BankUnited (BKU) approves $200M buyback alongside 2025 results

Rhea-AI Filing Summary

BankUnited, Inc. filed a current report after releasing its financial results for the quarter and year ended December 31, 2025, with a detailed press release and supplemental slide deck furnished as exhibits. The company’s Board of Directors also authorized a new share repurchase program of up to $200 million of its outstanding common stock, approved on January 20, 2026.

This new authorization sits on top of $55.5 million that remained available under a previously announced repurchase program as of December 31, 2025. Repurchases may be made from time to time in open market or private transactions, with no set expiration date, and the company can suspend or discontinue the program at any time based on market conditions, capital levels, regulatory requirements, and other considerations.

Insights

Bank capital management analyst

BankUnited adds $200M to flexible, open-ended share buyback.

BankUnited’s Board authorized repurchases of up to $200 million of common stock, in addition to $55.5 million that was still available under a prior program as of December 31, 2025. This indicates an active capital management framework, with the company explicitly tying repurchase activity to its capital position, retained earnings, regulatory requirements, and broader market conditions.

The program allows buybacks in open market or private transactions, with no time limit and the option to suspend or discontinue at any time. That structure gives management broad discretion to scale activity up or down as circumstances change. Actual impact on share count and capital ratios will depend on how aggressively the Board and management choose to use this authorization in future periods.

8-K Event Classification

3 items: 2.02, 8.01, 9.01

3 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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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): January 21, 2026

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)

(Registrant’s telephone number, including area code): (305) 569-2000

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:

☐                  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐                  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐                  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐                  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Class

Trading Symbol

Name of Exchange on Which Registered

Common Stock, $0.01 Par Value

BKU

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

Item 2.02    Results of Operations and Financial Condition.

On January 21, 2026, BankUnited, Inc. (the “Company”) reported its results for the quarter and year ended December 31, 2025. A copy of the Company’s press release containing this information and slides containing supplemental information related to this release are being furnished as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

Item 8.01    Other Events.

On January 20, 2026, the Company's Board of Directors authorized the repurchase of up to $200 million in shares of its outstanding common stock. This authorization is in addition to $55.5 million remaining at December 31, 2025, under our previously announced and authorized share repurchase program. Any repurchases under the program will be made in accordance with applicable securities laws from time to time in open market or private transactions. The extent to which the Company repurchases shares, and the timing of such repurchases, will depend upon a variety of factors, including market conditions, the Company’s capital position and amount of retained earnings, regulatory requirements and other considerations. No time limit was set for the completion of the share repurchase program, and the program may be suspended or discontinued without prior notice at any time.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number						Description
99.1						Press release dated			January 21, 2026
99.2						Supplemental information relating to the press release dated			January 21, 2026

2

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.

Dated:			January 21, 2026			BANKUNITED, INC.
						/s/ James G. Mackey
						Name:			James G. Mackey
						Title:			Chief Financial Officer

3

EXHIBIT INDEX

Exhibit Number						Description
99.1						Press release dated			January 21, 2026
99.2						Supplemental information relating to the press release dated			January 21, 2026

4

FAQ

What did BankUnited (BKU) announce in this Form 8-K?

BankUnited reported its results for the quarter and year ended December 31, 2025, and its Board authorized a new share repurchase program of up to $200 million of common stock. The company also furnished a detailed press release and supplemental slides as exhibits.

How large is BankUnited’s new share repurchase authorization?

The Board authorized the repurchase of up to $200 million in shares of BankUnited’s outstanding common stock. This authorization was approved on January 20, 2026 and is in addition to amounts that remained under a previously announced program.

How much remained under BankUnited’s prior share repurchase program?

As of December 31, 2025, there was $55.5 million remaining under BankUnited’s previously announced and authorized share repurchase program. The new $200 million authorization is in addition to this remaining capacity.

Are there any time limits on BankUnited’s share repurchase program?

No time limit was set for completing the share repurchase program. BankUnited stated that the program may be suspended or discontinued without prior notice at any time, giving the company flexibility in how and when it repurchases shares.

How will BankUnited decide when to repurchase shares?

The extent and timing of share repurchases will depend on several factors, including market conditions, the company’s capital position and retained earnings, regulatory requirements, and other considerations. Repurchases may occur in open market or private transactions in line with applicable securities laws.

Where can investors find BankUnited’s detailed quarterly and annual results?

BankUnited furnished its full results for the quarter and year ended December 31, 2025 in a press release (Exhibit 99.1) and supplemental information slides (Exhibit 99.2), both of which are incorporated by reference into the report.