bku_8k.htm
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
FORM 8-K
 
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): May 30, 2013 (May 23, 2013)
 
 
BankUnited, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
  
001-35039
  
27-0162450
(State of Incorporation)
  
(Commission File Number)
  
(I.R.S. Employer Identification No.)

14817 Oak Lane
Miami Lakes, FL 33016
(Address of principal executive offices) (Zip Code)
 
(305) 569-2000
(Registrant's telephone number, including area code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 
 
 
 

 
Item 5.07. Submission of Matters to a Vote of Security Holders.
 
 
On May 23, 2013, BankUnited, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”) and the following proposals were voted on:

 
Proposal No. 1:     To elect ten directors to the Company’s Board of Directors (the “Board”) to serve until the next annual meeting of stockholders or until that person’s successor is duly elected and qualified.
 
Proposal No. 2:     To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2013.
 
Proposal No. 3:     To approve the BankUnited, Inc. Annual Incentive Plan, including for purposes of satisfying the stockholder approval requirement of Section 162(m) of the Internal Revenue Code of 1986, as amended.
 
Each proposal is described in detail in the Company’s definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission (the “SEC”) on April 25, 2013. The results of such stockholder votes are set forth below.
 
Proposal No. 1: All of the director nominees were elected to the Board based upon the following votes:
 

Nominee
  
For
  
Withheld
  
Broker Non-Vote
John Bohlsen
  
88,932,171
  
74,607
  
2,821,616
Chinh E. Chu
  
88,933,288
  
73,490
  
2,821,616
Ambassador Sue M. Cobb
  
88,590,231
  
416,547
  
2,821,616
Eugene F. Demark
  
88,641,982
  
364,796
  
2,821,616
Michael J. Dowling
  
88,919,725
  
87,053
  
2,821,616
John A. Kanas
  
88,374,914
  
631,864
  
2,821,616
Thomas M. O’Brien
  
88,653,634
  
353,144
  
2,821,616
Wilbur L. Ross, Jr.
  
61,839,207
  
27,167,571
  
2,821,616
P. Olivier Sarkozy
  
88,931,820
  
74,958
  
2,821,616
Lance N. West
  
88,932,277
  
74,501
  
2,821,616
 
 
Proposal No. 2: The proposal to ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2013 received the following votes:
 

For
  
Against
  
Abstain
  
Broker Non-Vote
91,782,722
  
22,575
  
23,097
  
—
 


 
 
 


Proposal No. 3: The proposal to approve the BankUnited, Inc. Annual Incentive Plan, including for purposes of satisfying the stockholder approval requirement of Section 162 (m) of the Internal Revenue Code of 1986, as amended, received the following votes:
 

For
  
Against
  
Abstain
  
Broker Non-Vote
88,255,991
  
558,826
  
191,961
  
2,821,616

 
 
 

 
Signature
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 


 
BANKUNITED, INC.
   
   
Dated: May 30, 2013
By:
  
  /s/ Leslie Lunak
     
Name:    Leslie Lunak
     
Title:     Chief Financial Officer