Caldwell receives $72,000 from sale of Territorial stock

Mayor Kirk Caldwell sold 2,250 of his shares in Territorial Bancorp Inc. for about $72,000 last week, according to a filing with the Securities Exchange Commission.

Caldwell sits on the board of Territorial Bancorp, a position he’s held with the holding company for Territorial Savings Bank since 2007. He has taken political heat for his bank position and the compensation he’s received for it, which the mayor has countered by insisting it’s not a job.

The vested shares of common stock were sold Friday in 10 separate blocks for between $32 and $32.44 a share. The sale leaves Caldwell with 36,352 shares of common stock valued at about $1.2 million, based on the price of $31.64 per share that the stock closed at on the Nasdaq exchange Wednesday.

In September 2015, Caldwell sold 4,479 shares at $26.26 per share.

Lex Smith, the spokesman for the Caldwell campaign who has fielded questions about his bank interests, said the sale was part of a trading plan under the SEC’s Rule 10b5-1 in which “a predetermined number of shares will be sold at certain predetermined times.” The rule is designed “to assure that a director doesn’t get accused of trading stock on inside information,” Smith said in an email.

Territorial’s 2016 proxy statement reports Caldwell received $47,890 in compensation in 2015. He also received 6,136 shares of restricted stock under a one-time grant given to directors in 2010 that split the vesting of the shares over six years.

Critics have said being a part-time board member for a bank diverts Caldwell’s attention from city business, and have questioned if Territorial’s interests are being helped by actions taken as mayor.

But Caldwell insists the number of meetings is confined to several hours on one day a month, and bank officials have said they do no business with the city.

Caldwell also said that twice, Chuck Totto, former Honolulu Ethics Commission executive director, told him in writing that it was not a conflict of interest to hold the bank position.

Last October, just prior to the Nov. 5 general election, mayoral challenger Charles Djou filed a complaint with the Ethics Commission alleging Caldwell was misrepresenting his ownership stake by $1 million. The Caldwell campaign countered that Djou’s complaint was baseless because it includes in its calculations stock options and other “shares beneficially owned” that the mayor does not truly own.

Djou told the Honolulu Star-Advertiser on Wednesday that Ethics Commission Executive Director Jan Yamane informed him on Friday that the case is still being reviewed.

The mayor makes $164,136 annually, but the Salary Commission gave top city executives 5 percent raises that will put Caldwell’s pay at $173,184 starting July 1.