John C. Erickson
BANK OF HAWAIIAbout John C. Erickson
Independent director of Bank of Hawaii Corporation since 2019; age 63. A 40+ year financial services executive (Union Bank/MUFG), with senior leadership roles spanning corporate banking, risk management, capital markets and wealth management; designated Audit Committee Financial Expert and recognized “risk expert.” Education: BA (economics) and MBA (finance), University of Southern California.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Union Bank/MUFG (California) | Vice Chairman; Chief Risk Officer; Chief Corporate Banking Officer | 1983–2014 | Led enterprise risk management, regulatory relations; oversaw Commercial Banking, Global Treasury Mgmt, Global Capital Markets, Wealth Mgmt |
| Zions Bancorporation | Director; Chair Risk Oversight; Member Audit Committee | 2014–2016 | Chaired board-level risk oversight; served on audit |
| Luther Burbank Corporation | Director; Member Audit & Risk and Compensation Committees | 2017–2024 | Oversight of risk and pay |
| National Mortgage Insurance Holdings | Director; Member Audit and Risk Committees | Joined Sept 2023 | Audit and enterprise risk oversight |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| California Bankers Association | Board member | Prior years (not specified) | Industry policy engagement |
| The Living Desert | Board member | Prior years (not specified) | Finance and Long-Range Planning Committees |
| The Music Center | Treasurer; Executive Committee member | Prior years (not specified) | Financial oversight and governance |
| Audit Committee Roundtable of Orange County; Financial Services Board Roundtable; ABA Bankers Council | Member | Prior years (not specified) | Professional standard setting and best practices |
Board Governance
- Committee assignments: Audit Committee (Chair as of Jan 24, 2025), Balance Sheet Committee, Risk Management Committee .
- Independence: Board determined Erickson is independent under NYSE standards; Audit, HRC, and NCGC composed entirely of independent directors .
- Attendance and engagement: Board met 13 times in 2024; each director attended at least 75% of Board and committee meetings; non‑management directors met seven times in executive session in 2024 .
- Committee activity cadence (2024): Audit & Risk Committee met 18 times; HRC met 9 times; NCGC met 8 times .
- Expertise: Designated Audit Committee Financial Expert (SEC definition) and “risk expert” per Federal Reserve rules implementing Dodd‑Frank §165 (12 CFR 252.33(a)(4)(i)) .
Fixed Compensation
| Component | Amount/Detail | Notes |
|---|---|---|
| Annual Board cash retainer | $55,000 | Unchanged from 2023 |
| Committee retainers (2024 structure) | Audit & Risk: $17,000 member; $30,000 chair | HRC: $12,000 member; $24,000 chair. NCGC: $10,000 member; $20,000 chair |
| Other committees | DAC: $10,000 member; $20,000 chair | FIMC: $10,000 member; $20,000 chair; BSC meeting fee $500 ($750 chair) |
| Travel stipend (if principally mainland U.S.) | $5,000 | For directors residing principally on U.S. mainland |
| 2024 cash actually paid to Erickson | $99,500 | Per Director Compensation Table |
Performance Compensation
| Equity Award | Grant Date | Shares | Fair Value | Vesting |
|---|---|---|---|---|
| Restricted Stock (2024) | Apr 26, 2024 | 1,109 | $65,020 (close $58.63) | 100% on Apr 18, 2025 |
| Options/RSUs (2024) | — | — | — | No option grants or RSUs in 2024 |
| Director Stock Plan | 2015 Plan; proposed 2025 Plan | — | — | 2025 Plan allows stock options, restricted stock, RSUs; initial reserve 141,124 shares incl. 60,000 increase; term to Apr 25, 2035 |
No performance-contingent metrics apply to director equity; awards are time-vested restricted stock. Dividends/dividend equivalents may be provided under the 2025 Plan at Board discretion .
Other Directorships & Interlocks
| Company | Status | Committees |
|---|---|---|
| National Mortgage Insurance Holdings (public) | Director since Sept 2023 | Audit; Risk |
| Luther Burbank Corporation (public) | Director 2017–2024 | Audit & Risk; Compensation |
| Zions Bancorporation (public) | Director 2014–2016 | Chair Risk Oversight; Audit |
Expertise & Qualifications
- Finance and banking domain expertise; extensive enterprise risk management leadership; capital markets and treasury experience .
- Designated Audit Committee Financial Expert; meets NYSE financial literacy standards .
- Recognized “risk expert” for board-level risk oversight; serves on BOH Risk Management Committee .
Equity Ownership
| Measure | Amount |
|---|---|
| Shares beneficially owned | 8,382 |
| Right to acquire within 60 days (restricted shares) | 1,109 |
| Total | 9,491; less than 1% of outstanding |
| Shares held individually/jointly by family (included) | 3,315 |
| Director ownership guidelines | 5× annual cash retainer; 10 of 11 non‑management directors compliant as of Jan 31, 2025 |
| Anti‑hedging/pledging policy | Hedging and pledging of BOH stock prohibited for directors and employees |
Related Party Transactions and Conflicts
- Related party transactions are reviewed/approved (generally by the Audit Committee) under written policies; conflicts must be disclosed via annual questionnaires and are subject to NYSE and Code standards .
- Banking relationships with directors are permitted only on ordinary-course terms, compliant with Regulation O, and without unfavorable features .
- 2024 transactions with directors/officers occurred in ordinary course, same terms as non‑affiliates, did not involve abnormal risk; no material related-party transactions requiring disclosure involving Erickson were indicated .
Insider Trades (Form 4 Reference)
| Filing Date | Summary | Source |
|---|---|---|
| Apr 29, 2025 | Reported ownership 10,478 shares; director filing | |
| Sept 10, 2020 | Open-market acquisition of 1,000 BOH shares (~$51,960) | |
| 2022 filings | Erickson Form 4 index (BOH) |
Governance Assessment
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Strengths
- Audit Committee Chair with formal “Financial Expert” designation; strong risk governance credentials including “risk expert” status; multi-bank board experience supports robust oversight of credit, operational, and compliance risk .
- Active committee workload (Audit; Risk; Balance Sheet) with high meeting cadence; board-wide executive sessions enhance independent oversight .
- Alignment: director equity grants; ownership guidelines (5× retainer); anti‑hedging/pledging policy; majority independent board .
-
Watch items
- Cross-directorships in financial services (NMI Holdings; prior Luther Burbank, Zions) can create information-flow sensitivities—mitigated by independence standards and BOH’s related-party and Regulation O controls .
- 2025 committee split (Audit vs. Risk) implies rising complexity; ensure clear delineation of responsibilities and sufficient resourcing for both committees .
-
Compensation signals (director pay)
- Cash/equity mix stable YoY; 2024 retainer levels unchanged from 2023; annual equity grant value $65,000 in time‑vested restricted stock; no options—conservative risk posture for director incentives .
-
Shareholder sentiment (context)
- Say‑on‑Pay support increased to 94% in 2024 (vs. 74% in 2023; 80% in 2022) after program redesign—positive governance signal, though focused on executive pay .
No RED FLAGS identified for pledging/hedging, option repricing, or material related-party transactions involving Erickson based on disclosed information .
