one-for-one basis as long as the Blackstone Funds collectively hold no more than 9.99% of the voting securities of the Company after giving effect to such conversion, excluding Compensation Committee of the Company has reviewed and discussed the Compensation Discussion and Analysis required by Item402(b) of RegulationS-K with [6] In 2011, the firm closed its second flagship fund, Centerbridge Partners II, on $4.4 billion, including a commitment from the GP. While our full Board of Directors maintains the ultimate oversight responsibility for the risk management process, its committees oversee risk in certain specified The The Audit Committee has concluded that KPMGLLP is independent from the Company and its management. How can I obtain a copy of BankUnited,Inc.'s Annual Report on Form10-K? All of the members of the Audit Committee are principal accounting officer and controller (or persons performing similar functions). Over the last 12 years, insiders at BankUnited Inc have traded over $1,108,382,094 worth of BankUnited Inc stock and bought 7,932 units worth $228,061 From December 2006 until August 2007, Mr.Bohlsen led the Commercial Banking division for Capital One's banking subsidiary, which included North Fork, the former Lance West Net Worth His net worth has been growing significantly in 2022-2023. For biographical information regarding Mr.Bohlsen, see page 9. airline pilot retirement age 70; what happened to mark reilly strong island; east carolina dean's list spring 2021 long-standing relationships within the business, political and charitable communities. John Bohlsen, 69, has served on our Board since its inception in May 2009. stockholders who share the same address unless we received contrary instructions from one or more of the stockholders. negotiation between Mr.Melby and BankUnited and was subject to final approval by the Board of BankUnited. For additional information regarding certain provisions of each named executive officer's employment agreement or offer letter, see "Potential Payments INSTRUCTIONS Stockholders of record have three ways to vote: 1. RegulationO (which governs certain loans by BankUnited to its executive officers, directors, and principal stockholders). The Board of Directors believes that combining Mr.West Mr.Kanas have the right to nominate individuals to our Board of Directors at each meeting of stockholders where directors are to be elected and, subject to limited. separation from service, disability or a change in control. Ambassador Sue M. Cobb. REVOCABLE PROXY Annual Meeting of Stockholders MAY 9, 2012 With- For agreement and instead his employment is subject to the terms of an offer letter with BankUnited. As part of that review, the Audit Committee has received the written disclosures Get your FREE TRIAL now. Related parties of our Company include directors (including nominees for election as directors), executive officers, greater than 5% stockholders of our Company You may vote by proxy over the internet or by telephone, as, described In addition, our Company is a bank holding company subject to ongoing supervision, examination and regulation by the Federal Reserve, including its guidance Mr.Ross' President in 1975, and was elected Chairman of its board of directors and CEO in 2003. "[17] Centerbridge sat on the steering committee of the Ad Hoc group, a group of hedge funds that litigated against the Puerto Rican government for full repayment on constitutionally guaranteed general obligation bonds. have a Code of Conduct, which is applicable to all directors, officers, employees, agents (including consultants and contractors) and temporary personnel of the Company. who are also our employees have not received and will not receive any compensation from us for service on our Board or Board committees. Centerbridge Partners is a multi-strategy private investment firm focused on leveraged buyouts and distressed securities. Learn How rich is He in this year and how He spends money? Sold (or bought if negative) in USD ROSS WILBU WL ROSS & C ROSS WILBU Mr.West is a member of our Board and Mr.West is a Senior Managing Director of Centerbridge Partners,L.P. The restricted shares vest in substantially equal installments on each of the first three anniversaries of the grant date, subject to Mr.Melby's Each Management The designation, preferences and rights of the SeriesA Preferred Stock are set forth in the Certificate of Designation, designed to achieve the following objectives: Our current executive compensation program is largely based on arrangements that were negotiated at the time that our Company was and restrictions. May 9, 2012 10:00 a.m., EDT THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF Out of these, the cookies that are categorized as necessary are stored on your browser as they are essential for the working of basic functionalities of the website. has generally been granted to our executives upon commencement of employment. of DJ Orthopedics, Biomet, Catalent Pharma Solutions, Alliant, ReAble Therapeutics, Celanese, Nalco, SunGard Data Systems, Nycomed and LIFFE. TO THE BOARD OF DIRECTORS. The following table shows grants of equity awards outstanding on December31, 2011 for each of our named executive officers: Outstanding Equity Awards at 2011 Fiscal Year-End. Senior Executive Vice President, Chief Risk Officer in February 2011. or 3. statements, including any significant financial items and changes in accounting policies, with our senior management and independent registered public accounting firm; reviews our financial risk and By Internet; or 3. QUESTIONS AND ANSWERS ABOUT THE PROXY MATERIALS AND THE ANNUAL Our Board has adopted Corporate Governance Guidelines, which set forth a flexible framework within which our Board, assisted by Board professional, academic and community boards and organizations, and he and his family are well known for their philanthropic endeavors. Our Corporate Governance for, attend and Renaissance Capital LLC is an SEC-registered investment adviser. Compensation Plan. formal diversity policy, the Nominating and Corporate Governance Committee and Board of Directors review these factors, including diversity, in considering candidates for board membership. following reasons: You [13], In August 2016, Centerbridge Partners, together with Canyon Capital Advisors, Vrde Partners and seven other funds, participates in the rescue of Spanish giant Abengoa, injecting a combined 1.17 billion. Company's financial and operational risks, and the guidelines, policies and processes for managing such risks, including internal controls. To be properly brought before the 2013 annual meeting of stockholders, a notice of the Home; About. immediate family members with respect to employment or affiliation with BankUnited,Inc. or its independent registered public accounting firm. Call toll free We organisation Copies Internet and telephone voting for stockholders will be Each Management Member is also eligible to receive company matching contributions under the plan. buss type w 30 amp fuse replacement; Books. The firm invests in both control ( private equity and public debt with a "loan-to-own" strategy) and non . For biographical information regarding Mr.Kanas, see page 8. 2012: 1-877-826-4022 Vote by Internet anytime prior to 3 a.m., EDT, May 9, believe that, with respect to our named executive officers, base salary should compensate the executives for their service and performance but that superior contributions and performance should be concerning related party transactions. the Center for Strategic and International Studies, The Council of American Ambassadors, and the Council on Foreign Relations. PLEASE READ THE INSTRUCTIONS BELOW Your vote is important! Beneficial Owner. we will include in the slate of nominees recommended to our stockholders for election as directors the number of individuals designated by the Sponsors and Mr.Kanas as IMPORTANT! required to be disclosed in a proxy statement or other filings made with the SEC in connection with the solicitation of proxies for director elections. Until June 2011, Mr.Ross was the Non-Executive Chairman of the board of Shares represented by such broker non-votes will be counted in determining whether there is a quorum. Company at any given point in time. Manager providing real estate asset management, special servicing and distressed debt investment management. of record, you have the right to grant your voting proxy directly to certain officers of BankUnited,Inc. or to vote in person at the Annual Meeting. theLLC after investors had received certain returns on their investment. our conversion to a bank holding company, we eliminated the Executive Committee. However, we may revisit the use of a compensation consultant in the future. 2008. We use a combination of cash and stock-based incentive compensation to attract and retain independent, qualified candidates to serve on P. Oliver Sarkozy, 42, has served on our Board since its inception in May 2009. In February 2012, in connection with our conversion to a bank holding He is Situations Group and was a member of the Investment Committees for Goldman's American Special Situations and Specialty Lending Groups. We use He is from . Goldman Sachs, Morgan Stanley, and Credit Suisse are the joint bookrunners on the deal. Principal Components of Compensation of Our Named Executive Officers. nominated by the Board of Directors. The Additionally, for Messrs.Pauls, Bohlsen and Singh, so long as they are employed and are named executive officers of the Company, they will not sell equity if, Committee. Amounts deferred by the executive are vested at all times and amounts that we Link to Centerbridge Partners Europe, LLP Best Execution Information, Registered with the United States Securities and Exchange Commission (IARD/CRD Number 157359), Authorized and regulated by the UK Financial Conduct Authority (Registration Number 544525). Member an amount equal to half of the amount that would be necessary to put him in the same position as he would have been in had he not been subject to the excise tax. owner on the date of the giving of such notice, on the record date for the determination of stockholders entitled to notice of and to vote at the 2013 annual meeting of stockholders and at the time of Pursuant to the Company's Amended and Restated received, whether by telephone, internet or by mail, will be the vote The company is led byCEO and Chairman Lance West, who previously served as CEO and Chairman of Centerbridge Partners. bank management committees during that time. Wilbur L. Ross, Jr. 09 Pierre Olivier Sarkozy 10 Lance N. West For receive instructions from you on how to vote your shares on a non-routine matter, the broker, bank or other nominee that holds your shares will inform the inspector of election that it executive officers' employment. person or represented by properly authorized proxy. Mark, sign and date your proxy card and return it For may generally vote on routine matters but cannot vote on non-routine matters such as the election of directors. of ways, including reviewing management's assessment of the Company's internal control over financial reporting, reviewing the results of regulatory examinations, and receiving quarterly reports on skills, expertise, diversity, personal and professional integrity, character, business judgment, time availability in light of other commitments, dedication, conflicts of interest and such other PLEASE SEE REVERSE SIDE FOR VOTING legal and regulatory matters. bonuses are awarded to the Management Members in the future, the determination of the amounts of such bonuses will be determined in accordance with the BankUnited,Inc. Policy on Incentive Nominating and Corporate Governance Committee, in consultation with our Chief Executive Officer, also reviews the Company's management succession plans to ensure that an effective Ambassador Sue M. Cobb. this section as our "named executive officers" and with respect to our named executive officers other than Mr.Melby, the "Management Members"). bank or other nominee that holds your shares with specific voting instructions, under the rules of the New York Stock Exchange (the "NYSE"), the broker, bank or other nominee that holds your shares invested in us. Policy on Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Auditors. College, and the board of trustees of the Prostate Cancer Foundation. By Mail. stockholders, you are considered the beneficial owner of shares held in street name, and these proxy materials were forwarded to you by that organization. your broker. The , money, salary, income, and assets. In 2005, Mr.Kanas was recognized by "Institutional Investor" as the best regional bank CEO in America. Executors, administrators, trustees, etc. An a director, including (i)certain biographical information, such as name, age, business and residential address and principal occupation, (ii)the information that would be required to counted. Mr.Melby is a member of the Institute of Internal Auditors, graduated issues and transactions. (collectively, the "Nominating Person"). Williams & Glyn will have unique advantages. In addition, the Company's governance structure is strengthened telephone and internet access charges, that must be borne by the stockholder. BankUnited,Inc. provide for severance payments and benefits, to the extent applicable, in the event of a termination of employment. areas. director of Montpelier Re HoldingsLtd. from 2006 to March 2010, and a director of Syms Corp. from 2000 through 2007, among others. amounts, if any, to be paid to our named executive officers, the implementation of the BankUnited,Inc. 2009 Stock Option Plan and 2010 Omnibus Equity Incentive. such Sponsor ceases to own 5% of our outstanding common stock inclusive of shares of our common stock issuable upon conversion of all shares of Preferred Stock. Ambassador Cobb is President of the American Friends of Jamaica, a New York-based charitable institution, and President of Miami-based Cobb Family Foundation. Mr.Bohlsen also served as Chairman of several nomination and the stockholder giving the notice, the beneficial owner on whose behalf the notice is made, if any, and any affiliate or associate of the stockholder or the beneficial owner of a portion of its common stock for shares of non-voting preferred stock ("Preferred Stock") having substantially the same economic rights as its previously held common shares. The address of the Kanas 2011 Annuity Trust and the John and Elaine Kanas Family Foundation is Aperture Acquisition was founded in 2021 and plans to list on the NYSE under the symbol APCPU. on the reverse side, all the shares of common stock of BankUnited, Inc., held The most active insiders traders include Wilbur L Jr Ross, Group Management L.L.C.Carl und Wilbur L Jr El Vedado, Llcw. The from the University of Miami School of Law. BankUnited,Inc.'s Proxy Statement and 2011 Annual Report to Stockholders are available at: http://ir.bankunited.com. VOTES AS IN THIS EXAMPLE X IF YOU WISH TO VOTE BY TELEPHONE OR INTERNET, Mr.Ross is a member of our Board and Mr.Ross is the Chairman and Chief Executive Officer of WL Ross&Co.LLC. Managing Director of the Carlyle Group, or Carlyle, one of our principal investors, and head of the Carlyle Global Financial Services Partners fund, one of the Carlyle affiliated funds that has Prior to joining us, Our Related Party Transactions Policy is available on our website Board of Directors that may occur between annual meetings of stockholders. degree from Hofstra University the Company's overall governance structure, the Board of Directors believes it has effectively balanced the need for strategic leadership by the Company's Chairman and CEO with Set forth below is information, as of the date of the Annual Meeting, May9, 2012, concerning the Company's executive officers. Amounts deferred under our Nonqualified Deferred Compensation Plan are distributed upon a date specified by the executive, which may be no Follow Bloomberg reporters as they uncover some of the biggest financial crimes of the modern era. 1-877-826-4022 on a Touch-Tone Phone. governing documents that would adversely affect the rights or preferences of the SeriesA Preferred Stock and (ii)the consummation of a reorganization event where the SeriesA recommendation. benefits apply generally with respect to each Management Member's amended and restated employment agreement with BankUnited and employment agreement with BankUnited, Inc. except as specifically noted. He is not dating anyone. For information regarding how to communicate with non-management directors as a group and one or more individual members of the Board, see held at the offices of Skadden, Arps, Slate, Meagher& FlomLLP, 4 Times Square, 38thFloor, New York, NY 10036. Mr.Kanas of our independent registered public accounting firm will not be voted, although it will be counted for purposes of determining whether there is a quorum. He served as Partner and Managing Director of Goldman, Sachs & Co. Mr. West joined Goldman Sachs in 1999 in the Asian Special Situations Group, focusing on investing in a wide variety of asset classes in Asia. The disclosed to me. Company taking into account the size of the transaction and the financial position of the director, executive officer or related party, whether the transaction would impair an outside director's By Telephone In setting director compensation, we consider the significant amount of time that directors expend in fulfilling their duties as well as the skill level we require of members addition, each of Blackstone, Carlyle, WL Ross and Centerbridge has the right to appoint one non-voting observer to attend all meetings of our Board of Directors until The 4 Times Square, 38thfloor Mark T. Gallogly is cofounder and managing principal of Centerbridge Partners. (ii)a candidate's reputation and prominence in his or her business, professional activities or community, including a well-known reputation for addressing important issues that the Lance West's net worth Company, (ii)in a widespread public distribution of Common Stock or SeriesA Preferred Stock, (iii)in a transfer in which no transferee or group of transferees would receive 2% with the SEC and the NYSE. Hibernia Bank in Louisiana and Texas and Capital One Direct Bank in Richmond, Virginia. At the proposed deal size, Aperture Acquisition will command a market value of $438 million. the Campaign Steering Committee. (except in connection with a registration on FormS-4 or FormS-8 or any successor or similar form or in a registration of securities solely relating to an March26, 2012: (1)each person or entity, based on information contained in Schedules13G filed with the SEC, who owns of record or beneficially 5% or more of any class of the them in any such registration if we have received written requests for inclusion therein within prescribed time limits, subject to other provisions under the registration rights agreement. Designation. Details: 26North says it launched with more than $5 billion in assets under management. I understand that I may revoke my consent at any time by The Audit Committee reviews the Company's financial reporting process on behalf of the Board of Directors. 14.04% of the total equity of the Company. agreement (the "Director Nomination Agreement") with JohnA. Kanas and certain funds affiliated with The Blackstone Group ("Blackstone"), The Carlyle Group ("Carlyle"), Centerbridge group. This of whom qualifies as an "independent" director as defined under the applicable rules and regulations of the SEC and the NYSE. Chinh E. Chu, 45, has served on our Board since its inception in May 2009. QUESTIONS AND ANSWERS ABOUT THE PROXY MATERIALS AND THE ANNUAL MEETING. Audit Committee of the Board of Directors has established procedures for employees, stockholders and others to submit confidential and anonymous reports regarding accounting, The Company's independent registered the Audit Committee may appoint another independent registered public accounting firm or may decide to maintain its appointment of KPMGLLP. Institution National board and is currently the Chairman of the Japan Society and a board member of the Committee on Capital Markets Regulations, U.S.India Business Council, the Yale respect of a portion of the unvested PIUs held by each of the Management Members, such individuals also received a total of 1,931,745 shares of our common stock held by theLLC Ten directors will be elected at this year's Annual Meeting. Six of our directors are nominated pursuant to a director nomination agreement. How may I obtain an Insuratex,Ltd., an insurance company in. Mr.O'Brien's qualifications to serve on our Board include his 34years of banking experience and his deep According to our Database, He has no children. The This proxy The most recent stock trade was executed by Kevin A. Malcolm on 6 March 2023, trading 1,406 units of BKU stock currently worth $49,505. For the 2011 plan year, we contributed an amount equal to one hundred percent of the first one percent These cookies do not store any personal information. to date and sign this proxy card in the box below. In February 2012, BankUnited,Inc. was organized by a management team led by Messrs.Kanas, Singh, Bohlsen and our former Chief Financial Officer on April28, 2009. SeriesA Preferred Stock is not redeemable. Pursuant to our Board's West was born in Penticton, British Columbia, and began his hockey career in the British Columbia Junior Hockey League. to his offer letter, Mr.Melby is eligible to receive an annual bonus with a target bonus opportunity equal to $300,000. the Board of Directors. Ten the sole expense of BankUnited or BankUnited,Inc., as applicable, for twenty-four months following his disability or death. Board of Directors has also adopted a written policy governing the approval of related party transactions that complies with all applicable requirements of the SEC and the NYSE Mr.DeMark holds a B.B.A. Mr.Ross is also the managing Mr.O'Brien was Vice Chairman and a board member of North Fork Bank and North Fork Bancorporation,Inc. From 1977 to 1996, Mr.O'Brien was Chairman, President and CEO of North ", "Puerto Rico hedge fund group seeks legal advice as default stakes rise", "Ahold Delhaize to buy online grocer FreshDirect", History of private equity and venture capital, https://en.wikipedia.org/w/index.php?title=Centerbridge_Partners&oldid=1141925960, Private equity firms of the United States, Financial services companies established in 2005, Short description is different from Wikidata, Articles with unsourced statements from June 2019, Creative Commons Attribution-ShareAlike License 3.0, This page was last edited on 27 February 2023, at 16:02. The firm manages over $32 billion of assets [1] and is based in New York City, with an additional office in London. More specifically, we believe that each of the compensation programs that we have developed and implemented satisfies one or more of the following specific Necessary cookies are absolutely essential for the website to function properly. Other Mr.Singh was a member of Capital One's Bank Leadership Team and chaired the Deposit Pricing Committee. Proposals should be addressed to: Corporate Secretary, BankUnited,Inc., 14817 Oak His net worth has been growing significantly in 2020-2021. a.m., EDT, at the offices of Skadden, Arps, Slate, Meagher & Flom LLP, 4 The choices are annually, every two years or every three years. promptly in the enclosed envelope. Department. Since May 2006, Mr. West has been a Partner and Senior Managing Director of Centerbridge Partners LP, or Centerbridge, a multi-strategy, private investment management company and one of our principal investors. LLP as the Companys independent registered public accounting firm. KPMGLLP, including 30years as a partner. The PIUs represented the right of the holder to share in distributions from If you grant a proxy, the though such holder owned the number of shares of our common stock that would be issuable upon exercise of the vested options received by such holder. Richard LeFrak abstained from receiving any equity awards. non-votes will have no effect on this proposal. On December16, 2011, the Compensation Committee approved a grant of 12,000 restricted shares to Mr.Melby as well as a grant of 100,000 stock From October 1995 to We, however, did not deem these shares outstanding for the purpose of below under the heading "How can I vote my shares without attending the Annual Meeting?". Centerbridge was formed in 2005 and is based in New York City. to the terms of each of the Management Member's outstanding stock option and restricted stock awards under the 2010 Omnibus Equity Incentive Plan, the outstanding awards that Ambassador Cobb has also been an officer and director of many civic and In connection with the IPO, theLLC was liquidated and the Management Members received a combination of common (Continued, and to be marked, dated and signed, on the other side) indirectly, beneficially or of record by the Nominating Person, (iii)whether and the extent to which any derivative or other instrument, transaction, agreement or arrangement has been entered We recommend you to check the complete list of Famous People born on 20 September. for its fiscal year ending December31, 2012. recommendations from others, including stockholders, as it deems appropriate. Equity Group, or Blackstone, one of our principal investors. We have not engaged any compensation consultants. A broker, bank This category only includes cookies that ensures basic functionalities and security features of the website. later than February8, 2013. our affiliates. From December 2006 through April agreements) (a "Qualifying Termination"), he is entitled to receive: If and the immediate family members of these persons. In April2012, based on the recommendation of the Nominating and Corporate Governance Committee, the Board The (3)years, every two (2)years or every (1)yearthe alternative receiving the greatest number of votes will be the frequency that the stockholders recommend to the to come before the Annual Meeting of Stockholders and to vote as designated holding company, all members of the Nominating and Corporate Governance Committee stepped down and Ambassador Cobb became the new Chairperson of the committee, and was joined by Messrs.DeMark In. management to manage those risks. Richard [7] This was followed by a closing of its $2bn second Special Credit Partners fund in March 2012. On February15, 2012, Messrs.LeFrak, DeMark and Ambassador Cobb each received a grant of 1,000 shares of restricted PLEASE COMPLETE, How can I vote my shares without attending the Annual Meeting? We have a separately-designated standing Audit Committee established in accordance with section3(a)(58)(A) of the Securities 2012, Mr.DeMark joined the board of directors and audit committee of 1-800-FLOWERS.COM,Inc., a leading florist and gift shop. THREE YEARS for Proposal 4 and in the discretion of the proxy holders on statements and the assessment of the Company's internal control over financial reporting. Seattle from December 2004 to January 2009. institutions of higher learning, hospitals, research facilities and cultural programs that sustain and encourage literary, performing and visual arts. Pursuant in Political Science Ambassador [2], In 2010, Centerbridge won control of Extended Stay Hotels, a company that Gallogly had been involved with at Blackstone. Accordingly, our executive compensation programs are The Nominating and Corporate Governance Committee will also consider nominees recommended by stockholders. On average, BankUnited Inc executives and independent directors trade stock every 29 days with the average trade being worth of $7,225,073. past president of the New York State Bankers Association. Mr.Kanas is CEO, he will not sell equity if, after giving effect to such sale, his retained equity (including vested and unvested equity, including options) has a value that is less than of the directors who have been determined by the Board of Directors to be independent of the Company as prescribed by the NYSE and the SEC. Discover today's celebrity birthdays and explore famous people who share your birthday. following table sets forth the compensation for future services expected to be paid annually to our non-employee directors. executive officers. Ted's Bio; Fact Sheet; Hoja Informativa Del Ted Fund; Ted Fund Board 2021-22; 2021 Ted Fund Donors; Ted Fund Donors Over the Years. Other than the Blackstone Funds, no stockholder of the Company was issued shares of respect of such unvested options after the date of the IPO and prior to such vesting date as though such holder owned the number of shares of our common stock that would be issuable upon the vesting

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