BankUnited (BKU) Form 4 BankUnited / Jay D. Richards ownership change

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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)
03/01/2023

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	03/01/2023		A		13,000(1)	A	$0.00	43,973	D
Common Stock, par value $0.01 per share	03/01/2023		F(2)		3,468	D	$35.39	40,505	D
Common Stock, par value $0.01 per share	03/02/2023		F(3)		1,181	D	$34.87	39,324	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 13,000 restricted shares issued pursuant to the terms of the BankUnited, Inc. 2014 Omnibus Equity Incentive Plan. The restricted shares have a grant date of March 1, 2023, and will vest over a four 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, 2023. 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.

3. 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 2, 2023. 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/ Susan Greenfield as Attorney-in-Fact	03/03/2023
	** 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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