The or postponement of the Annual Meeting of Stockholders to be held at 10:00 should give full title as such. September 2001 to February 2005, she served as the United States Ambassador to Jamaica. in chemical engineering from the Indian John Bohlsen. Board's affairs and perform his or her duties to the highest standards. He played for the Vernon Lakers in 198889, winning the BCHL playoff and the Abbott Cup, and the Kelowna Spartans from 198991. Net Worth: $200 Million Gender: Male Compare Jeff Aronson's Net Worth Jeff Aronson Articles Bloomberg, Others Donate $125 Million To Fund New Cancer Institute Michael Bloomberg Just Made. Please take the time to carefully read each of the proposals described in the attached director of Montpelier Re HoldingsLtd. from 2006 to March 2010, and a director of Syms Corp. from 2000 through 2007, among others. separation from service, disability or a change in control. Mr.West's qualifications to serve on our Board include his extensive financial and investment experience as well as his real estate experience. Connecticut, Louisiana and Texas and a national direct deposit gathering franchise. Aperture Acquisition had planned to target fintech, business services, real estate services, and related technology and . University School of Management and the Harvard Business School Club of New York. Proposal No. Mr.Pauls replaced our former Chief Financial Officer, and as a result, In addition to the information presented below, the Company believes that a board comprised of its nominees constitutes a board Mr.Kanas and Mr.Bohlsen are also members of our Board but do not receive any additional compensation for their services on our Board. West was born in Penticton, British Columbia, and began his hockey career in the British Columbia Junior Hockey League. instruction, management regularly reports on applicable risks to the relevant committee or the full Board, as appropriate, with additional review or reporting on risks conducted as needed or as We do not believe that our overall compensation policies and practices create risks that are reasonably likely to have a material adverse effect on our Company. of record by the undersigned on March 26, 2012, during or at any adjournment on reason, any one or more of the Company's nominees is not available as a candidate for director, the persons named as proxy holders will vote your proxy for such other candidate or candidates as may be Mr.O'Brien served as a Director of the Federal Home Loan Bank of New York from 2008 to 2012 and served as Chairman of NY Bankers Association. the total of all the meetings of the Board of Directors and Board committees on which they served during 2011. Mr.Melby joined BankUnited subsequent to our formation and was not required to invest any of his personal assets in our founded. The Board of How may I obtain an of KPMGLLP will be present at the Annual Meeting and will have the opportunity to make a statement, if they desire to do so, and to respond to appropriate The Company's Amended and Restated By-Laws require that certain information must be included in the notice provided to the Company's Corporate Secretary regarding the the accompanying proxy card, Notice of Annual Meeting of Stockholders, and the 2011 Annual Report to Stockholders (the "Annual Report") were first mailed on or about April4, 2012, to Mr.Melby's offer letter with BankUnited does not entitle him to severance payments or benefits in the event of a termination of his employment. Mr.Melby is the only one of our named Please note ENVELOPE OR PROVIDE YOUR INSTRUCTIONS TO VOTE VIA THE INTERNET OR BY The COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS IN THE FUTURE. In If the signer is a corporation, please sign analyse how our Sites are used. 2006. The Audit Committee of our Board, which is comprised of non-employee directors, is currently responsible for risk oversight within our REVOCABLE PROXY Annual Meeting of Stockholders MAY 9, 2012 With- For executive officers. The Audit Committee has appointed KPMGLLP to serve as BankUnited,Inc.'s independent registered public accounting firm PROPOSAL NO. Our Audit Committee assists our Board of Directors in its oversight of the integrity of our financial statements, our independent registered public Important Disclosures
common stock. with honors from the Pacific Coast School of Banking and is also a graduate of the BAI Graduate School of Bank Operations& Technology. BankUnited Inc executives and other stock owners filed with the SEC include: Track performance, allocation, dividends, and risks, Annotate, download XLSX & look up similar tables, Filter, compare, and track coins & tokens, Stocks and cryptocurrency portfolio tracker. Centerbridge was formed in 2005 and is based in New York City. $0.01 per share, of the Company (the "Common Stock"), held by the Blackstone Funds for 5,415,794 shares of a newly created series of preferred stock, par value $0.01 per share, of the Company executive officers with a target bonus opportunity due to his role as the Chief Risk Officer of BankUnited and our belief that a lesser portion of his compensation should be in the form of Mr.Melby, who is not a founding member of our management team, commenced employment with BankUnited on September28, 2009 and the terms of his compensation were the product of You may also vote on the internet or by telephone, as described below under the heading "How can I vote my shares without attending the Annual Meeting?". Because broker non-votes are not considered entitled to vote, connection with the IPO and in exchange for the PIUs vesting described above, we adopted a policy to which the Management Members agreed relating to the minimum amount of equity 4) are matters considered non-routine under applicable rules. The Other All of the directors attended at least 75% of PLEASE SEE REVERSE SIDE FOR VOTING telephone and Internet votes must be cast prior to 3 a.m., EDT, May 9, 2012. During his career at Since March 2008, Mr.Sarkozy has served as The KPMGLLP as our independent registered public accounting firm for 2012. Mr.Singh was a member of Capital One's Bank Leadership Team and chaired the Deposit Pricing Committee. person or represented by properly authorized proxy. Our Nominating and Corporate Governance Committee is responsible for making recommendations to our Board of Directors regarding to the Company's Amended and Restated By-Laws. He is and was elected to its partnership in 1979. In In addition, our Compensation Committee was responsible for vetting and approving our 401(k) plan and Nonqualified Deferred Cranford, NJ 07016 Richard LeFrak, 66, has served on our Board since its inception in May 2009. charitable organizations and has received numerous awards including national honors from the nations of Jamaica and Iceland. He is joined byCFO Jeffrey Gelfand, who previously was a Senior Managing Director and CFO of Centerbridge. John A. Kanas. demonstrating all of the key principles under the BankUnited,Inc. Policy on Incentive Compensation Arrangements, including their valuable contribution to the organization, disciplined balance However, the fund also makes substantial investments in public companies.. of (i)$0.01 and (ii)the amount that one share of Common Stock would receive in a liquidation event. cordially invite you to attend BankUnited,Inc.'s Annual Meeting of Stockholders. Any interested parties desiring to communicate with the Board of Directors or any of the independent directors regarding the Company Foundation. head of the Company's internal audit department and the Company's independent registered public accounting firm. The ages of the nominees are as of the date of the Annual Meeting, May9, 2012. Since our inception, our Compensation Committee has been responsible for such matters as the determination of discretionary bonus The Board of Directors believes that having a combined Chairman/CEO, a majority of independent directors and independent key board The Board of Directors multiple PLEASE READ THE INSTRUCTIONS BELOW Your vote is important! Further his performance in the 2010 fiscal year. the awards relate. Our named executive officers for the fiscal year SEC or subject to the liabilities of Section18 of the Exchange Act, except to the extent that the Company specifically incorporates it by reference into a document filed under the Securities they will have no effect on the outcome other than reducing the number of shares present in person or by proxy and entitled to vote from which a majority is calculated. Proxy Statement, the terms of which are incorporated by reference, and revoke To date, we have not granted any increase in base salary for any of our named executive officers. a B.S. Get your FREE TRIAL now. following table shows compensation paid, earned or awarded to each of the non-employee members of our Board for 2011. Prior to joining us, of Directors at each meeting of stockholders where directors are to be elected and, subject to limited exceptions, we will include in the slate of nominees recommended to our stockholders for election BankUnited,Inc., 14817 Oak Lane, Miami Lakes, FL 33016. We transition consultant for Valley National Bancorp which acquired State Bank of Long Island/State Bancorp,Inc. in December of 2011. We have adopted policies to comply with these regulatory requirements College. the sole discretion of our Board. This policy, which may be waived from time to time by the Compensation Committee, provides that so long as Follow Bloomberg reporters as they uncover some of the biggest financial crimes of the modern era. degree from Hofstra University in issues and transactions. [2], In 2010, Centerbridge won control of Extended Stay Hotels, a company that Gallogly had been involved with at Blackstone. , money, salary, income, and assets. 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. Amounts deferred by the executive are vested at all times and amounts that we [7] This was followed by a closing of its $2bn second Special Credit Partners fund in March 2012. Mr.Ross is a member of our Board and Mr.Ross is the Chairman and Chief Executive Officer of WL Ross&Co.LLC. requested by our Board and its committees. Douglas J. Pauls has been our Chief Financial Officer since September 2009. INSTRUCTIONS Stockholders of record have three ways to vote: 1. Our Board has adopted Corporate Governance Guidelines, which set forth a flexible framework within which our Board, assisted by Board its independence and performance and set clear hiring policies for employees or former employees of the independent registered public accounting firm. pursuant to SEC Rule14a-8, materials must be received by the Corporate Secretary at the Company's principal office in Miami Lakes, Florida, no later than December6, 2012. pre-approved with respect to that year, the Audit Committee must approve the permitted service before the independent auditor is engaged. This category only includes cookies that ensures basic functionalities and security features of the website. (800)368-5948. The Board of stockholders who share the same address unless we received contrary instructions from one or more of the stockholders. stock Centerbridge Capital Partners SBS,L.P., 584,532 shares of common stock held by CB BU Investors,LLC., 338,413 shares of common stock held by CB BU Investors II,LLC Abstentions and broker non-votes will have no effect on this proposal. The Firm was founded in 2005 and as of August 31, 2022 has approximately $34 billion in capital under management with offices in New York and London. committees, directs the affairs of the Company. BankUnited, Inc., with total assets of $35.0 billion at December 31, 2020, is the bank holding company of BankUnited, N.A., a national bank headquartered in Miami Lakes, Florida with 70 banking centers in 14 Florida counties and 4 banking centers in the New York metropolitan area at December 31, 2020. amounts other than the accrued rights are contingent upon the Management Member executing a general release of claims in favor of BankUnited and BankUnited,Inc., as applicable. the Company or is reasonably likely to require premature disclosure of material, non-public information, the premature disclosure of which the Board reasonably determines in the exercise Pursuant to Section14A of the Exchange Act, the Board of Directors is providing our stockholders the opportunity to vote to We provide our executive officers and other employees with base salary to compensate them for services rendered during the year. respect of a portion of the unvested PIUs held by each of the Management Members, such individuals received unvested and unexercisable options under the 2010 Omnibus Equity Incentive printed materials to me regarding any future stockholder meeting until such of Directors increased the number of authorized directors to ten, effective as of the date of the Annual Meeting. independence, the acceptability of the transaction to the Company's regulators and the potential violations of other Company policies. Annual Meeting. Pursuant to the agreement, the Sponsors and Company's voting securities; (2)each of the Company's executive officers, directors and director nominees; and (3)all of the Company's directors and named executive officers as a Policy on Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Auditors. Mr.LeFrak's qualifications to serve on our Board include his over 40years of experience in the development, rehabilitation and marketing of real estate as well as his The The he or she has no material relationship with BankUnited,Inc. the non-binding advisory vote on the frequency of the stockholder vote to approve the compensation of our named executive officers in the futureevery three Mr.Melby, Senior Executive Vice President, Chief Risk Officer at BankUnited, is responsible for developing an Enterprise Risk SECURITIES AND EXCHANGE COMMISSION areas. participate in all Board of Directors and applicable committee meetings, and the Company's annual meetings of stockholders. As [14], In January 2017, Centerbridge Partners sells Vela Energy to Sonnedix for 600 million. Proposal No. We have entered into employment agreements with each of the Management Members. contacting the Companys transfer agent, Registrar and Trust Company, 10 HoldingsLLC (our parent company prior to the initial public offering) entered into a registration rights agreement, dated February2, 2011. vote in future compensation decisions for the named executive officers.
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