BankUnited Inc
For the period ended Dec 31, 2023. Filed Feb 20, 2024.
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FY2023 · Filed Feb 20, 2024
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Item 15. Exhibits, Financial Statement Schedules
(a)List of documents filed as part of this report:
- Financial Statements:
Management's Report on Internal Control Over Financial Reporting
Reports of Independent Registered Public Accounting Firms
Consolidated Balance Sheets as of December 31, 2023 and 2022
Consolidated Statements of Income for the years ended December 31, 2023, 2022 and 2021
Consolidated Statements of Comprehensive Income for the years ended December 31, 2023, 2022 and 2021
Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021
Consolidated Statements of Stockholders' Equity for the years ended December 31, 2023, 2022 and 2021
Notes to Consolidated Financial Statements
- Financial Statement Schedules:
Financial statement schedules are omitted as not required or not applicable or because the information is included in the Consolidated Financial Statements or notes thereto.
- List of Exhibits:
The exhibit list in the Exhibit Index is incorporated herein by reference as the list of exhibits required as part of this report.
EXHIBIT INDEX
| ExhibitNumber | Description | Location |
| 3.1 | Amended and Restated Certificate of Incorporation | Exhibit 3.1 to the Annual Report on Form 10-K of the Company filed February 28, 2018 |
| 3.2 | Amended and Restated By-Laws | Exhibit 3.1 to the Current Report on Form 8-K of the Company filed August 15, 2016 |
| 4.1 | Specimen common stock certificate | Exhibit 4.1 to the Registration Statement on Form S-1 of the Company filed January 18, 2011 |
| 4.2 | Indenture dated as of November 17, 2015 between BankUnited, Inc. and U.S. Bank National Association, as trustee | Exhibit 4.1 to the Current Report on Form 8-K of the Company filed November 17, 2015 |
| 4.3 | First Supplemental Indenture dated as of November 17, 2015 between BankUnited, Inc. and U.S. Bank National Association, as trustee | Exhibit 4.2 to the Current Report on Form 8-K of the Company filed November 17, 2015 |
| 4.4 | Form of 4.875% Senior Note due 2025 (included as part of Exhibit 4.3 above) | Exhibit 4.3 to the Current Report on Form 8-K of the Company filed November 17, 2015 |
| 4.5 | Indenture dated as of June 11, 2020 between BankUnited, Inc. and U.S. Bank National Association, as trustee | Exhibit 4.1 to the Current Report on Form 8-K of the Company filed June 11, 2020 |
| 4.6 | First Supplemental Indenture dated as of June 11, 2020 between BankUnited, Inc. and U.S. Bank National Association, as trustee | Exhibit 4.2 to the Current Report on Form 8-K of the Company filed June 11, 2020 |
| 4.7 | Form of 5.125% Subordinated Notes due 2030 | Exhibit 4.3 to the Current Report on Form 8-K of the Company filed, June 11, 2020 |
| 4.8 | Description of the registrant's securities registered pursuant to Section 12 of the Securities Exchange Act of 1934 | Filed herewith |
| 10.1 | BankUnited, N.A. Non-Qualified Deferred Compensation Plan | Exhibit 10.1b to the Annual Report on Form 10-K of the Company filed February 26, 2015 |
| 10.1a | Amendment to the BankUnited, N.A. Non-Qualified Deferred Compensation Plan | Exhibit 10.1a to the Annual Report on Form 10-K of the Company filed February 26, 2016 |
| 10.2 | BankUnited, Inc. (formerly known as BU Financial Corporation) 2009 Stock Option Plan | Exhibit 10.7 to the Registration Statement on Form S-1 of the Company filed October 29, 2010 |
| 10.3a | BankUnited, Inc. 2010 Omnibus Equity Incentive Plan | Exhibit 10.8 to the Registration Statement on Form S-1 of the Company filed January 18, 2011 |
| 10.3b | BankUnited, Inc. 2014 Omnibus Equity Incentive Plan | Appendix A to the Proxy Statement on Schedule 14A of the Company filed April 11, 2014 |
| ExhibitNumber | Description | Location |
| 10.3c | Amendment No. 1 to the BankUnited, Inc. 2014 Omnibus Equity Incentive Plan | Appendix A to the Proxy Statement on Schedule 14A of the Company filed April 10, 2020 |
| 10.3d | BankUnited, Inc. 2023 Omnibus Equity Incentive Plan | Exhibit 10.1to the Current Report on Form 8-K of the Company filed on May 16, 2023 |
| 10.4a | Registration Rights Agreement by and among BankUnited, Inc., John A. Kanas, Rajinder P. Singh, Douglas J. Pauls and John Bohlsen, and each of the other parties thereto | Exhibit 10.9 to Annual Report on Form 10-K of the Company filed March 31, 2011 |
| 10.4b | Amendment No. 1, dated February 29, 2012, to Registration Rights Agreement, dated February 2, 2011, by and among BankUnited, Inc., John A. Kanas, Rajinder P. Singh, Douglas J. Pauls and John Bohlsen, and each of the other parties thereto | Exhibit 10.3 to the Current Report on Form 8-K of the Company filed March 6, 2012 |
| 10.5 | Form of indemnification agreement between BankUnited, Inc. and each of its directors and executive officers | Exhibit 10.1 to the Current Report on Form 8-K of the Company filed February 16, 2011 |
| 10.6 | BankUnited, Inc. Policy on Incentive Compensation Arrangements | Exhibit 10.6 of the Company's Annual Report on Form 10-K filed February 26, 2015 |
| 10.7 | Heritage Bank, N.A. 2008 Stock Incentive Plan | Exhibit 10.1 to the Registration Statement on Form S-8 of the Company filed February 29, 2012 |
| 10.8 | Stock Warrant Agreement, dated as of November 24, 2008, by Heritage Bank, N.A. in favor of the parties listed on Exhibit A thereto | Exhibit 10.4 to the Current Report on Form 8-K of the Company filed March 6, 2012 |
| 10.9 | Supplemental Warrant Agreement, dated as of February 29, 2012, by and between BankUnited, Inc. and Heritage Bank, N.A. | Exhibit 10.5 to the Current Report on Form 8-K of the Company filed March 6, 2012 |
| 10.11a | Amended and Restated Employment Agreement, dated February 2, 2016, by and between BankUnited, Inc. and Rajinder P. Singh | Exhibit 10.11 to the Annual Report on Form 10-K of the Company filed February 26, 2016 |
| 10.11b | Amendment, dated May 6, 2016, to Amended and Restated Employment Agreement, dated February 2, 2016, by and between BankUnited, Inc. and Rajinder P. Singh | Exhibit 10.2 to the Current Report on Form 8-K of the Company filed May 6, 2016 |
| 10.11c | Second Amendment, dated January 4, 2017, to Amended and Restated Employment Agreement, dated February 2, 2016, as amended on May 6, 2016, by and between BankUnited, Inc. and Rajinder P. Singh | Exhibit 10.2 to the Current Report on Form 8-K/A of the Company filed January 4, 2017 |
| 10.11d | Third Amendment, dated December 19, 2019, to Amended and Restated Employment Agreement, dated February 2, 2016, as amended on May 6, 2016 and January 4, 2017, by and between BankUnited, Inc. and Rajinder P. Singh | Exhibit 10.1 to the Current Report on Form 8-K of the Company filed December 19, 2019 |
| 10.11e | Fourth Amendment, dated May 2, 2023, to Amended and Restated Employment Agreement, dated February 2, 2016, as amended on May 6, 2016, January 4, 2017 and December 19, 2019, by and between BankUnited, Inc. and Rajinder P. Singh | Exhibit 10.1 to the Current Report on Form 8-K of the Company filed May 2, 2023 |
| 10.13 | Restricted Share Unit Agreement, dated December 29, 2016, by and between BankUnited, Inc. and Rajinder P. Singh | Exhibit 10.3 to the Current Report on Form 8-K of the Company filed January 3, 2017 |
| 10.14 | BankUnited, Inc. Policy on Compensation Recovery | Filed herewith |
| 10.15 | BankUnited, Inc. Policy on Insider Trading | Filed herewith |
| ExhibitNumber | Description | Location |
| 21.1 | Subsidiaries of BankUnited, Inc. | Filed herewith |
| 23.1 | Consent of Deloitte and Touche LLP | Filed herewith |
| 31.1 | Rule 13a-14(a) Certification of Chief Executive Officer of the Company in accordance with Section 302 of the Sarbanes-Oxley Act of 2002 | Filed herewith |
| 31.2 | Rule 13a-14(a) Certification of Chief Financial Officer of the Company in accordance with Section 302 of the Sarbanes-Oxley Act of 2002 | Filed herewith |
| 32.1 | Section 1350 Certification of Chief Executive Officer of the Company in accordance with Section 906 of the Sarbanes-Oxley Act of 2002 | Filed herewith |
| 32.2 | Section 1350 Certification of Chief Financial Officer of the Company in accordance with Section 906 of the Sarbanes-Oxley Act of 2002 | Filed herewith |
| 101.INS | XBRL Instance Document | Filed herewith |
| 101.SCH | XBRL Taxonomy Extension Schema | Filed herewith |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase | Filed herewith |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase | Filed herewith |
| 101.LAB | XBRL Taxonomy Extension Label Linkbase | Filed herewith |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase | Filed herewith |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101) | Filed herewith |
† Schedules and similar attachments to the Purchase and Assumption Agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The registrant will furnish supplementally a copy of any omitted schedules or similar attachment to the SEC upon request.
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