SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 of the Securities Exchange Act of 1934 Date of Report (Date Earliest Event reported) -- May 5, 2003 (April 23, 2003) CB BANCSHARES, INC. (Exact name of registrant as specified in its charter) Hawaii 0-12396 99-0197163 (State of Incorporation) (Commission File Number) (IRS Employer Identification No.) 201 Merchant Street, Honolulu, Hawaii 96813 (Address of principal executive offices) (808) 535-2500 (Registrant's Telephone Number) -------------------------------------------------------------------------------- Item 5. Other Events and Regulation FD Disclosure On April 23, 2003, CB Bancshares, Inc.'s (the "Company") Board of Directors amended certain sections of the bylaws of the Company. The text of the bylaw amendments is set forth in Exhibit 99.1 hereto, which is incorporated in this Item 5 by reference. On May 4, 2003, the Company's Board of Directors amended Section 7 of Article II of the bylaws of the Company. The text of the bylaw amendment is set forth in Exhibit 99.2 hereto, which is incorporated in this Item 5 by reference. Item 7. Financial Statements and Exhibits (c) Exhibits 99.1 Amendments to the Company's bylaws adopted on April 23, 2003 99.2 Amendment to the Company's bylaws adopted on May 4, 2003 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed by the undersigned hereunto duly authorized. Date: May 5, 2003 CB Bancshares, Inc. By: /s/ Dean K. Hirata ------------------------------------- Dean K. Hirata Senior Vice President and Chief Financial Officer (principal financial officer) 3