17 unchanged sentences
Corporate Governance
−Removed: The information about the Audit Committee of the Matson Board of Directors and compliance with Section 16(a) of the Exchange Act, will be included under the subsections captioned “Board of Directors and Committees of Board” and, if applicable, “Delinquent Section 16(a) Reports” in Matson’s 2025 Proxy Statement, which subsections are incorporated herein by reference.
+Added: The information about the Audit Committee of the Matson Board of Directors and compliance with Section 16(a) of the Exchange Act, will be included under the subsections captioned “Board of Directors and Committees of the Board” and, if applicable, “Delinquent Section 16(a) Reports” in Matson’s 2026 Proxy Statement, which subsections are incorporated herein by reference.
Code of Ethics
41 unchanged sentences
Exhibits filed pursuant to the Securities Exchange Act of 1934 were filed under file number 001-34187.
−Removed: Shareholders may obtain copies of exhibits for a copying and handling charge of $0.15 per page by writing to Corporate Secretary, Matson, Inc., 555 12th Street, Oakland, California 94607.
+Added: Shareholders may obtain copies of exhibits for a copying and handling charge of $0.15 per page by writing to Corporate Secretary, Matson, Inc., 2121 North California Blvd., Walnut Creek, California 94596.
Plan of acquisition, reorganization, arrangement, liquidation or succession.
19 unchanged sentences
Material contracts.
−Removed: First Amendment to Credit Agreement among Matson, Inc., Bank of America, N.A., as the Agent, and the lenders thereto, dated as of February 9, 2023 (incorporated by reference to Exhibit 10.1 of Matson’ s Form 10-K for the year ended December 31, 2022).
+Added: Third Amended and Restated Credit Agreement among Matson, Inc., Bank of America, N.A.
+Added: as the Agent, and the lenders party thereto, dated as of July 23, 2025 (incorporated by reference to Exhibit 10.3 of Matson’s Form 10-Q for the quarter ended June 30, 2025).
Amendment to Third Amended and Restated Note Purchase Agreement among Matson, Inc.
10 unchanged sentences
and the purchasers named therein, dated as of March 31, 2020 (incorporated by reference to Exhibit 10.5 of Matson’s Form 8-K dated April 6, 2020).
+Added: Fourth Amendment to December 21, 2016 Note Purchase Agreement among Matson, Inc.
+Added: and the purchasers named therein, dated as of July 23, 2025 (incorporated by reference to Exhibit 10.5 of Matson’s Form 10-Q for the quarter ended June 30, 2025).
+Added: Fourth Amendment to Third Amended and Restated Note Purchase and Private Shelf Agreement among Matson, Inc.
+Added: and the purchasers party thereto, dated as of July 23, 2025 (incorporated by reference to Exhibit 10.4 of Matson’s Form 10-Q for the quarter ended June 30, 2025).
Amended and Restated Limited Liability Company Agreement of SSA Terminals, LLC by and between SSA Ventures, Inc.
21 unchanged sentences
Form of Letter Agreement entered into with executive officer (incorporated by reference to Exhibit 10.1 of Matson’s Form 8-K dated October 24, 2014).
−Removed: Letter Agreement Counter Parties (incorporated by reference to Exhibit 10.23 of Matson’ s Form 10-K for the year ended December 31, 2022).
+Added: Letter Agreement Counter Parties (incorporated by reference to Exhibit 10.1 of Matson’s Form 10-Q for the quarter ended September 30, 2025).
Amended and Restated Matson, Inc.
37 unchanged sentences
Form of 2016 Plan Time-Based Restricted Stock Unit Agreement for Non-Executive Employees for grants awarded after January 1, 2024 (incorporated by reference to Exhibit 10.49 of Matson’s Form 10-K for the year ended December 31, 2023).
−Removed: Insider Trading Policy
+Added: 2025 Incentive Compensation Plan (incorporated by reference to Exhibit 10.1 of Matson’s Form 8-K dated April 28, 2025).
+Added: Form of 2025 Plan Performance Share Award Agreement (ROIC metric) for Executive Employees (incorporated by reference to Exhibit 10.7 of Matson’s Form 10-Q for the quarter ended June 30, 2025).
+Added: Form of 2025 Plan Performance Share Award Agreement (TSR metric) for Executive Employees (incorporated by reference to Exhibit 10.8 of Matson’s Form 10-Q for the quarter ended June 30, 2025).
+Added: Form of 2025 Plan Performance Share Award Agreement for Non-Executive Employees (incorporated by reference to Exhibit 10.9 of Matson’s Form 10-Q for the quarter ended June 30, 2025).
+Added: Form of 2025 Plan Time-Based Restricted Stock Unit Award Agreement for Executive Employees (incorporated by reference to Exhibit 10.10 of Matson’s Form 10-Q for the quarter ended June 30, 2025).
+Added: Form of 2025 Plan Time-Based Restricted Stock Unit Award Agreement for Non-Executive Employees (incorporated by reference to Exhibit 10.11 of Matson’s Form 10-Q for the quarter ended June 30, 2025).
+Added: Form of 2025 Plan Restricted Stock Unit Award Agreement for Non-Employee Directors (Deferral Election) (incorporated by reference to Exhibit 10.12 of Matson’s Form 10-Q for the quarter ended June 30, 2025).
+Added: Form of 2025 Plan Restricted Stock Unit Award Agreement for Non-Employee Directors (No Deferral) (incorporated by reference to Exhibit 10.13 of Matson’s Form 10-Q for the quarter ended June 30, 2025).
+Added: Insider Trading Policy (incorporated by reference to Exhibit 19 of Matson’s Form 10-K for the year ended December 31, 2024).
Subsidiaries as of December 31, 2025.
43 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.