{"filing":{"accession_number":"0001104659-26-083891","cik":"0000356171","ticker":"TCBK","company_name":"TRICO BANCSHARES /","form":"8-K","filing_date":"2026-07-15","report_date":null,"primary_document":"tm2620289d8_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/356171/000110465926083891/tm2620289d8_8k.htm"},"events":[{"id":18149,"run_id":16304,"accession_number":"0001104659-26-083891","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"summary":"TriCo Bancshares entered into an Agreement and Plan of Reorganization and Merger with First Hawaiian, Inc. on July 12, 2026, whereby TriCo shareholders will receive 2.095 shares of FHI common stock per TriCo share in a multi-step merger transaction, subject to customary closing conditions including regulatory approvals and shareholder votes, with an $80 million termination fee provision.","company_name":"TRICO BANCSHARES /","ticker":"TCBK","filing_date":"2026-07-15","form":"8-K","submitted_at":null,"items":[{"id":16871,"accession_number":"0001104659-26-083891","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"TriCo Bancshares entered into an Agreement and Plan of Reorganization and Merger with First Hawaiian, Inc. on July 12, 2026, whereby TriCo shareholders will receive 2.095 shares of FHI common stock per TriCo share in a multi-step merger transaction. This is a material acquisition/change of control disclosed under Item 1.01, with customary closing conditions including regulatory approvals and shareholder votes, and a $80 million termination fee provision.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-15T20:17:14.110319+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":18150,"run_id":16304,"accession_number":"0001104659-26-083891","anchor_item_number":"5.02","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.92,"summary":"TriCo Bancshares approved a special one-time transaction bonus of $2,500,000 to Richard P. Smith, TriCo's Chairman, President and CEO, contingent on continued employment through merger closing.","company_name":"TRICO BANCSHARES /","ticker":"TCBK","filing_date":"2026-07-15","form":"8-K","submitted_at":null,"items":[{"id":16872,"accession_number":"0001104659-26-083891","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The disclosure centers on approval of a special one-time transaction bonus of $2,500,000 to Richard P. Smith, TriCo's Chairman, President and CEO, contingent on continued employment through merger closing. This is a compensatory arrangement for a named executive officer, distinct from a departure or appointment. The materiality is clear given the size of the bonus and its connection to a material merger transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-15T20:17:14.110319+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":16871,"accession_number":"0001104659-26-083891","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"TriCo Bancshares entered into an Agreement and Plan of Reorganization and Merger with First Hawaiian, Inc. on July 12, 2026, whereby TriCo shareholders will receive 2.095 shares of FHI common stock per TriCo share in a multi-step merger transaction. This is a material acquisition/change of control disclosed under Item 1.01, with customary closing conditions including regulatory approvals and shareholder votes, and a $80 million termination fee provision.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-15T20:17:14.110319+00:00","company_name":"TRICO BANCSHARES /","ticker":"TCBK","filing_date":"2026-07-15"},{"id":16872,"accession_number":"0001104659-26-083891","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The disclosure centers on approval of a special one-time transaction bonus of $2,500,000 to Richard P. Smith, TriCo's Chairman, President and CEO, contingent on continued employment through merger closing. This is a compensatory arrangement for a named executive officer, distinct from a departure or appointment. The materiality is clear given the size of the bonus and its connection to a material merger transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-15T20:17:14.110319+00:00","company_name":"TRICO BANCSHARES /","ticker":"TCBK","filing_date":"2026-07-15"}]}