SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
FARGO THOMAS B

(Last) (First) (Middle)
1411 SAND ISLAND PARKWAY

(Street)
HONOLULU HI 96819

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Matson, Inc. [ MATX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
04/25/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/25/2019 A 2,627(1) A $0.0000 30,318.0525 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Restricted stock units issued under the Issuer's 2016 Incentive Compensation Plan that have 100% cliff vesting on the earlier of the grant date anniversary or the next annual shareholders meeting of the Issuer following the date of the grant of such restricted stock units.
Remarks:
poafargo2018.txt
/s/ Rachel C. Lee, Attorney-in-Fact 04/25/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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							Exhibit 24

					POWER OF ATTORNEY

             KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby 
constitutes and appoints Peter T. Heilmann, Rachel C. Lee and Victoria
H. Paal, and each of them, his or her true and lawful attorney in fact to:

       	(1)	prepare, execute for and on behalf of the undersigned, in 
the undersigned's capacity as a director of Matson, Inc. (the "Company"),
and file any and all Form ID, Form 3, Form 4, Form 5 and other 
reports required to be filed by the undersigned in accordance with Section 
16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

       	(2)	prepare and file electronically (and prepare and execute 
any required file copies of such electronic filings), for and on behalf 
of the undersigned, in the undersigned's capacity as a director 
of the Company or any of its subsidiaries, any and all Form ID, Form 3, 
Form 4, Form 5 and other reports required to be 
filed by the undersigned in accordance with Section 16(a) of the Securities 
Exchange Act of 1934 and the rules thereunder;

       	(3)	do and perform any and all acts for and on behalf of the 
undersigned which may be necessary or desirable to complete and execute 
any such Form ID, Form 3, Form 4, Form 5 or other required report and 
timely file such report with the United States Securities
 and Exchange 
Commission and, if applicable, any 
stock exchange or similar authority; and

       	(4)	take any other action of any type whatsoever in connection 
with the foregoing which, in the opinion of such attorney in fact, 
may be of benefit to, in the best interest of, or legally 
required by, the undersigned, it being understood that the documents 
executed by such attorney in fact on 
behalf of the undersigned, pursuant to this Power of Attorney, shall be in 
such form and shall contain
such terms and conditions as such attorney in fact may approve in his or her 
discretion.

             The undersigned hereby grants to each such attorney in fact 
full power and authority to  do and perform each and every act and thing 
whatsoever requisite, necessary, and proper to be done in the 
exercise of any of the rights and powers herein granted, as fully to all 
intents and purposes as the undersigned might or could do if personally 
present, with full power of substitution, resubstitution, or 
revocation, hereby ratifying and confirming all that such attorney in fact, 
or his or her substitute or substitutes, shall lawfully do or cause to be 
done by virtue of this Power of Attorney and the rights and 
powers herein granted.  The undersigned acknowledges that no such 
attorney in fact, in serving in such capacity at the request of the 
undersigned, is hereby assuming, nor is the Company hereby assuming, any 
of the undersigned's responsibilities to comply with Section 16 of the 
Securities Exchange Act of 1934.

             This Power of Attorney shall remain in full force and effect 
until the undersigned is no longer required to file Form ID, Form 3, 
Form 4, Form 5 or other reports with respect to the 
undersigned's holdings of and transactions in securities issued by the Company, 
unless earlier revoked by the undersigned in a signed writing delivered to 
the foregoing attorneys in fact.

             IN WITNESS WHEREOF, the undersigned has caused this Power of 
Attorney to be executed as of this 30th day of May 2018.
             
             
             				/s/ Thomas B. Fargo
					Signature
             				
             				Thomas B. Fargo
					Print Name