Hawaiian Electric (NYSE: HE) signs ex-CFO Scott DeGhetto to $200K monthly consulting deal

Rhea-AI Filing Summary

Hawaiian Electric Industries, Inc. reported that former Executive Vice President & Chief Financial Officer Scott T. DeGhetto, whose term as principal financial officer ended on April 1, 2026, has entered into a Consultant Services Agreement through his LLC, Emberstone, LLC.

From April 6, 2026 through April 5, 2027, he will advise on debt and equity financing, corporate dispositions and other market-related projects requested by the CEO. He will receive a monthly consulting fee of $200,000 plus applicable taxes, and a one-time $1,350,000 Special Projects Fee at the end of the term, both subject to prorating if the agreement ends early for specified reasons. These amounts are in addition to previously reported consulting compensation of $800,000 for services through March 1, 2027.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Key Figures

Monthly consulting fee: $200,000 per month Special Projects Fee: $1,350,000 Prior consulting compensation: $800,000 +3 more

6 metrics

Monthly consulting fee $200,000 per month Consulting Services Agreement term April 6, 2026–April 5, 2027

Special Projects Fee $1,350,000 Payable at end of consulting term for special projects

Prior consulting compensation $800,000 Previously reported amount for consulting services through March 1, 2027

Consulting term start April 6, 2026 Effective date of Consultant Services Agreement

Consulting term end April 5, 2027 Scheduled end date of agreement unless terminated earlier

CFO term end April 1, 2026 End of Scott T. DeGhetto’s term as principal financial officer

Key Terms

Consultant Services Agreement, Special Projects Fee, Cause, principal financial officer, +1 more

5 terms

Consultant Services Agreement financial

"On April 6, 2026, the Company entered into a Consultant Services Agreement (the “Agreement”) with Mr. DeGhetto"

Special Projects Fee financial

"Mr. DeGhetto will be paid $1,350,000 ... for performing certain special projects described in the Agreement (the “Special Projects Fee”)."

Cause regulatory

"will be prorated if the Agreement is terminated ... by the Company for Cause, as defined in the Agreement"

principal financial officer financial

"Executive Vice President & Chief Financial Officer, or principal financial officer (“PFO”), ended on April 1, 2026."

The principal financial officer is the senior executive who runs a company's financial operations: preparing and certifying financial reports, managing accounting controls, budgets and cash flow, and advising on financial strategy. Investors care about this role because its competence affects how trustworthy the company’s numbers are, how well it manages risk and capital needs, and the credibility of forecasts—like the chief navigator steering a firm's financial course.

emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report: April 6, 2026

Exact Name of Registrant			Commission			I.R.S. Employer
as Specified in Its Charter			File Number			Identification No.
Hawaiian Electric Industries, Inc.			1-8503			99-0208097

State of Hawaii

(State or other jurisdiction of incorporation)

1001 Bishop Street, Suite 2900, Honolulu, Hawaii  96813

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code:

 (808) 543-5662

Not applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to 12(b) of the Act:

Registrant			Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Hawaiian Electric Industries, Inc.			Common Stock, Without Par Value			HE			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule12b-2 of the Securities Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the

Exchange Act. ☐

Item 5.02 Departure of Director or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Scott T. DeGhetto’s term as the Company’s Executive Vice President & Chief Financial Officer, or principal financial officer (“PFO”), ended on April 1, 2026. On April 6, 2026, the Company entered into a Consultant Services Agreement (the “Agreement”) with Mr. DeGhetto, through his wholly-owned and self-managed limited liability company, Emberstone, LLC (“Mr. DeGhetto”), to advise the Company on debt and equity financing, corporate dispositions and other market-related projects reasonably requested by the Company’s Chief Executive Officer (the “Services”). The Agreement has a term of one year ending on April 5, 2027, unless terminated earlier pursuant to the terms of the Agreement (the “Term”). During the Term, Mr. DeGhetto will be paid a monthly fee of $200,000, plus the amount of applicable general excise or use taxes (the “Fee”). In addition to the Fee, at the end of the Term, Mr. DeGhetto will be paid $1,350,000, plus the amount of applicable general excise or use taxes, for performing certain special projects described in the Agreement (the “Special Projects Fee”). The Fee and Special Projects Fee will be prorated if the Agreement is terminated before the end of the Term by the Company for Cause, as defined in the Agreement, or by Mr. DeGhetto for any reason. The Company will also reimburse Mr. DeGhetto for reasonable out-of-pocket business expenses incurred in performing the Services.

The Fee and Special Service Fee are in addition to the previously reported $800,000 to be paid for consulting services performed through March 1, 2027, that was part of the compensation package approved for Mr. DeGhetto in November 2024. For more information, see Item 5 of the Form 10-Q filed with the SEC on November 8, 2024.

1

SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

HAWAIIAN ELECTRIC INDUSTRIES, INC.

(Registrant)

/s/ Paul K. Ito

Paul K. Ito

Executive Vice President and

 Chief Financial Officer

(Principal Financial Officer)

Date: April 10, 2026

2

FAQ

What executive change did Hawaiian Electric Industries (HE) disclose in this 8-K?

Hawaiian Electric Industries disclosed that Scott T. DeGhetto’s term as Executive Vice President & Chief Financial Officer, the company’s principal financial officer, ended on April 1, 2026. After his term ended, the company engaged him as an external consultant through his wholly owned LLC.

What is the term of Scott DeGhetto’s new consulting agreement with Hawaiian Electric (HE)?

The consulting agreement runs for one year from April 6, 2026 through April 5, 2027, unless terminated earlier under its terms. During this period, DeGhetto will provide advisory services on debt and equity financing, corporate dispositions and other market-related projects requested by the company’s Chief Executive Officer.

How much will Hawaiian Electric (HE) pay Scott DeGhetto in monthly consulting fees?

During the agreement term, Hawaiian Electric will pay Scott DeGhetto a monthly consulting fee of $200,000, plus applicable general excise or use taxes. This monthly fee compensates him for advising on financing, corporate dispositions and other market-related services requested by the Chief Executive Officer.

What is the Special Projects Fee under Scott DeGhetto’s consulting agreement with HE?

At the end of the consulting term, Scott DeGhetto is entitled to a $1,350,000 Special Projects Fee, plus applicable taxes, for performing specified special projects. If the agreement is terminated early by the company for Cause or by DeGhetto, this fee will be prorated under the agreement’s terms.

How does this new consulting arrangement relate to Scott DeGhetto’s previously approved compensation?

The new monthly fee and $1,350,000 Special Projects Fee are in addition to $800,000 previously approved for consulting services through March 1, 2027. That earlier amount was part of a compensation package approved in November 2024 and described in Item 5 of the company’s Form 10-Q filed November 8, 2024.

Will Hawaiian Electric (HE) reimburse expenses under Scott DeGhetto’s consulting agreement?

Yes. Under the consulting agreement, Hawaiian Electric will reimburse Scott DeGhetto for reasonable out-of-pocket business expenses incurred while performing the consulting services. These reimbursable expenses are separate from his monthly consulting fee and the Special Projects Fee described in the agreement.

Filing Exhibits & Attachments

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