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BankUnited (BKU) director Douglas J. Pauls receives 2,267 restricted shares in equity grant

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

PAULS DOUGLAS J reported acquisition or exercise transactions in this Form 4 filing.

BankUnited, Inc. director Douglas J. Pauls reported an equity compensation grant and related holdings. He received 2,267 restricted shares of common stock at $0.00 per share under the BankUnited, Inc. Amended and Restated 2023 Omnibus Equity Incentive Plan. These restricted shares were granted on May 21, 2026 and will vest in full on the earlier of the first anniversary of the grant date or the issuer's next annual meeting of shareholders, subject to his continued service as a director through the vesting date. Following this award, he directly holds 45,472 common shares. Separately, 31,000 common shares are held by the Pauls Family Foundation, where he serves as co-trustee; he disclaims beneficial ownership of those shares except to the extent of his pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider PAULS DOUGLAS J
Role null
Type Security Shares Price Value
Grant/Award Common Stock, par value $0.01 per share 2,267 $0.00 --
holding Common Stock, par value $0.01 per share -- -- --
Holdings After Transaction: Common Stock, par value $0.01 per share — 45,472 shares (Direct, null); Common Stock, par value $0.01 per share — 31,000 shares (Indirect, As Co-Trustee)
Footnotes (1)
  1. Reflects 2,267 restricted shares issued pursuant to the terms of the BankUnited, Inc. Amended and Restated 2023 Omnibus Equity Incentive Plan. The restricted shares have a grant date of May 21, 2026, and will vest in full on the earlier of the first anniversary of the date of grant or the date of the issuer's next annual meeting of shareholders, subject to the reporting person's continued service as a director through the vesting date. Shares held by the Pauls Family Foundation, for which Mr. Pauls serves as a co-trustee. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of these shares for Section 16 or for any other purpose.
Restricted shares granted 2,267 shares Common stock grant on May 21, 2026 under equity plan
Grant price $0.00 per share Restricted share award to director as compensation
Direct holdings after grant 45,472 shares BankUnited common stock held directly by Douglas J. Pauls
Foundation-held shares 31,000 shares Held by Pauls Family Foundation, co-trustee Pauls, with ownership disclaimed
Vesting schedule Earlier of 1 year or next annual meeting Vesting condition for 2,267 restricted shares, subject to continued service
restricted shares financial
"Reflects 2,267 restricted shares issued pursuant to the terms of the BankUnited, Inc. Amended and Restated 2023 Omnibus Equity Incentive Plan."
Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.
Amended and Restated 2023 Omnibus Equity Incentive Plan financial
"issued pursuant to the terms of the BankUnited, Inc. Amended and Restated 2023 Omnibus Equity Incentive Plan."
vest in full financial
"will vest in full on the earlier of the first anniversary of the date of grant or the date of the issuer's next annual meeting of shareholders"
co-trustee financial
"Shares held by the Pauls Family Foundation, for which Mr. Pauls serves as a co-trustee."
pecuniary interest financial
"disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein"
beneficial ownership financial
"shall not be deemed an admission of beneficial ownership of these shares for Section 16 or for any other purpose."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
PAULS DOUGLAS J

(Last)(First)(Middle)
C/O BANKUNITED, INC.
14817 OAK LANE

(Street)
MIAMI LAKES FLORIDA 33016

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
BankUnited, Inc. [ BKU ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock, par value $0.01 per share05/21/2026A2,267(1)A$045,472D
Common Stock, par value $0.01 per share31,000IAs Co-Trustee(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Reflects 2,267 restricted shares issued pursuant to the terms of the BankUnited, Inc. Amended and Restated 2023 Omnibus Equity Incentive Plan. The restricted shares have a grant date of May 21, 2026, and will vest in full on the earlier of the first anniversary of the date of grant or the date of the issuer's next annual meeting of shareholders, subject to the reporting person's continued service as a director through the vesting date.
2. Shares held by the Pauls Family Foundation, for which Mr. Pauls serves as a co-trustee. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of these shares for Section 16 or for any other purpose.
/s/ Jacqueline Bravo, as Attorney-in-Fact05/21/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did BankUnited (BKU) director Douglas J. Pauls report?

Douglas J. Pauls reported receiving 2,267 restricted shares of BankUnited common stock as an equity award. The grant was made at $0.00 per share and reflects routine director compensation rather than an open-market purchase or sale of BKU stock.

How many BankUnited (BKU) shares does Douglas J. Pauls hold after this Form 4?

After the reported grant, Douglas J. Pauls directly holds 45,472 BankUnited common shares. In addition, 31,000 shares are held by the Pauls Family Foundation, where he is co-trustee, with beneficial ownership disclaimed except for any pecuniary interest he may have.

What are the vesting terms of the 2,267 restricted BankUnited (BKU) shares?

The 2,267 restricted shares granted to Douglas J. Pauls vest in full on the earlier of the first anniversary of the May 21, 2026 grant date or the next annual shareholder meeting, provided he continues serving as a director through the applicable vesting date.

Was cash paid for the BankUnited (BKU) restricted shares granted to Douglas J. Pauls?

No cash was paid for the 2,267 restricted shares granted to Douglas J. Pauls. The Form 4 lists a transaction price of $0.00 per share, indicating these shares were issued as equity compensation under the company’s 2023 Omnibus Equity Incentive Plan.

How are the Pauls Family Foundation’s BankUnited (BKU) shares treated in this Form 4?

The Form 4 notes 31,000 BankUnited shares held by the Pauls Family Foundation, where Douglas J. Pauls is co-trustee. He disclaims beneficial ownership of these securities except to the extent of his pecuniary interest, and their inclusion does not admit beneficial ownership for Section 16 purposes.

What plan governs the restricted share grant to the BankUnited (BKU) director?

The 2,267 restricted shares granted to Douglas J. Pauls were issued under the BankUnited, Inc. Amended and Restated 2023 Omnibus Equity Incentive Plan. This plan provides for equity-based compensation awards to directors and other eligible participants, aligning compensation with company stock performance.