UNDER
THE SECURITIES ACT OF 1933
|
Delaware
(State or other jurisdiction of
incorporation or organization) |
| |
27-0162450
(I.R.S. Employer
Identification No.) |
|
Miami Lakes, Florida 33016
(305) 569-2000
President and Chief Executive Officer
BankUnited, Inc.
14817 Oak Lane
Miami Lakes, Florida 33016
(305) 569-2000
Wachtell, Lipton, Rosen & Katz
51 West 52nd Street
New York, NY 10019
Telephone: (212) 403-1000
|
Large accelerated filer
☒
|
| |
Accelerated filer
☐
|
|
|
Non-accelerated filer
☐
|
| |
Smaller reporting company
☐
Emerging growth company
☐
|
|
Preferred Stock
Common Stock
Warrants
Depositary Shares
Subscription Rights
Stock Purchase Contracts
Stock Purchase Units
| | | | | ii | | | |
| | | | | ii | | | |
| | | | | ii | | | |
| | | | | 1 | | | |
| | | | | 1 | | | |
| | | | | 1 | | | |
| | | | | 1 | | | |
| | | | | 2 | | | |
| | | | | 4 | | | |
| | | | | 6 | | | |
| | | | | 8 | | | |
| | | | | 8 | | | |
| | | | | 11 | | | |
| | | | | 11 | | | |
| | | | | 12 | | | |
| | | | | 13 | | | |
| | | | | 13 | | | |
| | | | | 13 | | |
Attention: Investor Relations
14817 Oak Lane
Miami Lakes, Florida 33016
(305) 231-6400
AND STOCK PURCHASE UNITS
| | |
Amount to
be Paid* |
| |||
SEC registration fee
|
| | | $ | * | | |
FINRA filing fee
|
| | | | ** | | |
Exchange listing fees
|
| | | | ** | | |
Printing expenses
|
| | | | ** | | |
Accounting fees and expenses
|
| | | | ** | | |
Legal fees and expenses
|
| | | | ** | | |
Rating agency fees and expense
|
| | | | ** | | |
Transfer agent, registrar and trustee fees and expenses
|
| | | | ** | | |
Blue Sky, qualification fees and expenses
|
| | | | ** | | |
Miscellaneous
|
| | | | ** | | |
Total
|
| | | $ | ** | | |
|
Exhibit
Number |
| |
Document Description
|
|
| 1.1 | | | Form of Underwriting Agreement.* | |
| 3.1 | | | | |
| 3.2 | | | | |
| 4.1 | | | | |
| 4.2 | | | Senior Indenture, dated as of November 17, 2015, between the Company and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K of the Company filed November 17, 2015). | |
| 4.3 | | | Subordinated Indenture, dated as of June 11, 2020, between the Company and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K of the Company filed June 11, 2020). | |
| 4.4 | | | | |
| 4.5 | | | | |
| 4.6 | | | Form of Deposit Agreement including form of Depositary Receipt for Depositary Shares* | |
| 4.7 | | | Form of Preferred Stock Certificate.* | |
| 4.8 | | | Form of Warrant Agreement (including form of Warrant Certificate).* | |
| 4.9 | | | Form of Subscription Rights Agreement (including form of Subscription Rights Certificate).* | |
| 4.10 | | | Form of Stock Purchase Contract (including form of Stock Purchase Contract Certificate).* | |
| 4.11 | | | Form of Stock Purchase Unit Agreement (including form of Stock Purchase Unit Certificate).* | |
| 5.1 | | | | |
| 23.1 | | | | |
| 23.2 | | | | |
| 24.1 | | | | |
| 25.1 | | | | |
| 25.2 | | | | |
| 107 | | | |
|
Signature
|
| |
Title
|
| |
Date
|
|
|
/s/ Rajinder P. Singh
Rajinder P. Singh
|
| |
Chairman, President and Chief Executive Officer (Principal Executive Officer)
|
| |
October 23, 2024
|
|
|
/s/ Leslie N. Lunak
Leslie N. Lunak
|
| |
Chief Financial Officer (Principal Financial and Accounting Officer)
|
| |
October 23, 2024
|
|
|
/s/ Tere Blanca
Tere Blanca
|
| |
Director
|
| |
October 23, 2024
|
|
|
/s/ John N. DiGiacomo
John N. DiGiacomo
|
| |
Director
|
| |
October 23, 2024
|
|
|
/s/ Michael J. Dowling
Michael J. Dowling
|
| |
Director
|
| |
October 23, 2024
|
|
|
/s/ Douglas J. Pauls
Douglas J. Pauls
|
| |
Director
|
| |
October 23, 2024
|
|
|
/s/ William S. Rubenstein
William S. Rubenstein
|
| |
Director
|
| |
October 23, 2024
|
|
|
/s/ Germaine Smith-Baugh
Germaine Smith-Baugh
|
| |
Director
|
| |
October 23, 2024
|
|
|
/s/ Sanjiv Sobti
Sanjiv Sobti
|
| |
Director
|
| |
October 23, 2024
|
|
|
/s/ Lynne Wines
Lynne Wines
|
| |
Director
|
| |
October 23, 2024
|
|