First Hawaiian to acquire TriCo Bancshares; TriCo shareholders get 2.095 FHB shares per share

FIRST HAWAIIAN, INC.

Each TriCo share converted into 2.095 shares of FHB common stock; cash for fractional shares.
Termination fee of $80M payable by either party under certain circumstances.
Transaction requires regulatory approvals, FHB stockholder and TriCo shareholder approvals.
Four TriCo directors to join FHB board; Tri Counties Bank to operate as division of First Hawaiian Bank.
Merger agreement unanimously approved by both boards; expected to close in 2026.

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