Equity award and tax withholding for BankUnited (BKU) subsidiary officer

Rhea-AI Filing Summary

BankUnited, Inc. officer of a subsidiary Jay D. Richards reported equity compensation and related tax withholding transactions in company stock. He received a grant of 14,000 restricted shares on March 1, 2026 under the BankUnited, Inc. 2023 Omnibus Equity Incentive Plan. These restricted shares vest in four equal annual installments, subject to his continued service. To cover tax obligations from vesting of earlier awards on the same date, 5,185 shares of common stock were withheld by the company at a price of $46.70 per share, rather than being sold on the open market. After these transactions, he directly owned 44,502 shares of BankUnited common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Richards Jay D.

Role Officer of Subsidiary

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $0.01 per share	14,000	$0.00	--
Tax Withholding	Common Stock, par value $0.01 per share	5,185	$46.70	$242K

Holdings After Transaction: Common Stock, par value $0.01 per share — 49,687 shares (Direct)

Footnotes (1)

1. Reflects 14,000 restricted shares issued pursuant to the terms of the BankUnited, Inc. 2023 Omnibus Equity Incentive Plan. The restricted shares have a grant date of March 1, 2026, and will vest over a four-year period on each of the four anniversaries from the date of grant, subject to the reporting person's continued service through the vesting date. Shares of BankUnited, Inc. common stock withheld by the Issuer to satisfy the tax withholding obligation of the reporting person arising from the vesting of restricted shares on March 1, 2026. These shares were not sold by the reporting person but were instead withheld from the total number of vested shares received by the reporting person from the Issuer.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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^*

Richards Jay D.

(Last) (First) (Middle)

C/O BANKUNITED, INC.

14817 OAK LANE

(Street)

MIAMI LAKES FL 33016

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BankUnited, Inc. [ BKU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Officer of Subsidiary

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.01 per share	03/01/2026		A		14,000(1)	A	$0	49,687	D
Common Stock, par value $0.01 per share	03/01/2026		F(2)		5,185	D	$46.7	44,502	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects 14,000 restricted shares issued pursuant to the terms of the BankUnited, Inc. 2023 Omnibus Equity Incentive Plan. The restricted shares have a grant date of March 1, 2026, and will vest over a four-year period on each of the four anniversaries from the date of grant, subject to the reporting person's continued service through the vesting date.

2. Shares of BankUnited, Inc. common stock withheld by the Issuer to satisfy the tax withholding obligation of the reporting person arising from the vesting of restricted shares on March 1, 2026. These shares were not sold by the reporting person but were instead withheld from the total number of vested shares received by the reporting person from the Issuer.

Remarks:

The Reporting Person is Chief Risk Officer of BankUnited, N.A., a wholly owned subsidiary of BankUnited, Inc.

	/s/ Jacqueline Bravo, as Attorney-in-Fact	03/03/2026
	** Signature of Reporting Person	Date
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.
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FAQ

What insider transactions did BankUnited (BKU) report for Jay D. Richards?

Jay D. Richards reported a grant of 14,000 restricted shares and a withholding of 5,185 shares for taxes. Both transactions involved BankUnited common stock and were tied to equity compensation rather than open market trading.

Was the BankUnited (BKU) insider transaction a stock sale by Jay D. Richards?

The filing shows no open market sale by Jay D. Richards. Instead, 5,185 shares were withheld by BankUnited to cover tax obligations from vesting restricted shares on March 1, 2026.

How many BankUnited (BKU) restricted shares were granted to Jay D. Richards?

Jay D. Richards received 14,000 restricted shares of BankUnited common stock. The award was granted under the 2023 Omnibus Equity Incentive Plan and will vest in four equal annual installments, contingent on his continued service.

Over what period do the new BankUnited (BKU) restricted shares vest?

The 14,000 restricted shares granted to Jay D. Richards vest over four years. They vest in equal installments on each anniversary of the March 1, 2026 grant date, assuming he continues in service through each vesting date.

How many BankUnited (BKU) shares does Jay D. Richards own after these transactions?

After the reported grant and tax withholding, Jay D. Richards directly owns 44,502 BankUnited common shares. This figure reflects both the new 14,000-share award and the 5,185 shares withheld to satisfy tax obligations.

What does the tax withholding transaction mean in the BankUnited (BKU) Form 4?

The tax withholding shows 5,185 shares withheld by BankUnited at $46.70 per share. These shares satisfied Jay D. Richards’ tax liability from vesting restricted stock, rather than representing discretionary selling in the market.