP will be entitled to make the following committee appointments:

Stockholder Approval Rights. Until BNPP ceases to directly or indirectly beneficially own at least 25% of our outstanding common stock, and unless BNPP chooses to waive any of its approval rights under the Stockholder Agreement before they would otherwise terminate, we may not (and may not permit our subsidiaries to) take various significant corporate actions in excess of certain thresholds, as applicable, without the approval of a majority of the BNPP directors on our Board at the time of such action, including entrance into mergers or consolidations, acquiring or disposing of securities, assets or liabilities, incurrence or guarantee of indebtedness, entrance into amendments to or terminations of material agreements, amendments to any of our or any of our subsidiaries' constituent documents, materially changing the scope of our business as conducted immediately prior to the IPO, terminating our or the Bank's Chief Executive Officer or Chief Financial Officer (other than for cause), increasing or decreasing the size of our Board, and engaging in certain other significant transactions.

Until BNPP no longer consolidates our financial statements with its financial statements under International Financial Reporting Standards ("IFRS"), and unless BNPP chooses to waive any of its approval rights under the Stockholder Agreement before they would otherwise terminate, we may not (and may not permit our subsidiaries to) approve our annual budget or make any change in our auditor without the approval of a majority of the BNPP directors on our Board at the time of such action.

Until BNPP ceases to directly or indirectly beneficially own at least 5% of our outstanding common stock, and unless BNPP chooses to waive any of its approval rights under the Stockholder Agreement before they would otherwise terminate, we may not (and may not permit our subsidiaries to) increase or decrease our authorized capital stock or create a new class or series of our capital stock, issue capital stock or acquire our or our subsidiaries' capital stock (subject to certain exceptions), list or delist our securities listed on a national securities exchange or form or delegate authority to any committee of our Board other than as required by applicable law without the approval of a majority of the BNPP directors on our Board at the time of such action.

Until BNPP ceases to control us for purposes of the BHC Act, and unless BNPP chooses to waive any of its approval rights under the Stockholder Agreement before they would otherwise terminate, we may not (and may not permit our subsidiaries to) change certain policies related to, among other things, risk appetite and asset-liability managements, enter into material written agreements or commitments with a regulatory agency, make any bankruptcy filing or petition by or with respect to us or any of our subsidiaries or declare or pay a dividend or other "capital distribution" as defined by the Federal Reserve without the approval of a majority of the BNPP Directors on our Board at the time of such action.

Compliance Obligations. Until BNPP no longer controls us for purposes of the BHC Act, we and our subsidiaries must maintain and comply with the policy framework implemented and enforced by BNPP applicable to us prior to the completion of our IPO (subject to waivers of such requirements or changes indicated in writing by BNPP) to the extent necessary for BNPP to comply with its legal and regulatory obligations under applicable law. In addition, we may not adopt or implement policies or procedures, and at BNPP's reasonable request must not take any actions, that would cause BNPP or its subsidiaries to violate applicable laws. We must also consult with BNPP prior to implementing or changing any risk, capital investment, asset liability management or regulatory compliance policy. Further, until BNPP no longer consolidates our financial statements with its financial statements under IFRS, we must comply with CRD IV and any similar regulations to which BNPP is subject with respect to compensation.

Information Rights. Until BNPP no longer controls us for purposes of the ~~amount earned~~BHC Act, we will be required to continue to provide to BNPP information and data relating to our business and financial results to the extent that such information and data is required for BNPP to meet any of its legal, financial, regulatory, compliance, tax, audit (internal and external) or risk management requirements consistent with past practice or as may be required for BNPP to comply with applicable law. In addition, during the time BNPP consolidates our financial statements with its financial statements under IFRS, we will be required to maintain accounting principles, systems and reporting formats that are consistent with BNPP's financial accounting practices in effect as of the date of the Annual Meeting. During this time, we also will be required to maintain appropriate disclosure controls and procedures and internal control over financial reporting, and to provide certifications to BNPP in accordance with BNPP's internal standards, and to inform BNPP promptly of any events or developments that might reasonably be expected to materially affect our financial results.

The Stockholder Agreement also provides that, until BNPP no longer controls us for purposes of the BHC Act, we shall consult and coordinate with BNPP with respect to public disclosures and filings, including in connection with our quarterly and annual financial results. Among other requirements, we will, to the extent practicable, provide BNPP with a copy of any public release at least two business days prior to publication and consider in good faith incorporating any comments provided by BNPP.

In addition, we and BNPP will have mutual rights with respect to any information and access each may require in connection with regulatory or supervisory reporting obligations or inquiries.

Share Exchange. At BNPP's option, we will be required to exchange some or all of the outstanding common stock beneficially owned by BNPP for an equal number of shares of our non voting common stock.

Indemnification. Each party to the Stockholder Agreement will indemnify the other for breaches of the Stockholder Agreement.

Other Provisions. The Stockholder Agreement also contains covenants and provisions with respect to the confidentiality of our and BNPP's information, subject to certain exceptions, including permitting our directors to share information with BNPP and its subsidiaries, and restrictions on our ability to

take any actions that would cause BNPP or any of its subsidiaries to violate any applicable law or regulation.

The Stockholder Agreement will generally have no further effect on and after the date on which BNPP ceases to directly or indirectly beneficially own any shares of our outstanding common stock, except certain obligations such as indemnification that will survive termination.

The Insurance Agreement governs the obligations of BNPP and BNP Paribas USA to procure and maintain director and officer liability insurance for us, our subsidiaries, and each of our respective directors, officers and employees (including any BNPP designated director) generally until such time as BNPP ceases to directly or indirectly beneficially own at least 50% of our outstanding common stock. After such time, we will be responsible for procuring our own director and officer insurance to cover our directors and officers, including BNPP designated directors. Each party to the Insurance Agreement will indemnify the other for breaches of the Insurance Agreement.

Pursuant to the Registration Rights Agreement, upon BNPP's request, we will use our reasonable best efforts to effect the registration under applicable federal and state securities laws of any shares of our common stock beneficially owned by BNPP. BNPP may assign its rights under the Registration Rights Agreement to any wholly owned subsidiary of BNPP that acquires from BNPP our common stock so long as such person agrees to be bound by the terms of the Registration Rights Agreement. The rights of BNPP and its permitted transferees under the Registration Rights Agreement will remain in effect with respect to all shares covered by the agreement until those shares are sold pursuant to an effective registration statement under the Securities Act, sold pursuant to Rule 144 of the Securities Act, transferred in a transaction where subsequent public distribution of the shares would not require registration under the Securities Act, or are no longer outstanding.

Demand Registration. BNPP may request registration under the Securities Act of 1933 (the "Securities Act") of all or any portion of our shares covered by the agreement, and we will be obligated, subject to limited exceptions, to register such shares as requested by BNPP. BNPP may request that we complete five demand registrations and underwritten offerings during the term of the Registration Rights Agreement subject to limitations on, among other things, minimum offering size. Subject to certain exceptions, we may defer the filing of a registration statement after a demand request has been made if at the time of such request we are engaged in confidential business activities, which would be required to be disclosed in the registration statement, and our Board determines that such disclosure would be materially detrimental to us and our stockholders. BNPP will be able to designate the terms of each offering effected pursuant to a demand registration, subject to market "cut back" exceptions regarding the size of the offering.

S-3 Registration. Once we become eligible, BNPP will be able to request on up to three occasions that we file a registration statement on Form S-3 to register all or any portion of our shares covered by the agreement and we will be obligated, subject to limited exceptions, to register such shares as requested by BNPP. BNPP may, at any time and from time to time, request that we complete an unlimited number of shelf take downs subject to certain exceptions such as minimum offering size over the term of the Registration Rights Agreement. BNPP will be able to designate the terms of each offering effected pursuant to a registration statement on Form S-3, subject to market "cut back" exceptions regarding the size of the offering.

Piggy Back Registration. If we at any time intend to file on our behalf or on behalf of any of our other security holders a registration statement in connection with a public offering of any of our

securities on a form and in a manner that would permit the registration for offer and sale of our common stock held by BNPP, BNPP will have the right to include its shares of our common stock in that offering. BNPP's ability to participate in any such offering will be subject to market "cut back" exceptions.

Registration Procedures Expenses. BNPP is generally responsible for all registration expenses, including expenses incurred by us, in connection with the registration, offer and sale of securities under the Registration Rights Agreement. The Registration Rights Agreement sets forth customary registration procedures, including an agreement by us to make our management available for road show presentations in connection with any underwritten offerings. We have also agreed to indemnify BNPP and its permitted transferees with respect to liabilities resulting from untrue statements or omissions in any registration statement used in any such registration, other than untrue statements or omissions resulting from information furnished to us for use in the registration statement by BNPP or any permitted transferee.

The Transitional Services Agreement that we and First Hawaiian Bank entered into with BNPP, BancWest Holding and Bank of the West governs the continued provision of certain services by and among the parties to the agreement. Prior to the Reorganization Transactions, Bank of the West and First Hawaiian Bank were the two bank subsidiaries of BancWest. Because Bank of the West and First Hawaiian Bank were under common ownership and were the only two U.S. bank subsidiaries of BNPP, each provided certain services to the other, they shared certain services and they relied on certain third-party service providers to provide them services pursuant to various shared contracts. Bank of the West relied on certain contracts to which BancWest or First Hawaiian Bank was a party for the ~~performance year, though not paid until~~provision of services that are important to its business. Likewise, First Hawaiian Bank relied on certain contracts to which BancWest, Bank of the West or BNPP was a party for the provision of certain key services. As we transition toward operating as a stand-alone public company, the parties to the Transitional Services Agreement will cease to provide services to one another and we will cease to rely on the contracts that we have historically shared with Bank of the West or BNPP and replace them with new contracts between us and third-party service providers to the extent necessary. The Transitional Services Agreement governs the continued provision of certain services and our migration away from shared services with Bank of the West, BancWest Holding and BNPP during specified transition periods.

The Transitional Services Agreement provides for the continuation of services pursuant to the following ~~year.~~types of arrangements:

The ~~estimated annual benefits are computed~~Transitional Services Agreement governs the continued provision of these types of arrangements relating to the following categories of services:

The fees for each of the services provided under the Transitional Services Agreement have been mutually agreed upon as part of the negotiation of the Transitional Services Agreement and may vary on the basis of ~~a straight-life annuity form~~usage and other factors. We expect to incur additional annual costs for services provided to us under the Transitional Services Agreement. Although we believe the Transitional Services Agreement contains commercially reasonable terms (including fees for the services provided) that could have been negotiated with an independent third-party, the terms of ~~payment with no social security offset. Note (2) As of~~the agreement may later prove to be more or less favorable than arrangements we could make to provide these services internally or to obtain them from unaffiliated service providers in the future.

The Transitional Services Agreement will terminate on December 31, ~~2000, the number of years of creditable service~~2018 or an earlier date as provided therein. The services provided under the ~~Corporation's defined benefit plans~~Transitional Services Agreement will terminate at various times specified in the agreement, which for ~~each~~certain services may occur at such time as BNPP's beneficial ownership of our common stock generally falls below 51% (if the agreement has not otherwise terminated at such time). The party receiving services may terminate any service by giving at least 30 days prior written notice to the provider of the ~~executive officers named~~service. In addition, subject to consent rights or requirements under third-party agreements, the Transitional Services Agreement provides that the parties may agree to up to one extension of each service term for a period of no longer than 180 days.

Except for breaches of certain intellectual property, confidentiality, systems security and data protection provisions, and breaches of applicable law, in the Summary Compensation Table was as follows: Mr. Dods, 32 years; Mr. McGrath, 25 years; Mr. Tsui, 17 years (seven years actual service plus ten years added by the Executive Compensation Committee when Mr. Tsui was hired); Mr. Karr, 28 years; and Mr. Horner, 22 years. The Merger constituted a change in control for purposesconnection with provision or receipt of the ~~SERP. As a result, if a SERP participant is "involuntarily terminated" within 36 months~~services being provided or received under the Transitional Services Agreement, and losses resulting from our or First Hawaiian Bank's or any of ~~the Merger, he/she will be granted three extra years of credited service, the SERP benefit will be based on the greater of covered compensation over the 12 months prior to termination~~BNPP's, BancWest Holding's or the final average compensation otherwise provided in the SERP, and benefit payments will commence on the later of attaining age 55 or the date of termination. The SERP defines "involuntary termination" to include a discharge or resignation in response to a (i) change in day-to-day duties; (ii) reduction in compensation or benefits; (iii) downward change of title; or (iv) relocation requested by the employer. Change-in-Control and Employment Arrangements Prior to the Merger, Mr. McGrath was a party to an employment agreement with Bank of the ~~West. To replace that agreement,~~West's fraud, gross negligence, willful misconduct or bad faith and certain indemnification responsibilities, none of First Hawaiian, First Hawaiian Bank, BNPP, BancWest Holding or Bank of the ~~Corporation~~West will be liable for claims in connection with or arising out of the Transitional Services Agreement in an aggregate amount exceeding the aggregate fees paid to the liable party for services under the Transitional Services Agreement.

In connection with the Reorganization Transactions, we entered into ~~an employment agreement~~the following agreements with ~~Mr. McGrath (the "Agreement"), effective upon~~BNPP and certain of its affiliates.

On April 1, 2016, we entered into a Master Reorganization Agreement with BNPP, BancWest Holding and BancWest Corporation. The Master Reorganization Agreement (i) memorializes the ~~consummation~~Reorganization Transactions, (ii) provides for the simultaneous execution or subsequent negotiation and execution of other agreements that govern certain aspects of our and First Hawaiian Bank's relationship with BNPP, BancWest Holding, BancWest Corporation and Bank of the ~~Merger.~~West after the separation (including, among others, the Transitional Services Agreement, the Tax Sharing Agreement and the Expense Reimbursement Agreement) and (iii) provides for the release of claims by and indemnification rights and obligations of the parties thereto.

Transfer of Assets and Assumption of Obligations. The Master Reorganization Agreement identified the assets transferred to, and liabilities and obligations assumed by, BancWest Holding from First Hawaiian.

All of First Hawaiian's assets, except those solely related to First Hawaiian Bank (including all of the shares of stock of Bank of The West), other than an amount of cash equal to approximately $72 million (which we expect to use to pay certain state and local income taxes and certain non-tax expenses) were transferred to BancWest Holding and all of the liabilities of First Hawaiian, other than the liabilities solely related to First Hawaiian Bank, were assumed by BancWest Holding.

Other Agreements between the Parties. The Master Reorganization Agreement required First Hawaiian, BancWest Holding and BNPP, as applicable, to execute the Tax Sharing Agreement and to cooperate in negotiating and executing the Transitional Services Agreement, the Stockholder Agreement, the Registration Rights Agreement and the Expense Reimbursement Agreement.

Pursuant to the Master Reorganization Agreement, ~~Mr. McGrath will serve as President and Chief Operating Officer~~BancWest Holding or Bank of the ~~Corporation~~West was required to identify to First Hawaiian all contracts that were not, as of April 1, 2016, contemplated to be included in the Transitional Services Agreement and ~~President~~that were entered into between BancWest and ~~Chief Executive Officer~~a third-party. With respect to any such contracts identified, we have the right to determine whether to terminate, retain or amend any contract that was related solely to the "FHI Business" (defined as the business and operations of First Hawaiian Bank and its subsidiaries and the business and operations of BancWest prior to April 1, 2016 as a stand-alone entity related solely to the business and operations of First Hawaiian Bank). We are responsible for any fees, costs or expenses arising from the termination, assignment or amendment of any such contract related solely to the FHI Business. Similarly, BancWest Holding has the right to determine whether to terminate, retain or amend any such identified contract that was related solely to the "BWHI Business" (defined as the business and operations of Bank of the West and its subsidiaries and the business and operations of BancWest prior to April 1, 2016 as a stand-alone entity not related to the business and operations of First Hawaiian Bank (including all assumed obligations that were assigned by BancWest and assumed by BancWest Holding, respectively)). BancWest Holding is responsible for any fees, costs or expenses arising from the termination assignment or amendment of any such contract related solely to the BWHI Business. With respect to any contracts identified that are not solely related to the FHI Business or the BWHI Business, we and BancWest Holding must mutually determine, by good faith cooperation, whether such contracts will be retained by us, assigned by us and assumed by BancWest Holding or terminated. We had the right, where there was no mutual agreement, to terminate any such contract prior to the offering with ~~his principal business office in~~BancWest Holding being responsible for any related fees, costs or expenses.

Release of Claims. Under the San Francisco Bay area. Either party may terminate Mr. McGrath's employment upon 30 days' advance notice under the Agreement. Mr. McGrath is entitled to receive a base salary at the annual rate of at least $650,000, receive at least four weeks of paid vacation per year, and participate in allterms of the ~~Corporation's employee benefit plans~~Master Reorganization Agreement, we, BNPP and ~~executive compensation programs.~~BancWest Holding provided for the full and complete release and discharge of all liabilities existing or arising from acts or events that occurred or failed to occur prior to April 1, 2016 between BNPP and BancWest Holding and its subsidiaries (the "BWHI Group"), on the one hand, and First Hawaiian and our subsidiaries (the "FHI Group"), on the other hand. In addition, ~~if (1) he voluntarily resigns his employment for "Good Reason" (as defined in the Agreement) or (2) the Corporation terminates his employment~~ at any time ~~for any reason other than "Cause" (as defined in~~upon the ~~Agreement) or "Disability" (as defined in the Agreement), then he will be entitled to a severance payment equal to 300%~~reasonable request of the sum of his then-current annual rate of "Base Compensation" (as defined in the Agreement), plus the average of the annual bonuses awarded to him for the three years ending immediately prior to the date of his termination. He would also be entitled to continue participation in the Corporation's group insurance plans for one year and he would be credited with an additional year of service for purposes of determining the vested portion of his stock options. If a "Change in Control" (as defined in the Agreement) occurs, all of the stock options he holds at termination will become 100% vested and remain exercisable for 18 months following termination of employment. The Corporation would also be obligated to provide Mr. McGrath with a tax restoration payment if any payments or benefits caused an excise tax to be imposed upon him. If he receives such severance benefits, he will be subject to a non-competition covenant for three years following the termination of his employment (provided a Change in Control has not occurred). He is also subject, under all circumstances and at all times, to a confidentiality covenant. As of the effective time of the Merger, he was also appointed to the Board of Directors of the Corporation andother, each of First Hawaiian ~~Bank. Pursuant~~and BancWest Holding agreed to execute and deliver such further releases as may be deemed necessary or desirable to carry out the purposes of the provisions of the Master Reorganization Agreement governing each respective party's release of claims.

Indemnification. The Master Reorganization Agreement requires us to indemnify BancWest Holding and the former and current directors, officers and employees of the members of the BWHI Group from all liabilities, damages, costs and expenses relating to:

Additionally, the Master Reorganization Agreement requires BancWest Holding to indemnify us and the former and current directors, officers and employees of the members of the FHI Group (the "FHI Indemnitees") from all liabilities, damages, costs and expenses relating to:

BNPP must also indemnify the FHI Indemnitees from and against all liabilities directly resulting from the execution and implementation of the Reorganization Transactions and the separation of BancWest into two independent bank holding companies. However, to the extent any such liability results from the negligence of any member of the BWHI Group or any former or current director, officer or employee of the members of the BWHI Group prior to or as of April 1, 2016, the related indemnification obligations will be the obligations of BancWest Holding and BancWest Holding shall indemnify as described above.

In addition, under the Master Reorganization Agreement, we, BancWest Holding and BNPP agreed that the Transitional Services Agreement will provide that we and BancWest Holding, respectively, will indemnify the other for any liabilities owed to third parties under the shared services contracts included in the Transitional Services Agreement that arise out of our and BancWest Holding's respective bad acts. See "—Transitional Services Agreement."

Prior to the Reorganization Transactions on April 1, 2016, First Hawaiian Bank provided BancWest with certain services for the ultimate benefit of BNPP and its subsidiaries, including BancWest. First Hawaiian Bank provided these services to BancWest pursuant to a ~~Standstill and Governance~~Management Services Agreement dated as of November 28, 2012. Following the Reorganization Transactions, the Management Services Agreement remained in effect, but between ~~the Corporation and BNP, Mr. Dods is to continue as Chief Executive Officer of the Corporation~~First Hawaiian and First Hawaiian Bank, and ~~Mr. McGrath is~~we entered into an interim expense reimbursement agreement with BancWest Holding, pursuant to ~~continue~~which certain services provided by First Hawaiian Bank under the Management Services Agreement were reimbursable by BancWest Holding.

Effective July 1, 2016, we entered into an Expense Reimbursement Agreement with BancWest Corporation, which replaced the interim expense reimbursement agreement. The Expense Reimbursement Agreement provides that BancWest Corporation will, or will cause BancWest Holding to, reimburse us for certain expenses incurred by us related to services performed for the ultimate benefit of BNPP and its subsidiaries. Such services include:

With respect to the Covered Services, BancWest Corporation will, or will cause BancWest Holding to, reimburse reasonable expenses covered under the Management Services Agreement to the extent such expenses relate to: (i) a certain portion of salary and benefits attributable to time spent by First Hawaiian Bank employees and management on Covered Services; (ii) reliance on third parties for completion of Covered Services and (iii) travel, lodging and meal expenses related to the foregoing. With respect to the Other Services, we will only be reimbursed for reasonable expenses related to our implementation of policies, procedures, programs or systems required to comply with BNPP's policy framework to the extent such expenses relate to policies, procedures, programs or systems (x) created, adopted, developed and/or implemented after July 1, 2016 or (y) existing as ~~Chief Operating Officer~~of July 1, 2016, but with respect to which expenses incurred significantly exceed amounts historically incurred (in which case the excess will be reimbursed).

The Expense Reimbursement Agreement may be terminated upon mutual written agreement of First Hawaiian and BancWest Corporation.

On April 1, 2016, we entered into a Tax Sharing Agreement with BNPP and BancWest Holding. The Tax Sharing Agreement operates in conjunction with tax allocation agreements that were in existence prior to the Reorganization Transactions and allocates rights and responsibilities among First Hawaiian, BNPP and BancWest Holding for certain tax refunds and liabilities, including tax liabilities arising prior to and as a result of the ~~Corporation~~Reorganization Transactions and ~~Chief Executive Officer~~tax return preparation and filing requirements.

Preparation and Payment of Income Taxes Post Reorganization. Prior to the completion of the Reorganization Transactions, BancWest was responsible for preparing and filing tax returns and ensuring the timely payment of all U.S. federal income taxes and state and local taxes for BancWest and its subsidiaries under the terms of the tax allocation agreements then in existence. Under the Tax

Sharing Agreement, BancWest Holding assumed responsibility for preparing and filing tax returns and collecting, paying, receiving and refunding such income taxes on behalf of itself and First Hawaiian for all relevant tax periods. The Tax Sharing Agreement requires that we provide BancWest Holding with information and documents necessary for completing any relevant tax returns and gives us a right to review and approve items on such returns that are directly related to taxes for which First Hawaiian would be liable.

Until the Reorganization Transactions occurred, U.S. federal income taxes were allocated among the members of a consolidated group of which BancWest was the parent corporation (and which included Bank of the West ~~unless removed~~and First Hawaiian Bank as wholly owned subsidiaries of BancWest) in accordance with the relevant tax allocation agreements then in existence. The Tax Sharing Agreement provides that all U.S. federal income taxes for taxable periods ending on or prior to the Reorganization Transactions will be allocated among the BancWest consolidated entities under the relevant tax allocation agreements then in existence. Any U.S. federal income taxes of BancWest for a taxable period beginning before the Reorganization Transactions and ending after the Reorganization Transactions will be allocated on a "closing of the books" basis, which is a method of allocating income taxes owed on a pro rata basis, by assuming that the books of the BancWest consolidated entities existing prior to the Reorganization Transactions were closed at the end of April 1, 2016.

For purposes of state and local taxes owed in various U.S. jurisdictions, members of a unitary group of corporations to which we and BancWest Holding belong under applicable state tax laws and regulations will allocate tax liabilities according to the tax allocation agreements and the IHC Tax Allocation Agreement (as defined below), as applicable, except as described below under the section entitled "Tax Liability Arising from the Reorganization Transactions."

Tax Liability Arising from the Reorganization Transactions. As part of the Reorganization Transactions, First Hawaiian distributed all of BancWest Holding's shares to BNPP. The distribution of BancWest Holding was a taxable event under certain state tax laws, including California law. Under the provisions of the Tax Sharing Agreement, we are responsible for all state and local taxes resulting from or arising out of the distribution of BancWest Holding that are expected to be allocated to First Hawaiian under the tax allocation agreements. We paid state and local income taxes of approximately $95.4 million in June 2016 (which we expect to be partially offset by an expected federal tax reduction of approximately $33.4 million in 2017) in connection with the Reorganization Transactions (the "Expected Taxes").

First Hawaiian's state and local tax liabilities shown on tax returns filed by BancWest Holding in connection with the distribution (the "Return Taxes") may be different from the amount of Expected Taxes in a relevant jurisdiction (each such difference, a "Return Difference"). Each Return Difference is subject to First Hawaiian's right to review and approve the tax items directly related to such Return Difference, and, in the event of any related disagreements between First Hawaiian and BancWest Holding, to good faith negotiation and final determination by a ~~vote~~third-party. If the Return Taxes exceed the Expected Taxes, the difference (after taking into account any tax benefits and costs to First Hawaiian resulting from such difference) is payable by BancWest Holding to First Hawaiian, and if the Return Taxes are less than the Expected Taxes, the difference (after taking into account any U.S. federal income tax costs to First Hawaiian resulting from such difference) is payable by First Hawaiian to BancWest Holding.

The Tax Sharing Agreement also provides that, in the event that any tax authority makes a determination under federal, state or local tax law that the tax liability of ~~two-thirds~~First Hawaiian arising out of the ~~Board~~Reorganization Transactions is greater than the Return Taxes (the "Unexpected Taxes"), BancWest Holding will make a payment to First Hawaiian in the amount of ~~Directors~~such Unexpected Taxes (after taking into account any tax benefits and costs to First Hawaiian resulting from such increase in tax liability). In the event that any tax authority makes a determination under federal, state or ~~until their death, voluntary retirement or resignation. If there is a change in control~~local tax law that the

tax liability of First Hawaiian arising out of the ~~Corporation, benefits~~Reorganization Transactions is less than the Return Taxes (the "Unexpected Tax Reduction"), First Hawaiian will make a payment to BancWest Holding in the amount of such Unexpected Tax Reduction (after taking into account any U.S. federal income tax costs to First Hawaiian resulting from such decrease in tax liability).

Under the Tax Sharing Agreement, no payment with respect to tax liability arising from the Reorganization Transactions will be ~~accelerated~~made by either First Hawaiian or BancWest Holding, unless the aggregate amount of payments required exceeds $10,000.

Treatment of Refunds and Other Tax Benefits ("Refunds"). Under the provisions of the Tax Sharing Agreement, if, pursuant to the tax allocation agreements, we receive any Refund with respect to (1) the taxes paid ~~under various compensation plans. Options issued~~in respect of taxable periods prior to the Reorganization Transactions or (2) the Return Taxes, we will make a payment to BancWest Holding in the amount of such Refund reduced by any tax costs incurred by First Hawaiian as a result of such Refund. Our obligation to pay such Refund amounts to BancWest Holding is subject to all applicable U.S. banking laws and regulations.

Tax Contests. In the event of an audit, review, examination or any other administrative or judicial action involving any tax reported under the ~~1998 SIP~~Tax Sharing Agreement ("Tax Contest"), BancWest Holding generally has the responsibility, control and discretion in handling, defending, settling or contesting such Tax Contest. The Tax Sharing Agreement requires all parties to cooperate with each other to furnish necessary information and documents and take any remedial actions to minimize the ~~1991 Stock Incentive Plan~~effects of any adjustment to be made as a result of such Tax Contest. To the extent that such Tax Contest could result in a tax liability that is allocated to us under the Tax Sharing Agreement, we are, at our own cost and expense, entitled to participate in such Tax Contest and BancWest Holding may not settle or compromise such Tax Contest without obtaining our prior written consent.

In connection with the Restructuring Transactions, we and BancWest Holding each became an indirect subsidiary of BNP Paribas USA. Accordingly, we entered into an Agreement for Allocation and Settlement of Income Tax Liabilities with BNPP, BNP Paribas Fortis, BNP Paribas USA, BancWest Corporation, BancWest Holding and Bank of the West, to be effective as of July 1, 2016 (the ~~"1991 SIP"~~"IHC Tax Allocation Agreement") ~~that have not yet vested will become fully exercisable;~~, which governs the parties' respective rights and obligations in respect of federal income taxes for taxable periods ending after July 1, 2016, and state and local income taxes for taxable periods ending within or after 2016. The IHC Tax Allocation Agreement replaces all ~~LTIP awards that~~previous tax allocation and sharing agreements to which BNP Paribas USA or any of its subsidiaries, including us, may have been ~~outstanding six~~a party, other than the Tax Sharing Agreement. In the event of conflict between the IHC Tax Allocation Agreement and the Tax Sharing Agreement, the Tax Sharing Agreement controls, except that the allocation of state and local income taxes, other than state and local income tax liabilities arising from or ~~more months will automatically be deemed fully earned at~~in connection with the maximum target value; SERP participants will be entitled to additional benefits if "involuntarily terminated" within 36 months following the change in control (as described under "Defined 17 ~~Benefit Pension and Supplemental Executive Retirement Plans"); and participants in the Deferred Compensation Plan will be entitled to an immediate lump sum distribution of certain amounts if that plan~~Reorganization Transactions, is ~~not assumed~~governed by the ~~successor organization.~~IHC Tax Allocation Agreement. In addition, the IHC Tax Allocation Agreement is intended to comply with and be interpreted in accordance with federal and state regulatory tax sharing guidelines outlined in the Interagency Policy Statement dated January 2015.

We and First Hawaiian Bank have entered into a License Agreement with BancWest Holding, BancWest Corporation ~~maintains a rabbi trust~~and Bank of the West with ~~a third- party trustee~~respect to (1) models, data and related documentation for CCAR and DFAST purposes (the "Models"), (2) processes and coding for use in connection with the ~~SERP~~implementation of, and compliance with, the ~~Deferred Compensation Plan~~reporting requirements of BNP Paribas USA and ~~if an actual or potential change~~BancWest Corporation (the "Reporting Processes") and (3) certain technology developed in ~~control occurs,~~connection with services provided under the ~~Corporation will be required to contribute sufficient funds~~Transitional Services Agreement (the "Services Technology"), in each case developed by the parties to the ~~trust~~License Agreement.

Under the License Agreement, each party has granted each other party a perpetual, non-exclusive license to ~~fund all benefits payable~~its rights in the Models, Reporting Processes and Services Technology, it being understood that the parties must obtain any necessary third-party rights to ~~participants.~~intellectual property, data, models, materials and information included or incorporated in or with any Model, Reporting Process or Services Technology.

Certain of our named executive officers have received BNPP equity option and stock awards, as more fully described in the section entitled "Executive and Director Compensation Committee Interlocks and Insider Participation The members of the Executive Compensation Committee during 2000 were Fujio Matsuda (Chairman), Dr. Julia Ann Frohlich, Robert A. Fuhrman, David M. Haig, Michel Larrouilh (until February 12, 2000) and Pierre Mariani (since April 20, 2000). The Corporation's bank subsidiaries have made loans to members of the Executive Compensation Committee, and entities related to those directors (including the Estate of S.M. Damon, of which Mr. Haig is a trustee and beneficiary). These loans were made in"

In the ordinary course of our business, we have engaged and expect to continue engaging through the Bank in ordinary banking transactions with our directors, executive officers, their immediate family members and companies in which they may have a 5% or more beneficial ownership interest, including loans to such persons. Any such loan was made on substantially the same terms, including interest rates and collateral, as those prevailing at the time ~~for comparable transactions with other~~such loan was made as loans made to persons ~~and did~~who were not related to us. These loans do not involve more than the normal ~~risks of collectibility or~~credit collection risk and do not present any other unfavorable features.

Section 16(a) of the Exchange Act requires directors, executive officers and greater than 10% beneficial owners of the Company's common stock to file reports concerning their ownership of and transactions in such common stock. Based on a review of these reports filed by the Company's officers, directors and shareholders, the Company believes that its officers, directors and shareholders complied with all filing requirements under Section 16(a) of the Exchange Act during fiscal year 2016.

The ~~Corporation~~Audit Committee of the Board, which consists entirely of directors who meet the independence requirements of applicable SEC regulations and the NASDAQ listing standards for audit committee members, has furnished the following report:

The Company's management is responsible for the Company's internal controls and financial reporting process. The Company's independent registered public accounting firm is responsible for performing an independent audit of the Company's consolidated financial statements and issuing an opinion on the conformity of those financial statements with accounting principles generally accepted in the ~~ordinary course~~United States of business extended credit to directors, including Mr. Matsuda. During 2000, the largest aggregate amount of such loans from the Corporation to Mr. Matsuda was $280,290, the aggregate amount outstanding on December 31, 2000 was $273,694, and the interest rates on those loans ranged from 5.0% to 8.75% per annum. REPORT OF THE EXECUTIVE COMPENSATION COMMITTEE This report covers the following topics: . Role of the Executive Compensation Committee (the "Committee") . Executive Compensation Principles . Components of the Executive Compensation Program . Compensation of the Chief Executive Officer Role of the Executive Compensation Committee The Board of Directors has delegated to the Committee responsibility for administering the Corporation's executive compensation program. No member of the Committee was, during the last completed fiscal year, an officer or employee of the Corporation or any of its subsidiaries. Executive Compensation Principles The executive compensation program is designed to provide short-term and long-term incentives, build stockholder value and reward top performers. Key goals include: . Encouraging managers to improve the performance of the Corporation, and . Attracting, motivating and retaining highly talented individuals. Components of the Executive Compensation Program The three components of the executive compensation program are: . Base Salary . Annual Incentives . Long-Term Incentives Base Salaries Base salaries of executive officers are determined by evaluating factors such as scope of responsibilities, individual experience and performance, the competitive marketplace and consistency. No particular weight is placed on, or relative importance given to, any single factor in evaluating and adjusting base salaries. Annual Incentives Annual incentives for executive officers are provided by a short-term bonus plan called the Incentive Plan for Key ExecutivesAmerica ("~~IPKE"~~GAAP"). The ~~IPKE is designed to pay a bonus in cash or restricted stock based~~Audit Committee oversees the Company's internal controls and financial reporting process on ~~the Corporation's profitability and the executive's performance over the course~~behalf of the year. The IPKE promotes pay-for-performance objectives by providing executives with financial incentives tied directly to achievement of corporate and individual performance goals. Moreover, annual bonus opportunities allow the 18 Corporation to communicate specific goals that are of primary importance during the coming year and to motivate executives to achieve those goals. The IPKE provides that the aggregate amount of awards for any fiscal year may not exceed 2.5% of that year's consolidated income before income taxes and securities gains. The Committee, in consultation with the Corporation's Chief Executive Officer and/or Chief Financial Officer, may make such adjustments to the reported amount of such consolidated income as the Committee deems appropriate. The maximum award to any individual for any fiscal year is the amount of that individual's basic annual salary for that year. The Committee has discretion (subject to limitations that apply to "covered executives," as defined below) to determine the amount and form of all IPKE awards. The Committee establishes award guidelines (targets) expressed as a percentage of base salary. These target percentages increase as executives' pay grades increase. The Chief Executive Officer, at his discretion, allocates a portion of the annual bonus pool to each business unit. The manager of each business unit recommends how this allocated amount should be distributed to individual participants in the business unit. Individual awards above or below guideline percentages are generally based upon the participant's grade level and performance during the performance period. The business unit manager's recommendations are reviewed and approved or adjusted by the Chief Executive Officer. These recommendations are then presented to the Committee for final review and approval. The Committee grants individual bonuses above or below guideline percentages based upon the Committee's judgment, after reviewing the recommendation of the Chief Executive Officer, as to individual performance and relative levels of responsibility. All IPKE decisions concerning the CEO and other covered executives are made by the Committee. The determination and award of IPKE bonuses for each year's performance are deferred until the first quarter of the following year. This allows management and the Committee to base the awards upon year-end performance results. In 2000, the Committee adopted and stockholders approved a policy that applies to annual IPKE incentive awards to persons the Committee has designated for that year as covered executives. Mr. Dods, Mr. McGrath and Mr. Tsui were covered executives for 2000. The policy is intended to qualify those awards as "performance based" for purposes of Section 162(m) of the Internal Revenue Code so that IPKE awards to covered executives will be tax deductible. Subject to the Committee's right to reduce the amount of any award made under the policy, each covered executive for a plan year is granted an incentive award for that year equal to the lesser of (i) .4% of the Corporation's net income before taxes for that year, or (ii) 100% of the covered executive's annualized base salary in effect on the ninetieth day of the year. The Committee has no discretion to increase the amount of an incentive award payable to a covered executive above the amount determined pursuant to the formula in the policy. However, at any time prior to payment of an award governed by the policy, the Committee, in its sole discretion, may reduce or eliminate entirely the amount payable under that award. Long-Term Incentives Long-term incentives are provided in the form of stock options under the 1991 SIP and the 1998 SIP, and cash awards under the LTIP. Stock Options. Stock options are granted annually to officers. The options have an exercise price equal to the fair market value of Common Stock on the date the options are granted. The options generally vest over four years of service and expire ten years from the date of the grant. The target grants are based on a percentage of base salary. The target percentage ranges from 10% to 300%, increasing as the level of responsibility increases. The individual's award may be increased or decreased from target amounts based on individual performance at the discretion of the Committee, after considering management's recommendations. Long-Term Incentive Plan. The Long-Term Incentive Plan provides incentive compensation if the Corporation achieves specified performance objectives over a multi-year performance cycle. The LTIP is administered by the Committee and has no expiration date. The Board of Directors has amended the LTIP, and is seeking approval of certain of its material terms, so that certain awards made for the 2000-2002 and subsequent cycles will meet tax deductibility requirements of Section 162(m) of the Internal Revenue Code. That proposal is discussed under "Proposal to Approve Certain Material Terms of the Long-Term Incentive Plan". Compensation of the Chief Executive Officer In late February 2000, the Committee reviewed the 1999 performance of Mr. Dods and the Corporation. The most important events of 1999 involved implementation of the merger that brought First Hawaiian Bank and Bank of the West into a single holding company. Under Mr. Dods' leadership, the Corporation and its sub- 19 sidiaries accomplished 1999 merger objectives as planned, creating a more profitable and geographically diversified western U.S. regional franchise. As a result of this geographic diversification, 73% of BancWest's 1999 cash earnings were from U.S. mainland markets, compared to less than 30% two years previously. In addition, the Corporation reported record annual earnings and earnings per share. The 1999 efficiency ratio, excluding amortization of intangible assets, improved to 54.47%. In addition, the year 2000 conversion effort, which began five years earlier, was completed successfully and below budget. Based on the Committee's evaluation of these and other factors, without any specific weighting, the Committee increased Mr. Dods' salary by 5%, from $934,608 to $981,335, effective March 1, 2000, and also determined his 1999 IPKE award would be $607,493. In March 2000, the Committee granted Mr. Dods a stock option for 203,914 shares. That award represented 110% of the amount calculated under the 1998 SIP guideline percentage applicable to Mr. Dods. The Committee awarded an amount above the guideline percentage to reward Mr. Dods for corporate achievements in 1999, and to provide him with further incentives tied directly to performance of the Corporation's stock price. In January 2001, the Committee reviewed the 2000 performance of Mr. Dods and the Corporation for purposes of evaluating Mr. Dods' compensation. The Committee considered a series of quantitative and qualitative factors pertaining to corporate performance. The Corporation reported record earnings for the year. Its operating earnings, excluding nonrecurring items, were up 18% over 1999. The balance sheet also showed significant growth. At December 31, 2000, total assets increased 10.6%, loans and leases increased 11.6%, deposits increased 9.7% and stockholders' equity increased 8.0% over amounts at the close of 1999. The Corporation's efficiency ratio continued to improve in 2000, and at year-end reached 51.53%, excluding amortization of intangibles. During the year, the Corporation continued its strong emphasis on credit quality, completed consolidation of data processing operations into a single facility in Honolulu managed by a national information management service provider, and executed agreements to acquire 30 branches in New Mexico and Nevada. Also, in September 2000, First Hawaiian Bank became the largest domestic depository bank in Hawaii, as measured by individual, partnership and corporate deposits reported by the FDIC. In view of the extremely strong performance demonstrated by these and other factors, without giving those factors any specific weighting, and after taking into account the other elements of Mr. Dods' 2000 compensation, the Committee determined Mr. Dods would receive an IPKE award of $637,868 for 2000. This award represented 65% of Mr. Dods' year-end salary. Policy with Respect to the $1,000,000 Deduction Limit Section 162(m) of the Internal Revenue Code generally prevents the deduction of compensation in excess of $1,000,000 paid in any year to an individual who on the last day of the taxable year is the Corporation's Chief Executive Officer or is among its four other most highly compensated executive officers, determined in accordance with proxy disclosure rules. The $1,000,000 deductibility limit does not apply to compensation that meets Section 162(m) requirements for qualified performance-based compensation, including requirements that compensation be paid due to attainment of pre-established objective measures that have been approved by stockholders and that preclude discretion to increase the resulting amounts. Stockholder approval must generally be obtained every five years, and must be obtained earlier if the material terms of the performance-based arrangement are modified. The 1998 SIP is structured so that stock options can qualify as deductible performance-based compensation under Section 162(m). In 2000, the Committee adopted and stockholders approved an IPKE award policy for certain executives to enable IPKE awards to those executives to satisfy Section 162(m) deductibility requirements for 2000 and subsequent plan years. In 2000, the Board also amended the LTIP, and if at the 2001 annual meeting stockholders approve its "material terms" (as discussed under "Proposal to Approve Certain Material Terms of the Long-Term Incentive Plan"), LTIP awards should satisfy Section 162(m) deductibility requirements for the 2000-2002 and subsequent cycles. However, because the Committee seeks to maintain flexibility in accomplishing the Corporation's compensation goals, it has not adopted a policy that all compensation must be fully deductible. Executive Compensation Committee Fujio Matsuda, Chairman Dr. Julia Ann Frohlich Robert A. Fuhrman David M. Haig Pierre Mariani 20 Stockholder Return Performance Graph The following performance graph compares the cumulative total stockholder return (stock price appreciation and reinvestment of dividends) on the Common Stock during the last five years to the Standard & Poor's Major Regional Bank Index and the broader Standard & Poor's 500 Index. Comparison of Five-Year Cumulative Total Stockholder Return* --------------------------------------------------------------------------- [GRAPH] BancWest Corporation Common Stock 100 121 143 178 149 208 --------------------------------------------------------------------- Standard & Poor's 500 Index 100 123 164 211 255 232 --------------------------------------------------------------------- Standard & Poor's Major Regional Bank Index 100 137 205 227 195 249 --------------------------------------------------------------------- *Total return assumes reinvestment of dividends and $100 invested on December 31, 1995 in BancWest Corporation Common Stock, the Standard & Poor's 500 Index and the Standard & Poor's Major Regional Bank Index. 21 Certain Transactions In the ordinary course of business, the Corporation's bank subsidiaries have made loans to the Corporation's directors and executive officers, to members of their families, and to entities related to such persons. Those loans were made in the ordinary course of business, on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with other persons, and did not involve more than normal risks of collectibility or present other unfavorable features. The following table provides information on loans from the Corporation to its directors and executive officers that had balances exceeding $60,000 at any time during 2000. Each such loan is secured by a real property mortgage.

*Cosigner of mortgage loan to an adult son. First Hawaiian Bank leases a parcel of land, on which a branch of the bank is located, from the Estate of S.M. Damon pursuant to a lease commencing July 1, 1967. This lease is for a term of 50 years, and requires the payment of a fixed annual rent of $156,800 annually from July 1, 1997 to June 30, 2002 and $179,200 annually from July 1, 2002 to June 30, 2007. Rents are to be fixed for the next ten-year period by agreement or, failing agreement, by appraisal. Messrs. Haig, Weyand, Ganley and Dods are directors of the Corporation and trustees of the Estate. Management of the Corporation believes that this transaction is as favorable to the Corporation and First Hawaiian Bank as that which would have been obtainable in transactions with persons or companies not affiliated with the Corporation or First Hawaiian Bank. First Hawaiian Bank leases 6,074 square feet of office space to the Estate of S.M. Damon in the downtown Honolulu headquarters building of the bank. The Estate pays rent for the space at the same rate as would be paid by unrelated parties for the same space. The rent is a minimum of $3.12 per square foot per month ($227,410 per annum), plus common area maintenance expenses, until December 7, 2002. Rents thereafter are to be fixed by agreement or, failing agreement, by appraisal. The lease will expire in December 2007. Bank of the West leases approximately 48,382 square feet of office space in San Francisco, California under a commercial office lease (the "Master Lease") commencing November 1, 1993 and expiring October 31, 2003. Bank of the West has subleased approximately 22,485 square feet of this space to BNP Paribas, or approximately 46.5% of the leased premises (the "Subtenant's Percentage Share"). The sublease term is the same as the Master Lease, and BNP Paribas pays pro-rata rent and certain expenses directly to the landlord under the Master Lease. BNP Paribas' share of rent and expenses is based primarily on the Subtenant's Percentage Share. The subleased premises were leased "as is," and BNP Paribas must look solely to the landlord under the Master Lease for all services and benefits provided by the Master Lease landlord applicable to the subleased space. Bank of the West indemnifies BNP Paribas against losses incurred by BNP Paribas as a result of any breach by Bank of the West of its obligations as tenant under the Master Lease, except those assumed by BNP Paribas. 22 Bank of the West and First Hawaiian Bank participate in various transactions with BNP and its affiliates. These transactions are subject to review by the Federal Deposit Insurance Corporation (the "FDIC") and other regulatory authorities and are required to be on terms at least as favorable to each bank as those prevailing at the time for similar non-affiliate transactions. During 1999, Bank of the West issued to BNP a $50,000,000, 7.35% Subordinated Capital Note due June 24, 2009. The maximum principal amount of that note outstanding in 2000, and the outstanding principal balance at December 31, 2000, was $50,000,000. Bank of the West holds deposits and purchases federal funds from BNP Paribas. The deposits generally are for terms up to six months. Federal funds purchases are generally for one to four days. The maximum daily amount owed by Bank of the West to BNP Paribas in 2000 in connection with such deposits and federal funds purchases was $517,500,000, and the balance outstanding on December 31, 2000 was $517,000,000. Mr. Kobayashi is a director of the Corporation and First Hawaiian Bank, and his law corporation is a partner in the law firm of Kobayashi, Sugita & Goda. In 2000, the Corporation and its subsidiaries paid legal fees to Kobayashi, Sugita & Goda in the amount of $1,386,288. Of this amount, $420,466 is reimbursable by bank customers. Kobayashi, Sugita & Goda leases from First Hawaiian Bank 26,788 square feet of office space in the headquarters building. Rent paid in 2000 was $989,715 plus operating expenses and will increase periodically through the lease's final year, 2006. Mr. Peck is a director of the Corporation and Bank of the West and a Senior Partner of Pillsbury Winthrop LLP, which provides legal services to the Corporation and its subsidiaries. PROPOSAL TO INCREASE AUTHORIZED STOCK The Board of Directors believes it is in BancWest's best interests to increase the number of shares of Common Stock and Class A Common Stock it is authorized to issue. Accordingly, the Board of Directors ~~proposes~~and in accordance with the Audit Committee Charter.

In this context, the Audit Committee has met and held discussions with management and the independent registered public accounting firm. Management represented to the Audit Committee that the ~~Certificate of Incorporation~~Company's consolidated financial statements were prepared in accordance with GAAP and the Audit Committee has reviewed and discussed the consolidated financial statements with management and the independent registered public accounting firm. The Audit Committee discussed with the independent registered public accounting firm matters required to be ~~amended to double~~discussed by Statement on Auditing Standards No. 16,Communications with Audit Committees, as adopted by the ~~authorized amount of Common Stock (from 200,000,000 to 400,000,000 shares)~~Public Company Accounting Oversight Board, including the quality, and ~~double~~not just the ~~authorized amount of Class A Common Stock (from 75,000,000 to 150,000,000 shares). This proposal would not change the amount~~acceptability, of the ~~Preferred Stock currently authorized. As~~accounting principles, the reasonableness of ~~February 26, 2001, there were 128,952,244 shares~~significant judgments and the clarity of authorized and unissued Common Stock, and 18,925,126 shares of authorized and unissued Class A Common Stock. There were 2,456,541 shares of Common Stock and no shares of Class A Common Stock held in treasury. Because the Class A Common Stock is convertible into Common Stock under certain circumstances, the Corporation's Certificate of Incorporation requires that it reserve from authorized but unissued shares or treasury shares a number of shares of Common Stock equal to the number of outstanding shares of Class A Common Stock. Additional shares are reserved for employee options. At February 26, 2001, there were approximately 70,689,000 shares of authorized but unissued and unreserved Common Stock available for future issuance. The existing levels of authorized stock were establisheddisclosures in the November 1998 merger that created BancWest. In December 1999, BancWest completed a 2-for-1 stock split. Doubling the authorized shares of Common Stock and Class A Common Stock will restore the ratio of outstanding to authorized shares to approximately the ratio that existed before the 1999 split, thereby maintaining the same relative degree of flexibility to meet the Corporation's future stock needs. Although it has no present plans to implement further stock splits, the Board believes that increasing the authorized shares will provide the Corporation with additional flexibility to accomplish future stock splits, without having to incur the expense of a special stockholder meeting or wait until the next annual meeting. Stock splits can be used to maintain the market price of the Common Stock in a range that may be more attractive to investors, particularly individuals, and may result in a broader market for the Common Stock. At present, the levels of authorized Common Stock and Class A Common Stock are insufficient to accomplish a 2-for-1 stock split, and the amount of authorized but unissued Class A Common Stock is insufficient for a 3-for-2 stock split. The Board also believes that increasing the number of authorized shares is desirable to maintain the Corporation's flexibility in negotiating acquisitions. BancWest utilized Common Stock to accomplish a tax-free merger of SierraWest Bancorp in 1999, and in the future may acquire additional companies or assets using stock as consideration. The Board believes that increasing the number of authorized shares will also help 23 maintain the Corporation's flexibility in completing other corporate actions, such as accomplishing equity offerings to raise capital. In general, if the Board decides to issue any of the additional shares that will be authorized by this proposal, no further stockholder action will be required to complete that issuance, unless that approval is required by applicable law, regulatory authorities, policies of the New York Stock Exchange or any other stock exchange on which BancWest shares are then listed or specific provisions of the Certificate of Incorporation. For example, the Certificate of Incorporation requires the approval of either two-thirds of the authorized directors of the Corporation, or the affirmative consent or vote of the holders of a majority of the outstanding shares of Common Stock and Class A Common Stock voting together, in order to issue any voting securities to any person that will represent voting power in excess of 20% of the aggregate voting power of all voting securities outstanding as of the date of such issuance, or 35% of the aggregate voting power of the average number of voting securities outstanding over the previous 12 months.financial statements.

In addition, the ~~Certificate~~Audit Committee has received the written disclosures and the letter from the independent registered public accounting firm required by the applicable requirements of ~~Incorporation precludes~~the Public Company Accounting Oversight Board regarding the independent registered public accounting firm's communications with the Audit Committee concerning independence and has discussed with the independent registered public accounting firm the firm's independence from the Company and its management. In concluding that the registered public accounting firm is independent, the Audit Committee considered, among other factors, whether the non-audit services provided by the firm were compatible with its independence.

The Audit Committee discussed with the Company's independent registered public accounting firm the overall scope and plans for their audit. The Audit Committee meets with the independent registered public accounting firm, with and without management present, to discuss the results of their examination, their evaluation of the Company's internal controls, and the overall quality of the Company's financial reporting.

In performing all of these functions, the Audit Committee acts only in an oversight capacity. In its oversight role, the Audit Committee relies on the work and assurances of the Company's management, which has the primary responsibility for financial statements and reports, and of the independent registered public accounting firm who, in its report, expresses an opinion on the conformity of the

Company's financial statements to GAAP. The Audit Committee's oversight does not provide it with an independent basis to determine that management has maintained appropriate accounting and financial reporting principles or policies, or appropriate internal controls and procedures designed to assure compliance with accounting standards and applicable laws and regulations. Furthermore, the Audit Committee's considerations and discussions with management and the independent registered public accounting firm do not assure that the Company's financial statements are presented in accordance with GAAP, that the audit of the Company's financial statements has been carried out in accordance with auditing standards generally accepted in the United States of America or that the Company's independent registered public accounting firm is "independent."

In reliance on the reviews and discussions referred to above, the Audit Committee recommended to the Board of Directors, ~~from issuing any Class A Common Stock except in accordance with terms of~~and the Certificate of Incorporation or the Standstill and Governance Agreement between the Corporation and BNP. Holders of the Corporation's shares do not have preemptive rights. The Corporation does not, as of the date of this proxy statement, have any current plans, agreements or understandings involving stock issuances. The Board has ~~not proposed~~approved, that the ~~increase~~audited consolidated financial statements be included in the authorized number of shares with the intention of using additional shares for anti-takeover purposes, although the Board could, subject to its fiduciary duties to stockholders, theoretically use additional shares in ways that have the effect of discouraging or impeding an attempt to acquire control of the Corporation. To accomplish the proposed increase, the Board of Directors has recommended that stockholders amend the first sentence of Article Fourth of the Certificate of Incorporation so that it reads as follows: Fourth. The total number of shares of stock which the ------ corporation shall have authority to issue is Six Hundred Million (600,000,000) shares having a par value of One Dollar ($1.00) per share, divided into three classes: Four Hundred Million (400,000,000) shares designated as Common Stock (the "Common Stock"); One Hundred Fifty Million (150,000,000) shares designated as Class A Common Stock (the "Class A Common Stock"); and Fifty Million (50,000,000) shares designated as Preferred Stock (the "Preferred Stock"). The Board has adopted resolutions setting forth the proposed amendment to the Certificate of Incorporation, declaring its advisability and directing that the proposed amendment be submitted to the stockholders for their approval at the annual meeting. If approved by the stockholders, the amendment will become effectiveCompany's Annual Report on filing of an appropriate certificate with the Secretary of State of the State of Delaware. This proposal requires the approval of holders of Common Stock and Class A Common Stock representing: . a majority of all outstanding shares voting together as a single class, and . a majority of the outstanding shares of the Common Stock and of the Class A Common Stock, each voting as a separate class. The Board of Directors recommends a vote FOR approval of the increase in authorized stock. PROPOSAL TO INCREASE SHARES AVAILABLE FOR THE 1998 STOCK INCENTIVE PLAN The Board of Directors has adopted an amendment to the 1998 Stock Incentive Plan (the "1998 SIP") to replenish the pool of Common Stock available for grants under that plan. If approved by stockholders, that amendment will increase the total number of shares that may be granted under the 1998 SIP from 4,000,000 to 8,000,000 shares. The 1998 SIP is an omnibus stock plan intended to support the achievement of BancWest's business objectives by linking key employees' interests to stockholder interests through equity-based awards. When approved by stockholders at the 1998 annual meeting, the 1998 SIP authorized issuance of 2,000,000 shares. That amount was increased to 4,000,000 shares in December 1999 due to a 2-for-1 stock split and the adjustment provisions in Section 3.3 of the plan. Plan awards (adjusted for the stock split) totaled 1,330,761 shares in 2000, 929,804 shares in 1999 and 1,608,390 shares in 1998. As of January 31, 2001, there were 162,628 shares available for grants under the 1998 SIP (in addition to 173,006 shares available under the 1991 SIP). 24 The Board of Directors continues to believe that BancWest's interests are furthered by using equity-based awards as an integral part of its compensation programs. Accordingly, the Board recommends that stockholders approve the proposed increase, which will be effectuated by amending Section 3.1(a) of the 1998 SIP to read: (a) Subject to adjustment as provided in Section 3.3, the total number of Shares available for grant under the Plan shall not exceed 8,000,000, which Shares shall be reacquired or treasury shares. Summary of the 1998 SIP Set forth below is a summary of the material features of the 1998 SIP. Stockholders should refer to the full text of the 1998 SIP for its complete terms and conditions. A copy of the 1998 SIP can be obtained by writing the Corporate Secretary, BancWest Corporation, P.O. Box 3200, Honolulu, Hawaii 96847 (E-mail address: csdbarbv@fhwn.com). Purpose The purpose of the 1998 SIP is to promote the success and enhance the value of the Corporation by linking the personal interests of eligible employees to those of stockholders, and by providing eligible employees with an incentive for outstanding performance. The 1998 SIP is intended to provide flexibility to the Corporation and enhance its ability to motivate, attract and retain the services of employees upon whose judgment, interest and special effort its successful operation is largely dependent. Plan Administration The 1998 SIP must be administered by a committee composed of at least two members of the Board of Directors. The Board expects the committee to be composed entirely of outside directors as described under Section 162(m) of the Internal Revenue Code. The Executive Compensation Committee (the "Committee") currently administers the 1998 SIP. Eligibility To be eligible to participate in the 1998 SIP, an individual must be an officer or employee of the Corporation or a subsidiary who, by the nature and scope of his or her position, influences the success of the Corporation. Non-employee directors are not eligible to participate in the 1998 SIP. The Committee selects the officers and employees who receive awards, the form of those awards, the number of shares or dollar targets of the awards, and all terms and conditions of the awards. In 2000, 382 officers and employees received awards. Award Forms The 1998 SIP authorizes the Committee to enter into any type of arrangement with an eligible employee that, by its terms, involves or might involve the issuance of Common Stock or any other security or benefit with a value derived from the value of Common Stock. Awards are not restricted to any specified form or structure and may include, without limitation, incentive stock options, nonqualified stock options, reload stock options, restricted stock, limited stock appreciation rights and performance shares. An award may consist of one such security or benefit or two or more of them in connection with each other ("in tandem") or in the alternative. The terms of each award are established by the Committee and set forth in the agreement evidencing the award. Maximum Stock Award Levels If this proposal is approved, the maximum number of shares of Common Stock available for award will be 8,000,000 shares, all of which must be treasury or reacquired shares. If awards are forfeited, terminate or lapse, the shares subject to that award are available for further grants under the 1998 SIP. No individual may receive awards during any calendar year, in any form allowed under the 1998 SIP, which in the aggregate exceed 400,000 shares of Common Stock. Stock Options Stock options may either be incentive stock options ("ISOs") or nonqualified stock options ("NSOs"). The Committee establishes the duration of each option at the time it is granted. The maximum term for an ISO is ten years, and no ISO may be granted under the plan after January 21, 2008. The exercise price of stock options may not be less than the Common Stock's fair market value (that is, the average of the high and low sales prices for the Common Stock) on the date of grant. On January 31, 2001 that average was $26.92 per 25 share. The Committee may establish vesting or performance requirements, which must be met prior to the exercise of options. Options may be granted in tandem with stock appreciation rights ("SARs") or other types of awards. The 1998 SIP provides that ISOs are nontransferable other than by the laws of descent and distribution. The Committee may, in its discretion, allow for the transferability of NSOs. Restricted Stock The Committee may also grant shares of restricted stock. These grants are subject to the continued employment of the recipient and may also be subject to performance criteria at the discretion of the Committee. If the recipient's employment terminates prior to the completion of the specified employment term or the attainment of the specified performance goals, the awards will lapse and the shares will return to the Corporation. The Committee may provide for a prorated attainment of the performance criteria or a prorated attainment of time-based restrictions. During the restriction period, the recipient is entitled to vote the shares and receive dividends. Restricted stock certificates are held in escrow and may bear a legend giving notice of the restrictions relating to the grant. Performance Standards and Section 162(m) Performance criteria for restricted stock or performance shares may relate to the total Corporation, a subsidiary or any business unit and/or individual performance. Performance targets may be set at a specific level or may be expressed relative to measures at comparison companies or a defined index. The Committee will establish specific targets for recipients. In general, Section 162(m) of the Internal Revenue Code prevents deductibility of compensation in excess of $1,000,000 paid in any taxable year to an individual who on the last day of that year is the Corporation's Chief Executive Officer or is among its four other most highly compensated executive officers, except that a deduction may be taken for compensation that qualifies as "performance-based compensation" under Section 162(m). Options granted at fair market value ordinarily satisfy the "performance-based" requirements of Section 162(m), if shareholder disclosure and approval requirements are met. If restricted stock or performance share awards are intended to satisfy Section 162(m) deductibility requirements, payments under such awards must be conditioned on attainment of pre-established objective performance measures that have been established and certified by a committee of outside directors and approved by stockholders. The performance criteria that have been approved for such purposes include earnings, revenue, operating or net cash flows, financial return ratios, total stockholder return, and/or market share. Reload Options The Committee may grant concurrently with the award of any option (the "underlying option") a reload option that permits the optionee to purchase a number of shares of Common Stock equal to the number of shares of Common Stock delivered by the optionee to exercise the underlying option. Although the underlying option may be an ISO, a reload option will be an NSO. The reload option will have the same expiration date as the underlying option and an exercise price equal to the fair market value of the shares on the date of the exercise of the underlying option. A reload option permits an optionee to retain the potential appreciation in the number of already-owned shares that are used to exercise the underlying option. Retention of such potential appreciation is accomplished by the grant of the reload option in the number of shares used to pay the exercise of the underlying option. Stock Appreciation Rights Stock appreciation rights ("SARs") may be granted in tandem with the grant of an option. A SAR is exercisable only if the underlying option is exercisable. Upon the exercise of a SAR, the recipient is entitled to receive cash from the Corporation in an amount equal to the excess of the fair market value of the shares covered by the option over the exercise price of such shares. Upon exercise of a SAR, the tandem option automatically terminates. Conversely, upon the exercise of an option, the tandem SAR automatically terminates. Change in Control Provisions If a change in control occurs, unless otherwise prohibited by the 1998 SIP, participants' outstanding awards will become immediately vested and exercisable, any period of restriction or other restrictions on restricted stock will lapse, and within ten business days after the change in control stock certificates representing shares of restricted stock will be delivered to participants without restrictions or legends. Also, the Committee may modify awards as it deems appropriate prior to the effective date of the change in control. The "change in control" definition in the 1998 SIP includes (among other things) stockholder approval of 26 BancWest's merger, consolidation or reorganization with another entity (unless the transaction would result in the voting stock of the Corporation outstanding immediately before the transaction continuing to represent at least 80% of the combined voting power of the stock outstanding immediately after that event, unless the Board determines by majority vote that no change in control will occur due to the merger, consolidation or reorganization). The change in control definition also includes (among other things) stockholder approval of a plan of complete liquidation of the Corporation, stockholder approval of an agreement for the sale or disposition of substantially all of the Corporation's assets, a change during any period of two consecutive calendar years of the Corporation's directors such that the individuals who at the beginning of that period constituted the Board (including any new directors whose election by stockholders was approved by a vote of at least two-thirds of the directors then in office who were directors at the beginning of the period or whose election or nomination for election was so approved) cease for any reason to constitute a majority of the Board, or a Board determination by majority vote that an event has or is about to occur that in fairness to a participant is tantamount to a change in control. Payment An award may permit the recipient to pay all or part of the purchase price for the shares or other property issuable pursuant to the award, and/or to pay all or part of such recipient's tax withholding obligation with respect to such issuance, by delivering previously owned shares of Common Stock or (for options) through cashless exercise procedures. Article VII of the plan also gives the Committee discretion to permit payment by reducing the amount of shares or other property otherwise issuable pursuant to the award, or delivering a promissory note, the terms and conditions of which will be determined by the Committee. An option award under Article VII may also permit "pyramiding," in which the recipient would be able to exercise the option in successive transactions and, by using shares acquired from each such transaction to pay the purchase price of shares acquired in the following transaction, to exercise an option for a large number of shares with no more investment than the original shares delivered. Adjustments Section 3.3 of the plan provides that the number, class and price of shares subject to outstanding awards are subject to appropriate adjustment in the event of certain changes in the Common Stock (including stock dividends, recapitalization, mergers, consolidations, split-ups, combinations or exchanges of shares and the like) in such manner as the Committee determines is appropriate to prevent dilution or enlargement of rights. Amendment or Termination The Board may amend or terminate the 1998 SIP in its discretion. However, any amendment that (i) increases the total number of shares of Common Stock that may be issued under the 1998 SIP, (ii) materially increases the cost of the 1998 SIP or the benefits to participants, or (iii) changes plan provisions regarding the exercise price will be subject to stockholder approval if such approval is required by the Internal Revenue Code; Section 16 of the Securities Exchange Act of 1934; any national securities exchange or system on which the Common Stock is then listed, traded, or reported; or any regulatory body having jurisdiction with respect thereto. Federal Income Tax Consequences The following is a brief description of the federal income tax treatment that generally applies to awards issued under the 1998 SIP, based on current federal income tax laws . The exact federal income tax treatment of an award will depend on the specific nature of the award. Such an award may, depending on the conditions applicable to the award, be taxable as an option, restricted stock, a cash payment, or otherwise. Recipients of options or other awards should not rely on this discussion for individual tax advice, as each recipient's situation and tax consequences of any particular award will vary depending upon the specific facts and circumstances involved. Each recipient is advised to consult with his or her own tax advisor for particular federal, as well as state and local, income and other tax advice. In general, the ability of the Corporation to take any deduction described below with respect to certain employees may be limited by Section 162(m), as described above. Stock Option Awards Granting an ISO or NSO does not result in immediate taxable income to the optionee. The exercise of an NSO will result in ordinary income to the optionee in the amount by which the fair market value of the shares acquired exceeds the exercise price. Income tax withholding may be met either through cash payment at the time of exercise or through share withholding. The Corporation will receive a 27 tax deduction in an amount that corresponds to the optionee's ordinary income. The exercise of an ISO will not result in taxable income to the optionee if the optionee does not dispose of the stock within two years of the date the option was granted and one year after the option is exercised. (However, the excess of the fair market value of the shares upon exercise over the exercise price is an item of tax preference subject to the possible application of the alternative minimum tax.) If the exercise and disposition requirements are met, any gain realized by the optionee when such shares are sold will be taxed as capital gain. The Corporation will not receive a tax deduction for the resulting gain. If these holding periods are not met, the option will be treated generally as an NSO for tax purposes. Restricted Stock Awards The granting of an award of restricted stock does not result in taxable income to the recipient unless the recipient elects to report the award as taxable income under Section 83(b) of the Code. Absent such election, the value of the award is considered taxable income once it is vested. Dividends are paid concurrent with, and in an amount equal to, ordinary dividends and are taxable as paid. If a Section 83(b) election is made, the recipient recognizes ordinary income in the amount of the total value on the date of grant and the Corporation receives a corresponding tax deduction. Any gain or loss subsequently experienced will be a capital gain or loss to the recipient and the Corporation does not receive an additional tax deduction. Performance Awards The granting of a performance award does not result in taxable income to the recipient. When the award is paid or distributed, the full value paid or distributed will be considered as ordinary income to the recipient. The Corporation will receive a corresponding tax deduction. Reload Options The receipt of a reload option by the holder of an ISO or NSO should not (i) affect the tax treatment of the exercise of such ISO or NSO or (ii) result in the recognition of income. A reload option will constitute an NSO for federal income tax purposes and will be taxed as such in the manner described above. Stock Appreciation Rights The granting of a SAR does not result in taxable income to the recipient. When the SAR is exercised, the gain will be considered as ordinary income to the recipient. The Corporation will receive a corresponding tax deduction. Other Forms of Awards Awards may be granted under the 1998 SIP that do not fall clearly into the categories described above. The federal income tax treatment of such awards will depend upon the specific terms of such awards. Generally, the Corporation will obtain an income tax deduction equal to the ordinary income recognized by the recipient of the award and will be required to make arrangements for withholding applicable taxes with respect to any ordinary income recognized by a recipient. Future Awards The Corporation cannot presently determine the amount and nature of awards that will be issued from the additional stock made available for grants if this proposal is approved. Recommendation The Board of Directors recommends a vote FOR approval of the proposal to increase the number of shares available for grants under the 1998 SIP. PROPOSAL TO APPROVE CERTAIN MATERIAL TERMS OF THE LONG-TERM INCENTIVE PLAN The Corporation maintains the Long-Term Incentive Plan (the "LTIP") to provide incentive compensation to a limited group of key executives if the Corporation meets specified performance levels over multi-year performance cycles. The Board of Directors proposes that stockholders approve certain "material terms" of the LTIP designated by Section 162(m) of the Internal Revenue Code and related regulations ("Section 162(m)"), so that certain awards made under the LTIP will be deductible by the Corporation. Section 162(m) generally precludes deduction of compensation in excess of $1,000,000 paid in any year to an individual who on the last day of the taxable year is the Corporation's Chief Executive Officer or is among its four other most highly compensated executive officers, determined in accordance with proxy disclosure rules. However, compensation that qualifies as "performance-based compensation" under Section 162(m) is 28 deductible. On March 16, 2000, the Board of Directors amended the LTIP so that plan awards may qualify as performance-based compensation. The material terms of LTIP awards must also be approved by stockholders to satisfy Section 162(m) deductibility requirements. Set forth below is a summary of the LTIP, as amended, as well as a description of those matters that are treated as material terms by Section 162(m) and as to which stockholder approval is sought. Summary of the LTIP The following brief description of the principal features of the LTIP, as amended, applies to awards granted under the plan for performance periods commencing on or after January 1, 2000. Administration and Eligibility The LTIP is administered by the Executive Compensation Committee (the "Committee"). In accordance with Section 162(m), the Committee is comprised solely of outside directors. Key employees of the Corporation and its subsidiaries are eligible to participate in the plan. "Key employees" are officers and other employees who regularly and directly make or influence policy decisions that impact the overall long-term results or success of the Corporation. The Committee determines whether an individual is a key employee and also selects those key employees who will be given awards under the LTIP. Performance Periods Performance periods are established by the Committee and must exceed six months in length. Grant of Awards For each performance period, the Committee determines in its discretion a target award for each participant. That award is expressed as a percentage of the participant's average annual base salary during the performance period. Average annual base salary is computed by averaging annualized base salary in effect on the last calendar day of each year of the performance period following determination of the participant's target award. Performance Goals For each performance period, the Committee establishes in writing one or more objective performance goals that will modify the target awards to determine the amounts that become payable to participants. The performance goals must state, in terms of an objective formula or standard, the method for computing the amount of compensation payable to each participant upon attainment of the specified goals. The formula or standard must also specify the individual employees or the class of employees to which it applies. The Committee does not have any discretion under the objective formula or standard to increase the amount of compensation that would otherwise be due upon attainment of any performance goal. However, the Committee does have discretion prior to payment of any award to reduce the amount of the award derived from the formula or standard. In the case of awards intended to satisfy the deductibility requirements of Section 162(m), the performance goals must be established within the first 90 days of the performance period (or any shorter period required by applicable regulations). The Committee may establish different performance goals for each performance period. Those goals are described below under "Approval of Certain Material Terms." Payments After the applicable performance period has ended, the Committee determines the extent to which the performance goals were met. If the performance goals are not attained, no award payments are made. If the minimum performance goals are met or exceeded, the Committee certifies that the performance goals and any other material terms were satisfied, and determines the amount of award payments. The Corporation pays earned awards in a cash lump sum as soon as possible after the Committee determines their amount. The maximum payout to any participant with respect to an award for any performance period is $3,000,000. Termination of Employment During Performance Period If a participant terminates employment during a performance period due to death, disability, or retirement (as defined in the Employees' Retirement Plan of BancWest Corporation), the participant (or his/her designated beneficiary in the case of death) will receive a prorated payout of the participant's award, if any, for the performance period. The Committee will, in its sole discretion, determine the amount, if any, to be so paid. If a participant terminates employment during a performance period for any other reason, he/she will normally forfeit his/her right to any award. However, the Committee may, in its sole discretion, determine to vest all or a portion of the participant's award. 29 Change in Control Upon a change in control of the Corporation, the maximum target value attainable for all awards that have been outstanding six or more months will automatically be deemed fully earned. The LTIP change-in-control definition corresponds to that in the 1998 Stock Incentive Plan, discussed above. Nontransferability LTIP awards may not be assigned or alienated in any manner. Right to Amend The Corporation may amend or terminate the LTIP, in whole or in part, at any time. Such amendment or termination may not adversely affect any award previously granted under the plan without the written consent of the participant holding such award. The foregoing summary of the terms and features of the LTIP is qualified by reference to the LTIP itself, including amendments. A copy of the LTIP, as amended, may be obtained by written request to the Corporate Secretary's office at the address shown on page 25. Approval of Certain Material Terms Section 162(m) requires, as a condition to deductibility of performance-based compensation exceeding $1,000,000 to certain executives, that the material terms of the performance goals be disclosed to and approved by stockholders before the compensation is paid. Those material terms include the employees eligible, the business criteria on which the performance goals are based, and the maximum amount of compensation that could be paid to any employee if the goal is attained. Accordingly, the Corporation is seeking stockholder approval of the following material terms for awards granted for LTIP performance periods commencing on and after January 1, 2000: . Employees Eligible: The class of employees eligible to participate in the LTIP are those key employees of the Corporation or its subsidiaries selected by the Committee. . Business Criteria: LTIP performance goals may be based on one or more of the following: net income, net income before taxes, operating earnings, cash earnings, operating cash earnings, financial return ratios (including return on average total assets, return on tangible total assets, return on average stockholders' equity, return on average tangible stockholders' equity, average stockholders' equity to average total assets, risk-adjusted return on capital, economic value added, efficiency ratio, expense ratio, revenue growth, noninterest income to total revenue ratio, and net interest margin), total stockholder return, earnings per share, cash earnings per share, diluted earnings per share, diluted cash earnings per share, and stock price. The performance goals may be measured (i) solely on a corporate, subsidiary, or business unit basis or a combination thereof and/or (ii) on actual or targeted growth factors. Performance goals may reflect absolute entity performance or a relative comparison of entity performance to the performance of a peer group of entities or other external measure of the selected performance goals. The formula for any award may include or exclude items that measure specific objectives, such as the cumulative effect of changes in generally accepted accounting principles, losses resulting from discontinued operations, securities gains and losses, restructuring, merger-related and other nonrecurring costs, amortization of goodwill and intangible assets, extraordinary gains or losses, and any unusual, nonrecurring gain or loss that is separately quantified in the Corporation's financial statements. In addition, any performance measure expressed on a per-share basis will, in case of a recapitalization, stock dividend, stock split or reverse stock split affecting the number of outstanding shares, be mathematically adjusted so that the change in outstanding shares does not cause a substantive change in the relevant goal. . Maximum Payout: The maximum payout to any LTIP participant with respect to an award for any performance period is $3,000,000. LTIP Awards in Last Fiscal Year The Committee used the criteria described above to set target awards and other parameters for the 2000-2002 performance period. In March 2000, the Committee approved participation of 112 employees for that 30 LTIP cycle, and established target awards that ranged from 10% to 50% of participants' average annual base salaries for the performance period. The Committee also determined that no payouts will be made unless the Corporation achieves a minimum threshold of diluted earnings per share of $2.03Form 10-K for the year ended December 31, ~~2002. If that threshold is met, awards~~2016 for filing with the Securities and Exchange Commission. The Audit Committee also has approved, subject to stockholder ratification, the selection of the Company's independent registered public accounting firm for the 2000-2002 performance period will be based on two measures of corporate performance. Those measures are relative average total stockholder return versus the Standard & Poor's Midcap Regional Bank Index ("TSR"), and the annual compounded growth rate in diluted earnings per share ("ACGR"). Total stockholder return is stock price appreciation plus reinvestment of dividends divided by the beginning stock price, and diluted earnings per share is determined exclusive of restructuring and extraordinary nonrecurring items and accounting changes, if any. After the performance period is complete, if threshold requirements have been met target awards will be multiplied by a corporate performance factor of 0% to 200%. The corporate performance factor will be established by applying the Corporation's TSR and ACGR to a matrix that shows an array of percentages. One axis of that matrix consists of TSR values ranging from the 40th percentile to the 80th percentile, and the other axis consists of ACGR values of 8% to 12%. No awards will be paid if the TSR is less than the 40th percentile or if the ACGR is less than 8%. The maximum corporate performance factor of 200% will apply if the TSR is at or above the 80th percentile and the ACGR equals or exceeds 12%. A 100% corporate performance factor will apply if (among other possible combinations) the TSR is at the 60th percentile and the ACGR is 10%. The award methodology for 2000-2002 is similar to that used for prior performance periods, but eliminates an individual performance multiplier that formerly ranged from 0% to 140%. That change was made because awards cannot qualify as performance-based compensation under Section 162(m) unless they preclude discretion to increase the amount of compensation payable upon achievement of objective performance goals. To maintain approximately equivalent award opportunities after elimination of the individual performance multiplier, the maximum corporate performance factor was increased from 140% to 200%. Although thefiscal year ending December 31, 2017.

Audit Committee ~~retains discretion to reduce awards that result from application of the LTIP's objective criteria, it generally does not expect to do so.~~Members
W. Allen Doane (Chair) Allen Uyeda Matthew Cox

The following table ~~reflects estimated LTIP payouts~~presents fees for professional audit services rendered by Deloitte & Touche LLP for the ~~2000-2002 performance period~~audit of the Company's annual consolidated financial statements at ~~threshold, target~~ and ~~maximum award levels~~for the fiscal year ended December 31, 2016 and annual combined financial statements at and for the fiscal year ended December 31, 2015 (which give effect to the ~~named executive officers,~~Reorganization Transactions), and fees billed for other services rendered by Deloitte & Touche LLP during those periods.

The following table sets forth the fees billed to ~~all current executive officers as a group~~the Company for the fiscal years ended December 31, 2016 and 2015 by Deloitte & Touche LLP.

The Audit Committee Charter requires the pre-approval of all fees and services to be ~~made to persons whose compensation is subject to Section 162(m) limitations in~~provided by the ~~year of payment.~~

~~Note (1) Performance period begins on January 1, 2000. Note (2) Target~~Company's independent auditors. These services may include audit services, audit-related services, tax services and ~~Maximum payout estimates correspond to corporate performance factors of 100%~~other services. The Audit Committee has sole authority, without action by the Board, for the review and ~~200%, and are computed using salary paid during 2000. Recommendation The Board of Directors recommends a vote FOR~~ approval of ~~the proposal to approve certain material terms of the LTIP. 31~~ ~~ELECTION OF AUDITOR The Board of Directors, on recommendation of~~such services and fees. Since the Audit Committee ~~recommends~~had not been formed prior to the ~~election~~retention of ~~PricewaterhouseCoopers ("PWC")~~our independent auditors to perform the audit and audit-related services referenced above for fiscal year 2015, these fees and services were ultimately approved by BNPP, our then sole shareholder. Since the IPO, all such fees and services were pre-approved by the Audit Committee in accordance with these procedures.

Deloitte & Touche LLP, independent registered public accounting firm, served as ~~auditor of~~ the ~~Corporation to serve~~independent registered public accounting firm for the ~~ensuing year. PWC has served~~Company for the ~~Corporation in the capacity of independent auditor since 1973. For information concerning fees billed by PWC for 2000, see "Report of~~fiscal year ended December 31, 2016, and the Audit ~~Committee."~~Committee has appointed Deloitte & Touche LLP as auditors for the Company for the fiscal year ending December 31, 2017. The Board and the Audit Committee recommend that stockholders ratify the appointment of ~~Directors expects~~Deloitte & Touche LLP as independent auditors for the Company. The Company's organizational documents do not require that stockholders ratify the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm. However, the Board believes such ratification is a matter of good corporate practice. If stockholders do not ratify the appointment, the Audit Committee will reconsider its selection but may still retain Deloitte & Touche LLP. One or more representatives of ~~PWC~~Deloitte & Touche LLP are expected to be present at the Annual Meeting and afforded an opportunity to make a statement, if they desire to do so, and to be available to respond to ~~appropriate questions. Such representatives may make~~questions from stockholders.

Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2017 requires the affirmative vote of a ~~statement if they choose. If~~majority of the ~~proposal~~shares of common stock represented at the Annual Meeting, in person or by proxy, and entitled to ~~elect PWC is not approved by~~vote thereon. Abstentions will have the stockholders, or if prior to the 2002 annual meeting PWC declines to act or otherwise becomes incapable of acting, or if its employment is discontinued by the Board of Directors, then the Board of Directors will appoint other independent accountants whose employment for any period subsequent to the 2002 annual meeting will be subject to ratification by the stockholders at that meeting. The Board of Directors recommendssame effect as a vote against ratification.

THE BOARD OF DIRECTORS AND AUDIT COMMITTEE UNANIMOUSLY RECOMMEND THAT YOU VOTE "FOR" THE RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP TO SERVE AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR ~~the election of PWC as auditor.~~ FISCAL YEAR 2017.

As of the date of this Proxy Statement, management of the Company has no knowledge of any ~~business~~matters to be presented for consideration at the Annual Meeting other than ~~the matters set forth~~those referred to above. If any other matters properly come before the Annual Meeting, ~~it is the intention of~~ the persons named in the accompanying proxy card intend to vote each proxy, to ~~vote~~the extent entitled, in accordance with their ~~judgment on such matters.~~ best judgment.

Stockholders who, in accordance with the SEC's Rule 14a-8, wish to present proposals ~~intended to be presented at and included~~for inclusion in the proxy ~~statement for the 2002 annual meeting~~materials to be distributed by us in connection with our 2018 Annual Meeting of ~~the Corporation's stockholders~~Stockholders must submit their proposals by certified mail, return receipt requested, and must be received by the ~~Corporation no later than~~Corporate Secretary at our principal offices in Honolulu, Hawaii on or before November ~~1, 2001. If~~22, 2017, to be eligible for inclusion in our proxy statement and proxy card relating to that meeting. In the ~~date~~event that we hold our 2018 Annual Meeting of ~~the 2002 annual meeting is~~Stockholders more than 30 days before or after ~~April 19, 2002, however,~~the one-year anniversary date of the Annual Meeting, we will disclose the new deadline ~~will~~by which stockholders' proposals must be ~~described~~received in ~~one~~our earliest possible Quarterly Report on Form 10-Q or, if impracticable, by any means reasonably calculated to inform stockholders. As the rules of the ~~Corporation's quarterly reports on Form 10-Q. Under~~SEC make clear, simply submitting a proposal does not guarantee its inclusion.

In accordance with the ~~Corporation's bylaws, a stockholder proposal not~~Company's Bylaws, proposals of stockholders intended to be ~~included in~~presented at the ~~proxy material for the 2002 annual meeting~~2018 Annual Meeting of Stockholders (other than director nominations) must be received by the ~~Corporation~~Company's Secretary no later than ~~February 8, 2002. Any~~January 26, 2018, nor earlier than December 27, 2017 provided that if the 2018 Annual Meeting is held more than 30 days before, or 60 days after, April 26, 2018, such notice must be given by the later of the close of business on the date 90 days prior to the meeting date or the tenth day following the date the meeting date is first publicly announced or disclosed.

Furthermore, in order for any stockholder to properly propose any business for consideration at the 2018 Annual Meeting, including the nomination of any person for election as a director, or any other matter raised other than pursuant to Rule 14a-8 of the proxy rules adopted under the Exchange Act, written notice of the stockholder's intention to make such proposal must ~~also comply~~be furnished to the Company in accordance with, and including such information required by, the Company's Bylaws. A copy of the Company's Bylaws is available on our website at www.fhb.com.

The Governance Committee considers nominees recommended by stockholders as candidates for election to the Board using the same criteria as candidates selected by the Governance Committee discussed in the section entitled "Proposal No. 1—Election of Directors." A stockholder wishing to nominate a candidate for election to the Board at an annual meeting is required to give written notice to the Company's Secretary of his or her intention to make a nomination in accordance with the ~~other provisions~~requirements contained in the ~~Corporation's bylaws relating~~Company's Bylaws. Pursuant to the Company's Bylaws, notice of director nominations to be presented at the 2018 Annual Meeting of Stockholders must be received by the Company's Secretary no later than January 26, 2018, nor earlier than December 27, 2017 provided that if the 2018 Annual Meeting of Stockholders is held more than 30 days before, or 60 days after, April 26, 2018, such notice must be given by the later of the close of business on the date 90 days prior to the meeting date or the tenth day following the date the meeting date is first publicly announced or disclosed. If the number of directors to be elected to the Board is increased and either all of the nominees for director or the size of the increased Board is not publicly announced or disclosed by the Company at least 100 days prior to the first anniversary of the preceding year's annual meeting, notice of any stockholder ~~proposals. BY ORDER~~nominees to serve as directors for any newly created positions resulting from the increased size may be delivered to the Company's Secretary no later than the close of business on the tenth day following the first date all of such nominees or the size of the increased Board shall have been publicly announced or disclosed. A copy of the Company's Bylaws is available on our website at www.fhb.com.

DISTRIBUTION OF THE BOARD OF DIRECTORS: William E. Atwater Senior Vice President, General CounselCERTAIN DOCUMENTS

This Proxy Statement and ~~Secretary Dated: March 2, 2001~~our 2016 Annual Report to Stockholders are available at www.fhb.com.

The ~~Corporation's~~Annual Report of First Hawaiian, Inc. for the fiscal year ended December 31, 2016 (the "2016 Annual Report"), which includes our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2000 has been provided to stockholders of record~~2016, is being made available with this Proxy Statement to our stockholders. Stockholders are referred to the 2016 Annual Report for financial and other information about us. The 2016 Annual Report is not a part of this Proxy Statement. This Proxy Statement and the 2016 Annual Report are also available on our website at http://proxy.fhb.com.

We are required to file annual, quarterly and current reports, proxy ~~statement. Additional~~statements and other reports with the SEC. Copies of these filings are available through our website at www.fhb.com or the SEC's website at www.sec.gov. We will furnish copies of our SEC filings (without exhibits), including this Proxy Statement, the 2016 Annual Report and our Annual Report on Form 10-K ~~(other than certain exhibits) will be provided~~for the fiscal year ended December 31, 2016, without charge to ~~stockholders~~any stockholder upon written request ~~without charge, and may be obtained by writing Howard H. Karr, Executive Vice President and Chief Financial Officer, BancWest Corporation, P.O. Box 3200,~~or verbal request to our Company's Corporate Secretary at First Hawaiian, Inc., 999 Bishop Street, Honolulu, Hawaii ~~96847 (E-mail address: howard.karr@fhwn.com). 32~~ ~~ANNEX~~96813.

A ------- BANCWEST CORPORATION AUDIT COMMITTEE CHARTER I. PURPOSE The Audit Committee shall, in the manner set forth in this Charter, assist the Corporation's Board of Directors in fulfilling its financial oversight responsibilities. While the Audit Committee has the responsibilities and authority set forth in this Charter, it is not the responsibilitycopy of the ~~Audit Committee to plan or conduct audits or to determine that~~Company's 2016 Annual Report as filed with the ~~Corporation's financial statements are complete and accurate and are in accordance~~SEC is being furnished together with ~~generally accepted accounting principles. This is the responsibility of management and the independent auditors. Nor is it the responsibility~~this Proxy Statement. The Company's 2016 Annual Report does not form any part of the ~~Audit Committee to conduct investigations, to resolve disagreements, if any, between management and~~material for the independent auditors or to assure compliance with laws and regulations. In carrying out its responsibilities, the Audit Committee's policies and procedures shall remain flexible in order to best react to changing conditions and environments. II. COMPOSITION The Audit Committee shall be comprisedsolicitation of ~~three or more directors, as determined by the Board~~proxies.

- 0 FIRST HAWAIIAN, INC. Proxy for Annual meeting of ~~Directors. Audit Committee members shall have no relationship with the Corporation that, in the business judgment~~stockholders on April 26, 2017 solicited on Behalf of the Board of Directors, may interfere with the exercise of their independence from management and the Corporation. The members of the Audit Committee shall also satisfy other applicable independence requirements under the rules of the New York Stock Exchange. Each member of the Audit Committee shall be financially literate (as the Board of Directors interprets such requirement in its business judgment), or shall become financially literate within a reasonable time after his or her appointment to the Audit Committee. At least one member of the Audit Committee shall have accounting or related financial management experience, as the Board of Directors interprets such requirement in its business judgment. The members of the Audit Committee shall be elected by the Board of Directors at the annual meeting of the Board of Directors and shall serve until their resignation or removal or until their successors have been duly elected. Audit Committee members shall serve at the pleasure of the Board of Directors. III. MEETINGS The Audit Committee shall meet at least four times annually, or more frequently as circumstances dictate. To the extent deemed appropriate by the Audit Committee, it shall periodically meet separately with management, the internal auditors and/or the independent auditors to discuss any matters that the Audit Committee or any of these groups believes should be discussed privately. IV. RESPONSIBILITIES AND AUTHORITY The Audit Committee shall: A. Review Procedures ----------------- 1. Review and reassess the adequacy of this Charter at least annually. Submit the Charter to the Board of Directors for approval once every three years or more frequently as circumstances dictate. Include the Charter as an appendix to the Corporation's proxy statement at least once every three years. 33 2. Review with financial management and the independent auditors the Corporation's quarterly and annual financial statements included in its Reports on Forms 10-Q and 10-K, respectively, prior to their filing. 3. Review significant findings prepared by the independent auditors, together with management's responses. 4. Discuss with the independent auditors any significant changes to the Corporation's accounting principles and any items required to be communicated by the independent auditors in accordance with Statement of Auditing Standards No. 61 ("SAS 61"), "Communications with Audit Committees." B. Independent Auditors -------------------- 5. Review the independence and performance of the independent auditors and annually recommend to the Board of Directors for stockholders' approval the appointment of the independent auditors and, when circumstances warrant, recommend that the Board of Directors replace the independent auditors. The Audit Committee and the Board of Directors have the ultimate authority and responsibility to select, evaluate, and where appropriate replace the independent auditors. The independent auditors are ultimately accountable to the Audit Committee and the Board of Directors for such auditor's review of the financial statements and controls of the Corporation. 6. Obtain from the independent auditors, on a periodic basis, a formal written statement delineating all relationships between the independent auditors and the Corporation consistent with Independence Standards Board Standard 1 ("ISB No. 1"). 7. Review and discuss, on an annual basis, with the independent auditors all significant relationships that they have with the Corporation that could impair their objectivity and independence as independent auditors. Engage in a dialog with the independent auditors with respect to any disclosed relationships or services that may impact the objectivity and independence of the independent auditors, and recommend that the Board of Directors take appropriate action in response to the independent auditors' report of such relationships to satisfy itself of the independent auditors' independence. 8. Review the independent auditors' audit plan - discuss scope, staffing, locations, and reliance upon management and internal audit personnel. 9. Approve the fees to be paid to the independent auditors. C. Internal Auditors ----------------- 10. Review the internal audit function of the Corporation including the proposed annual audit plan and schedule. 11. Review significant reports prepared by the internal auditors together with management's responses and follow-up to these reports. 12. Review the appointment, replacement and performance of the senior internal auditing executives. 34 D. Financial Reporting Process --------------------------- 13. Review the integrity of the Corporation's financial controls and reporting processes, both internal and external, by consulting with management, the independent auditors and internal auditors. 14. Consider and approve, if appropriate, major changes to the Corporation's auditing and accounting principles and practices as suggested by the independent auditors, management, or the internal auditors. 15. Establish regular systems of reporting to the Audit Committee by each of management, the independent auditors and the internal auditors regarding any significant judgments made in management's preparation of the financial statements and any significant difficulties encountered during the course of the review or audit, including any restrictions on the scope of work or access to required information. 16. Review any significant disagreement among management and the independent auditors or the internal auditors in connection with the preparation of the financial statements. E. General ------- 17. Review with the Corporation's general counsel any legal matters that, in the Audit Committee's business judgment, could have a significant impact on the Corporation's financial statements. 18. To the extent deemed appropriate by the Audit Committee in the exercise of its business judgment, investigate any matter brought to the Audit Committee's attention within the scope of its responsibilities, with the power to retain outside independent counsel for this purpose. 19. Prepare an annual report to stockholders as required by the Securities and Exchange Commission and include such report in the Corporation's annual proxy statement. The report should delineate that the Audit Committee has (1) reviewed and discussed the audited financial statements with management; (2) discussed with the independent auditors the matters required to be discussed by SAS 61; (3) received from the independent auditors the written disclosures and the letter required by ISB No. 1, and discussed the independence of the independent auditors with them; and (4) based on such review and discussions, recommended to the Board of Directors that the Corporation's audited financial statements be included in the Corporation's Annual Report on Form 10-K. 20. Maintain minutes or other records of meetings and activities of the Audit Committee and submit such minutes to the Board of Directors of the Corporation for review. V. APPROVAL As adopted by the BancWest Corporation Board of Directors on March 16, 2000. 35 - -------------------------------------------------------------------------------- PROXY SOLICITED BY THE BOARD OF DIRECTORS OF BANCWEST CORPORATION ANNUAL MEETING - APRIL 19, 2001directors The undersigned hereby appoints ~~DR. J. A. FROHLICH, R. A. FUHRMAN,~~Matthew Cox, W. Allen Doane and ~~J. A. HOAG,~~Allen B. Uyeda, and each of them, ~~each~~ with full power of substitution and power to act alone, as proxies to vote all the ~~proxies~~shares of Common Stock which the undersigned would be entitled to ~~attend~~vote if personally present and acting at the Annual Meeting of Stockholders of ~~BANCWEST CORPORATION (the "Corporation")~~First Hawaiian, Inc., to be held ~~at 10:30 a.m., Pacific Time,~~ on April ~~19, 2001 in the Bank of the West Board Room, 25th~~26, 2017 at 8:00 a.m. local time at The Bankers Club, 999 Bishop Street, 30th Floor, ~~180 Montgomery Street, San Francisco, California,~~Honolulu, Hawaii, and at any adjournments or postponements thereof, as follows: (continued and to ~~vote at said meeting and any adjournments thereof all shares of stock of the Corporation standing in the name of the undersigned, as instructed~~be signed on the reverse ~~side,~~side.) 14475 1.1

ANNUAL meeTiNG oF sTocKhoLdeRs oF FiRsT hAWAiiAN, iNc. April 26, 2017 8:00 a.m. Go GReeN e-Consent makes it easy to go paperless. With e-Consent, you can quickly access your proxy material, statements and ~~in their judgment on any~~ other ~~business which may properly come before said meeting. (To Be Continued And Signed On~~eligible documents online, while reducing costs, clutter and paper waste. Enroll today via www.astfinancial.com to enjoy online access. NoTice oF iNTeRNeT AvAiLABiLiTY oF PRoXY mATeRiAL: The ~~Other Side) - --------------------------------------------------------------------------------~~ ANNUAL MEETING OF STOCKHOLDERS OF BANCWEST CORPORATION April 19, 2001 ------------------------------ PROXY VOTING INSTRUCTIONS ------------------------------ TO VOTE BY MAIL - ---------------Notice of Meeting, proxy statement and proxy card are available at http://proxy.fhb.com Please sign, date ~~sign~~ and mail your proxy card in the envelope provided as soon as possible. ~~TO VOTE BY TELEPHONE (TOUCH-TONE PHONE ONLY) - --------------------------------------------~~ Please ~~call toll-free 1-800-PROXIES~~detach along perforated line and follow the instructions. Have your control number and the proxy card available when you call. TO VOTE BY INTERNET - ------------------- Please access the web page at "www.voteproxy.com" and follow the on-screen instructions. Have your control number available when you access the web page. YOUR CONTROL NUMBER IS --- ----------------------- * Please Detach and Mailmail in the ~~Envelope Provided * - --------------------------------------------------------------------------------~~envelope provided. 20930000000000001000 2 042617 properly come before the Annual Meeting. At the present time, the Board of Directors revocable and, when properly executed, will be voted as directed herein by the NomiNees in Proposal 1 and FoR Proposal 2. This proxy also confers discretionary the conduct of the Annual Meeting. changes to the registered name(s) on the account may not be submitted via Note: Please sign exactly as your name or names appear on this Proxy. When shares are held jointly, each holder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. If the signer is a corporation, please sign full corporate name by duly authorized officer, giving full title as such. If signer is a partnership, please sign in partnership name by authorized person. The BoARd oF diRecToRs RecommeNds A ~~[X] Please mark your votes as in this example.~~voTe "FoR" ALL The NomiNees LisTed ANd "FoR" PRoPosAL 2. PLeAse siGN, dATe ANd ReTURN PRomPTLY iN The eNcLosed eNveLoPe. PLeAse mARK YoUR voTe iN BLUe oR BLAcK iNK As shoWN heRe x 1. Election of Directors: NomiNees: FOR ~~Nominees: Dr. Julia Ann Frohlich all nominees~~ALL NOMINEESO Matthew Cox O W. Allen Doane WITHHOLD ~~Bert T. Kobayashi, Jr. listed at right AUTHORITY Fred C. Weyand 1. ELECTION OF [_] [_]~~AUTHORITYO Thibault Fulconis FOR ALL NOMINEESO Gérard Gil O Jean-Milan Givadinovitch FOR ALL EXCEPTO Robert ~~C. Wo NON-CLASS A DIRECTORS *(~~S. Harrison (See instructions below)O J. Michael Shepherd O Allen B. Uyeda O Michel Vial INSTRUCTIONS: To withhold authority to vote for any individual ~~nominee write that nominee's name~~nominee(s), mark “FOR ALL EXCEPT” and fill in the ~~space provided below.) - -------------------------------------------------------------------------------- 2. Proposal~~circle next to ~~increase the number of~~each nominee you wish to withhold, as shown here: FOR AGAINST ABSTAIN authorized shares of Common Stock and [_] [_] [_] of Class A Common Stock. 3. Proposal to increase the number of FOR AGAINST ABSTAIN shares available for grants under the [_] [_] [_] 1998 Stock Incentive Plan. 4. Proposal to approve certain material FOR AGAINST ABSTAIN terms2. Ratification of the ~~Long-Term Incentive Plan, [_] [_] [_] so as~~appointment of Deloitte and Touche LLP to ~~make certain awards tax deductible. 5. Proposal to elect PricewaterhouseCoopers FOR AGAINST ABSTAIN LLP~~serve as the ~~Corporation's auditor. [_] [_] [_]~~independent registered public accounting firm for the year ending December 31, 2017. In their discretion, the proxies are authorized to vote upon such other business as may knows of no other business to be presented at the Annual Meeting. This proxy is undersigned stockholder. if no direction is made, this proxy will be voted FoR ALL authority to vote (1) with respect to the election of any person as director, where the nominee is unable to serve or for good cause will not serve and (2) on matters incident to MARK“X” HERE IF YOU PLAN TO ATTEND THE MEETING. To change the address on your account, please check the box at right and indicate your new address in the address space above. Please note that this method. Signature of Stockholder Date: Signature of StockholderDate:

ANNUAL meeTiNG oF sTocKhoLdeRs oF FiRsT hAWAiiAN, April 26, 2017 8:00 a.m. iNc. iNTeRNeT - Access “www.voteproxy.com” and follow the on-screen instructions or scan the QR code with your smartphone. Have your proxy card available when you access the web page. TeLePhoNe - Call toll-free 1-800-PRoXies (1-800-776-9437) in the United States or 1-718-921-8500 from foreign countries from any touch-tone telephone and follow the instructions. Have your proxy card available when you call. Vote online/phone until 11:59 PMESTthe day before the meeting. mAiL - Sign, date and mail your proxy card in the envelope provided as soon as possible. iNPeRsoN - You may vote your shares in person by attending the Annual Meeting. Go GReeN - e-Consent makes it easy to go paperless. With e-Consent, you can quickly access your proxy material, statements and other eligible documents online, while reducing costs, clutter and paper waste. Enroll today via www.astfinancial.com to enjoy online access. Please detach along perforated line and mail in the envelope provided IF you are not voting via telephone or the Internet. 20930000000000001000 2 042617 ending December 31, 2017. O Matthew Cox FOR ALL NOMINEES properly come before the Annual Meeting. At the present time, the Board of Directors revocable and, when properly executed, will be voted as directed ~~but~~herein by the NomiNees in Proposal 1 and FoR Proposal 2. This proxy also confers discretionary the conduct of the Annual Meeting. changes to the registered name(s) on the account may not be submitted via Note: Please sign exactly as your name or names appear on this Proxy. When shares are held jointly, each holder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. If the signer is a corporation, please sign full corporate name by duly authorized officer, giving full title as such. If signer is a partnership, please sign in partnership name by authorized person. The BoARd oF diRecToRs RecommeNds A voTe "FoR" ALL The NomiNees LisTed ANd "FoR" PRoPosAL 2. PLeAse siGN, dATe ANd ReTURN PRomPTLY iN The eNcLosed eNveLoPe. PLeAse mARK YoUR voTe iN BLUe oR BLAcK iNK As shoWN heRe x 1. Election of Directors: NomiNees: O W. Allen Doane WITHHOLD AUTHORITYO Thibault Fulconis FOR ALL NOMINEESO Gérard Gil O Jean-Milan Givadinovitch FOR ALL EXCEPTO Robert S. Harrison (See instructions below)O J. Michael Shepherd O Allen B. Uyeda O Michel Vial INSTRUCTIONS: To withhold authority to vote for any individual nominee(s), mark “FOR ALL EXCEPT” and fill in the circle next to each nominee you wish to withhold, as shown here: FOR AGAINST ABSTAIN 2. Ratification of the appointment of Deloitte and Touche LLP to serve as the independent registered public accounting firm for the year In their discretion, the proxies are authorized to vote upon such other business as may knows of no other business to be presented at the Annual Meeting. This proxy is undersigned stockholder. if no direction is ~~specified, it~~made, this proxy will be voted ~~FOR Proposals 1 through 5.~~FoR ALL authority to vote (1) with respect to the election of any person as director, where the nominee is unable to serve or for good cause will not serve and (2) on matters incident to MARK“X” HERE IF YOU PLAN TO ATTEND THE MEETING. To change the address on your account, please check the box at right and indicate your new address in the address space above. Please ~~mark, sign, date~~note that this method. Signature of Stockholder Date: Signature of StockholderDate: NoTice oF iNTeRNeT AvAiLABiLiTY oF PRoXY mATeRiAL: The Notice of Meeting, proxy statement and ~~return this~~ proxy card promptly, using the enclosed envelope. SIGNATURE DATE SIGNATURE DATE --------------- --------- --------------- --------- NOTE: Stockholder(s) should sign above exactly as name(s) appear(s) hereon, but minor discrepancies in such signatures will not invalidate this proxy. If more than one stockholder, all should sign. - --------------------------------------------------------------------------------


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ý		Definitive Proxy Statement
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o		Soliciting Material under §240.14a-12


FIRST HAWAIIAN, INC.
(Name of Registrant as Specified In Its Charter)
N/A
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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o	Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
	(1)	Title of each class of securities to which transaction applies:
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	(3)	Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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o	Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
	(1)	Amount Previously Paid:
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Name and Address of Beneficial Owner

BNPP(1)	86,459,620	62.0	%
Directors and Named Executive Officers
Robert S. Harrison(2)	20,565	*
Eric K. Yeaman(3)	27,826	*
Robert T. Fujioka(4)	12,000	*
Albert M. Yamada(5)	38,694	*
Matthew Cox	5,000	*
W. Allen Doane	40,000	*
Thibault Fulconis	—	*
Gérard Gil	—	*
Jean-Milan Givadinovitch	—	*
J. Michael Shepherd	—	*
Allen B. Uyeda	4,000	*
Michel Vial	—	*
Directors and executive officers as a group (16 persons)	181,546	*

Name and Principal Position		Salary(3)		Bonus(4)		Stock Awards(5)		Non-Equity Incentive Plan Compensation(6)		All Other Compensation(7)		Total

Robert S. Harrison Chairman and Chief Executive Officer	2016 2015	$	1,065,000 800,000	$	893,000 725,000	$	1,612,966 —	$	648,200 739,808	$	110,974 110,838	$	4,330,141 2,375646
Eric K. Yeaman(1) President and Chief Operating Officer	2016		743,125		979,682		1,250,298		—		165,865		3,138,970
Robert T. Fujioka(1) Vice Chairman and Chief Lending Officer	2016		495,950		376,339		616,429		347,404		217,127		2,053,249
Albert M. Yamada(2) Former Vice Chairman and Chief Administrative Officer	2016 2015		538,629 569,842		443,043 430,139		987,241 —		427,357 486,861		89,872 158,757		2,486,142 1,645,599

Name	Perquisites and Other Personal Benefits(a)		Consulting Services(b)		Tax Reimbursements(c)		Contributions to Defined Contribution Plans(d)		Insurance Premiums(e)		Total

Robert S. Harrison	$	43,226		—	$	38,839	$	19,875	$	9,034	$	110,974
Eric K. Yeaman		30,386		—		1,782		131,342		2,355		165,865
Robert T. Fujioka		27,669		—		20,645		15,625		153,189		217,127
Albert M. Yamada		26,052	$	16,667		32,780		—		14,374		89,872


		Sincerely,

		Robert S. Harrison
		Chairman and Chief Executive Officer


		By order of the Board of Directors,

		Joel E. Rappoport
		Executive Vice President, General Counsel and Secretary

		Page

About the Meeting			2
Proposal No. 1—Election of Directors			6
Directors and Executive Officers			8
Board of Directors, Committees and Governance			14
Security Ownership of Certain Beneficial Owners, Directors and Management			22
Executive Compensation			24
Director Compensation			34
Our Relationship with BNPP and Certain Other Related Party Transactions			36
Section 16(a) Beneficial Ownership Reporting Compliance			49
Audit Committee Report			49
Principal Accountant Fees			50
Proposal No. 2—Ratification of Independent Registered Public Accounting Firm			51
Other Business			51
Stockholder Proposals for the 2018 Annual Meeting			51
Distribution of Certain Documents			53

Director Name	Age		Principal Occupation

Robert S. Harrison	56	2016	Chairman and Chief Executive Officer of First Hawaiian
Matthew Cox	55	2016	President and Chief Executive Officer of Matson, Inc.
W. Allen Doane	69	2016	Retired Chairman and Chief Executive Officer of Alexander & Baldwin, Inc.
Thibault Fulconis	51	2016	Chief Operating Officer and Vice Chairman of Bank of the West, Vice Chairman of BancWest Corporation
Gérard Gil	67	2016	Senior finance and accounting advisor to BNPP
Jean-Milan Givadinovitch	61	2016	Executive Vice President of Bank of the West
J. Michael Shepherd	61	2016	Chairman of BNP Paribas USA, Inc., BancWest Corporation and Bank of the West
Allen B. Uyeda	67	2016	Retired Chief Executive Officer of First Insurance Company of Hawaii
Michel Vial	59	2016	Head of Group Strategy and Development of BNPP

Name		Position

Robert S. Harrison	56	Chairman of the Board of Directors and Chief Executive Officer
Matthew Cox	55	Director
W. Allen Doane	69	Director
Thibault Fulconis	51	Director
Gérard Gil	67	Director
Jean-Milan Givadinovitch	61	Director
J. Michael Shepherd	61	Director
Allen B. Uyeda	67	Director
Michel Vial	59	Director
Eric K. Yeaman	49	President and Chief Operating Officer
Alan H. Arizumi	57	Vice Chairman of Wealth Management and Consumer Banking
Robert T. Fujioka	65	Vice Chairman and Chief Lending Officer
Michael Ching	45	Executive Vice President, Chief Financial Officer and Treasurer
Ralph M. Mesick	57	Executive Vice President and Chief Risk Officer

Director Name	Audit Committee	Corporate Governance & Nominating Committee	Compensation Committee	Risk Committee

Matthew Cox*	Member		Member
W. Allen Doane*	Chair			Member
Thibault Fulconis**				Member
Gérard Gil**		Chair	Chair
Jean-Milan Givadinovitch**				Member
Robert S. Harrison
J. Michael Shepherd**		Member
Allen B. Uyeda*	Member	Member		Chair
Michel Vial**			Member

	Stock Awards

Name	Number of Unearned Shares or Units That Have Not Yet Vested (#)(1)		Market Value of Unearned Shares or Units That Have Not Yet Vested ($)(2)
Robert S. Harrison		45,087	$	1,569,929
Eric K. Yeaman		36,086		1,256,515
Robert T. Fujioka		17,217		599,496
Albert M. Yamada		26,695		929,520

Name	Fees Earned or Paid in Cash($)(1)		Stock Awards(2)		All Other Compensation($)(3)		Total($)

Matthew Cox	$	46,500	$	43,767	$	59,751	$	150,018
W. Allen Doane		55,500		43,767		84,751		184,018
Thibault Fulconis		—		—		1,751		1,751
Gérard Gil		—		—		1,751		1,751
Jean-Milan Givadinovitch		—		—		1,751		1,751
J. Michael Shepherd		—		—		1,751		1,751
Allen Uyeda		70,625		43,767		82,751		197,143
Michel Vial		—		—		1,751		1,751

	2016		2015

Audit Fees	$	2,342,000	$	2,924,000
Audit Related Fees(1)		79,000		15,000
Tax Fees		—		—
All Other Fees		—		—

Total	$	2,421,000	$	2,939,000