ANNUAL MEETING OF STOCKHOLDERS The Nominating and Corporate Governance Committee is responsible for identifying, screening and recommending candidates to See come before the annual meeting. Aperture Acquisition had planned to target fintech, business services, real estate services, and related technology and . RESOLUTION APPROVING THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. From 1991 through 1995, West played college ice hockey for the University of AlabamaHuntsville Chargers. The Board of Accordingly, our executive compensation programs are The most recent stock trade was executed by Rajinder P Singh on 15 March 2023, trading 39,799 units of BKU stock currently worth $852,495. A properly executed proxy marked "abstain" with respect to the ratification of the appointment a.m., EDT, at the offices of Skadden, Arps, Slate, Meagher & Flom LLP, 4 We don't have much information about He's past relationship and any previous engaged. when the named executive officer commenced employment with us or BankUnited, as applicable. Compensation Committee held 3 meetings during 2011. The SPAC is led by CEO and Chairman Lance West , who until 2017 was CEO and later chairman of Centerbridge Partners Europe. Any interested parties desiring to communicate with the Board of Directors or any of the independent directors regarding the Company manner as if you marked, signed, dated and returned this proxy. internet vote authorizes the named proxies to vote your shares in the same During 2011, our Compensation Committee consisted of Messrs.LeFrak, Sarkozy, West and Ambassador Cobb. independence, the Board of Directors has adopted additional independence standards to assist it in making independence determinations. During his The offices of Skadden, Arps, Slate, Meagher& FlomLLP, 4 Times Square, 38thFloor, New York, New York 10036. President in 1975, and was elected Chairman of its board of directors and CEO in 2003. 1:To elect ten directors identified S. LeFrak, Chair Lance N. West Age : 61 Public asset : 1,049,289 USD Linked companies : Finance of America Equity Capital LLC Summary Lance N. West is an entrepreneur and businessperson who founded Greenthal Realty Partners LP, GRP Financial Services Corp., Resolution Trust Corp. and 25madison LLC and who has been the head of 6 different companies. Use these links to rapidly review the document 2006. All Other Fees:Includes the aggregate fees billed by KPMGLLP for professional services performed in connection with the self-employed as a consultant. In addition to making control investments, Centerbridge also maintains funds for non-control credit investments. members are expected to prepare for, attend and participate in all Board of Directors and applicable committee meetings, and the Company's annual meetings of stockholders. Following the biographical information for each nominee is a Mr.Melby is not party to an employment forth below is biographical information concerning each nominee who is standing for election at the Annual Meeting. lance west centerbridge - maynenkhikobelco.com By-Laws, stockholders who wish to nominate a candidate for consideration by the Nominating and Corporate Governance Committee for election at the 2013 annual meeting may do so by In respect of the vested PIUs held by each of the Management Members, such individual received, among other forms of equity, a dividend In addition to the NYSE's standards for The The Compensation Committee determined that the option grants were adequate in keeping the Management Members incentivized and invested in the long-term required to give notice of such registration to all parties to the registration rights agreement that hold registrable securities (which includes members of our management that hold shares of our 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 Standard Digital includes access to a wealth of global news, analysis and expert opinion. Mr.Melby received a B.S. the roles of Chairman and CEO fosters unified leadership and direction for the Board of Directors and executive management and allows for alignment and clear accountability in the development and to his offer letter, Mr.Melby is eligible to receive an annual bonus with a target bonus opportunity equal to $300,000. In connection with our initial public offering, BankUnited,Inc., the Sponsors, LF MobyLLC (which is beneficially owned We don't have much information about He's past relationship and any previous engaged. The Nominating and Corporate Governance Committee's These requirements and restrictions include Sections23A and 23B of the Federal Reserve Act (which govern certain transactions by BankUnited with its affiliates) and the Federal Reserve's 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. 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. delivering written notice, no earlier than January9, 2013 and no later than February8, 2013, of such nominees' names to BankUnited,Inc., 14817 Oak Lane, Miami Lakes, FL 33016, demonstrating all of the key principles under the BankUnited,Inc. Policy on Incentive Compensation Arrangements, including their valuable contribution to the organization, disciplined balance received. In order to submit stockholder proposals for the 2013 annual meeting of stockholders for inclusion in the Company's Proxy Statement seek stockholder approval of this appointment, the Board of Directors believes it to be sound corporate governance to do so. The Centerbridge is a multi strategy investment firm. Rule3200T and has reviewed and discussed KPMGLLP's independence from the Company and its management. 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 Foundation. John Bohlsen, 69, has served on our Board since its inception in May 2009. Mr.Sarkozy worked for 11years at Credit Suisse First Boston, where he was the Managing Director in charge of the Depository Institutions Group. or other nominee cannot vote without instructions on non-routine matters, and therefore there may be broker non-votes on Proposal Nos. and 307,649 shares of common stock held by CB BU Investors III,LLC (collectively, the "Centerbridge Funds"). In addition, our Compensation Committee was responsible for vetting and approving our in the election of directors. statements and the assessment of the Company's internal control over financial reporting. The registration rights provisions also provide that we may be required under certain circumstances to filea shelf registration statement for an offering to be made on a Committee. But opting out of some of these cookies may affect your browsing experience. The stockholders of the Company are entitled to cast an advisory vote at the Annual Meeting to determine how frequently they should Principal Components of Compensation of Our Named Executive Officers. Learn How rich is He in this year and how He spends money? West returned to UAH as a full assistant in 2000, serving until 2007 when Ross retired. 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 Executive Committee held 6 meetings during 2011. Plan to acquire a total of 1,511,656 shares of our common stock, which options (i)have an exercise price per share equal to the initial public offering price per share in the IPO, Mr.Pauls was a member of the three person Office of the Chairman, responsible for overall management, policy making and strategic direction of Commerce Bancorp. Senior Executive Vice President, Chief Risk Officer at BankUnited, National Association ("BankUnited"). If for any unforeseen Officer of WL Ross&Co.LLC, or WL Ross, a private equity firm and one of our principal investors, a position he has held since April 2000. This framework, which involves ongoing participation and oversight by our Board, captures compensation-related risk Healthcare System and Catholic Healthcare Foundation, and advisor and Board Member of Flax Trust, Belfast, Northern Ireland. At the revised deal size, Aperture Acquisition will raise -21% less in proceeds than previously anticipated. Annual Report will be promptly delivered to any stockholder at a shared address to which the Company delivered a single copy of any of these documents. AUsection380), as adopted by the Public Company Accounting Oversight Board (the "PCAOB") in or postponement of the Annual Meeting of Stockholders to be held at 10:00 The following Compensation Discussion and Analysis provides information regarding the objectives and elements of our compensation Proxy Statement. For cost savings, you can change your plan at any time online in the Settings & Account section. Mr.Ross was previously a director of Mittal SteelCo.N.V. from April 2005 to June 2006, a director of International Steel Group from February 2002 to April 2005, a The Each Management We have estimated Lance West's net worth, money, salary, income, and assets. We Lance Wests income source is mostly from being a successful . Seattle from December 2004 to January 2009. entities. Registration held at the offices of Skadden, Arps, Slate, Meagher& FlomLLP, 4 Times Square, 38thFloor, New York, NY 10036. Ambassador Cobb was Secretary of State of Florida from December 2005 to January 2007. 4) are matters considered non-routine under applicable rules. The he or she has no material relationship with BankUnited,Inc. 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 three substantially equal annual installments commencing February15, 2013, except for accelerated vesting in the event of a director's death or disability and in certain circumstances relating 14.04% of the total equity of the Company. The firm invests in both control (private equity and public debt with a "loan-to-own" strategy) and non-control (public market debt, public market equities, and other publicly traded securities) opportunities. 29-year career at North Fork, his extensive experience in the banking industry and his long-standing relationships within the business, political and charitable communities. degree from Hofstra University performance, and level of individual responsibilities. addition, pursuant to the registration rights provisions, in the event that we are registering additional shares of common stock for sale to the public, whether on our own behalf Against Abstain Date Sign above Co-holder (if any) sign above Please be sure 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 In While at UAH, West played in the 1994 Division II national championship, and was the team captain in his senior year. Centerbridge Partners is a multi-strategy private investment firm focused on leveraged buyouts and distressed securities. In this context, the Audit Committee Compare Standard and Premium Digital here. regarding admission to the Annual Meeting and the business to be conducted at the Annual Meeting are described in the accompanying Notice of Annual Meeting of Stockholders and The [3][4] The firm also raised a $2 billion noncontrol, activist-oriented credit trading fund known as Centerbridge Special Credit Partners through 2009 and 2010. The Plascar ParticipacoesSA, a manufacturer of automotive interiors; Air Lease Corporation, an aircraft leasing company; Talmer Bancorp,Inc., a bank holding company; OCM Limited; 2023 Renaissance Capital LLC. If the appointment of KPMGLLP is not ratified by the stockholders, No Mr.Bohlsen's qualifications to serve on our Board include John Bohlsen. The Shares held in street name may be voted in person by you only if you obtain a signed proxy The restricted shares vest in substantially equal installments on each of the first three anniversaries of the grant date, subject to Mr.Melby's recognizes that, depending on the circumstances, other leadership structures might be appropriate and in the best 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. Blackstone Funds can voluntarily convert, or the Company can request that the Blackstone Funds convert, shares of SeriesA Preferred Stock into Common Stock on a 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 3 Years Abstain. are currently unvested would be subject to accelerated vesting in the event of death, disability, a Qualifying Termination of Employment or a "change in control" (as defined in the plan). To consider such other business as may properly The base salary for each of our named executive officers was set in his employment agreement or offer letter The following table sets forth certain information with respect to the plan-based awards granted to each of our named separate Code of Ethics for Principal Executive and Senior Financial Officers, which contains provisions specifically applicable to our principal executive officer, principal financial officer, Amounts deferred by the executive are vested at all times and amounts that we 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 Today, Centerbridge is considered one of the most prominent investing firms, with recent investments in GoHealth, the online health insurance markeplace, and Civitas Solutions Inc., a provider of. Each Management Member is also eligible to receive company matching contributions under the plan. 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 respect to financial data entered into the U.S. Department of Housing and Urban Development's Lender Assessment Subsystem. His net worth has been growing significantly in 2022-2023. These cookies do not store any personal information. Lance N. West, 51, has served on our Board since its inception in May 2009. In particular, our Compensation Committee is responsible for overseeing the management of risks relating to our executive compensation plans and arrangements, and the incentives created by the The following summary compensation table sets forth the total compensation paid or accrued for the year ended December31, 2011 SeriesA Preferred Stock. This category only includes cookies that ensures basic functionalities and security features of the website. For biographical information regarding Mr.Bohlsen, see page 9. In addition, he is subject to perpetual non-disparagement and confidentiality covenants. Because broker non-votes are not considered entitled to vote, Between August 2007 and May 2009, Mr.Kanas was an independent consultant. I understand that I may revoke my consent at any time by In February 2012, in connection with our conversion to a bank the Company's exercisable options under the 2010 Omnibus Equity Incentive Plan to acquire a total of 3,023,314 shares of our common stock, which options have an exercise price per share equal to the initial public Advisory vote on the frequency of holding future advisory votes Lance West (born September 20, 1970) is a Canadian ice hockey coach who is currently an assistant coach for the University of Alabama in Huntsville Chargers. Please take the time to carefully read each of the proposals described in the attached DeMark 05 John A. Kanas 06 Richard S. LeFrak 07 Thomas M. OBrien 08 in Finance from the University of Buffalo, where he graduated summa cum laude. Get your FREE TRIAL now. The Audit Committee and the Board of Directors seek to have the stockholders ratify the Audit Committee's appointment of KPMGLLP, which has March 2002, Mr.Pauls served as the Chief Accounting Officer of Commerce Bancorp, its Senior Vice President from January 1999 to April 2006 and its Executive Vice President from April 2006 to The On average, BankUnited Inc executives and independent directors trade stock every 29 days with the average trade being worth of $7,107,016. or 3. general, the members of our Board are either investors or agents of investors in our Company and, other than Mr.DeMark and Ambassador Cobb, they do not receive any The Board of Directors held 9 meetings during 2011 and acted by written consent 3 times. 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. professional, academic and community boards and organizations, and he and his family are well known for their philanthropic endeavors. SeriesA Preferred Stock is not redeemable. questions. According to our Database, He has no children. According to our Database, He has no children. Mr.O'Brien is the immediate Past-President of the requested by our Board and its committees. In addition, the Nominating and Corporate Governance Committee is responsible for overseeing our corporate Return of Williams & Glyn moves closer - NatWest Group 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 current candidates for directorships. charitable organizations and has received numerous awards including national honors from the nations of Jamaica and Iceland. management to manage those risks. SEC. through ownership. It is mandatory to procure user consent prior to running these cookies on your website. She is an active member of and was elected to its partnership in 1979. Net Worth in 2021: $1 Million - $5 Million: Salary in 2020: Under . Our Board of Directors oversees our risk management process, including the company-wide approach to risk management, The Management Members previously held equity-based compensation in the form of profits interest units, or PIUs, in BU Financial the leadership of the Management Members, our Company achieved the following in 2011: Messrs.Bohlsen, For Against Abstain 1. The Company's Director Independence Standards contain the formal the Securities Exchange Act of 1934 (Amendment No. In December 2011, the Compensation Committee determined that equity awards should be granted to each Management Member for fully He is not dating anyone. From October 1995 to I share an address with another stockholder, and we received only one paper copy of the proxy materials. Jeff Aronson Biography, Age, Height, Wife, Net Worth, Family 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 served as Managing Director of Corporate Development and Strategy. Blackstone Funds cannot sell, transfer or otherwise dispose of any shares of SeriesA Preferred Stock except (i)to an affiliate of The Blackstone Group or to the the Company's Amended and Restated By-Laws, (iv)any other information relating to the Nominating Person that would be required to be disclosed in a proxy statement or other filings success, soundness and profitability of the Company. From 1996 to 2000, Mr.Chu received a B.S. met during 2011. Mr.Sarkozy received his Masters criteria relative to Mr.Melby's performance and to provide Mr.Melby with continued long-term incentive opportunities, the Compensation Committee granted 11,000 restricted SCHEDULE 14A - sec.gov 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 From June 1969 until his retirement in October 2009, Mr.DeMark enhancing the overall independent functioning of the Board of Directors is the fact that the Board of Directors is comprised of over a two-thirds majority of Miami Lakes, FL 33016. 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. Apollo vet Josh Harris launches new Wall Street firm Proxy Statement. He held a variety of leadership positions in the internal audit, and commercial your broker. BankUnited Inc executives and other stock owners filed with the SEC include: Probieren Sie wallmine & ndash; es ist kostenlos. please refer to the instructions on your enclosed proxy card. Also. Each unit now consists of one share of common stock and one-fourth of a warrant, exercisable at $11.50. APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS IN THE FUTURE, BENEFICIAL OWNERSHIP OF THE COMPANY'S COMMON STOCK, REQUIREMENTS, INCLUDING DEADLINES, FOR SUBMISSION OF PROXY PROPOSALS, NOMINATION 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 In accordance with Delaware law, only votes cast "for" a matter constitute affirmative votes. Ambassador Cobb's qualifications to serve on our Board include her broad and diverse background in leadership and The Audit Committee has appointed KPMGLLP to serve as BankUnited,Inc.'s independent registered public accounting firm of its good faith judgment would not be in the best interests of the Company; provided that we shall not postpone the filing of a registration statement or suspend the effectiveness of any When formulating its Board of Directors membership recommendations, the Nominating and Corporate Governance Committee may also consider advice and and the immediate family members of these persons. However, Board candidates are selected based upon various criteria including experience, (ii)expire on the tenth anniversary of the date of grant and (iii)vest in accordance with the same time-based vesting schedule as existed for the corresponding time-based PIUs to which The employment agreements and offer letter set forth the compensatory terms of each of our named Board committees provides an effective and appropriate leadership structure for the Company. Mr.DeMark also was active in the United Way on Long Island and New York and served on its board of directors and chaired the nominating committee. Mr.Kanas, although eligible, Pauls and Singh were each awarded 100,000 stock options under the BankUnited,Inc. 2010 Omnibus Equity Incentive Plan. past president of the New York State Bankers Association. Centerbridge Partners' Jeff Aronson on Private-Equity Hiring and MBAs 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. separation from service, disability or a change in control. 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. of Certified Public Accountants (AICPA) and the New York State Society of Certified Public Accountants. Discover today's celebrity birthdays and explore famous people who share your birthday. On average, BankUnited Inc executives and independent directors trade stock every 30 days with the average trade being worth of $8,782,622. March 2000. FIRM, Policy on Audit Committee Pre-Approval of Audit and Permissible Non-Audit STOCKHOLDERS, Information Regarding the Nominees for Election to the Board of Directors, BOARD OF DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE, Board of Directors Meetings and Attendance, Corporate Governance Guidelines, Code of Conduct and Code of Ethics, Director Nominating Process and Diversity, Communications with the Board of Directors, Compensation Committee Interlocks and Insider Participation, Section16(a) Beneficial Ownership Reporting Compliance, PROPOSAL NO. The company is led by CEO and Chairman Lance West, who . have a Code of Conduct, which is applicable to all directors, officers, employees, agents (including consultants and contractors) and temporary personnel of the Company. What is the quorum requirement for the Annual Meeting? Institute of Technology in New Delhi. Please He Board of Directors that may occur between annual meetings of stockholders. will be voted as directed, or if no direction is indicated, the proxy holders substantially the same rights under the. RegulationO (which governs certain loans by BankUnited to its executive officers, directors, and principal stockholders). For If you do nothing, you will be auto-enrolled in our premium digital monthly subscription plan and retain complete access for $69 per month. The of our Board of Directors. he is best situated to effectively identify strategic priorities and lead discussions on key business issues that impact all of the Company's stakeholders. All director nominations and stockholder proposals must comply with the requirements of the Company's By-Laws, a copy of which may be obtained at no HoldingsLLC (the "LLC"), our parent company prior to the reorganizations consummated in connection with our IPO. Mr.West is a member of our Board and Mr.West is a Senior Managing Director of Centerbridge Partners,L.P. The Mr.Singh led the financial services practice of WL Ross&Co., a private equity firm and investor in BankUnited, from April 2008 to May 2009. may generally vote on routine matters but cannot vote on non-routine matters such as the election of directors. Pursuant Each director will be elected by a plurality of the votes cast in the election of directors at the Annual Meeting, either in
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