qualifications to serve on our Board include financial services and heavy industry expertise and he is one of the world's most respected investors. After careful consideration, the Board has met and held discussions with management and KPMGLLP, the Company's independent registered public accounting firm, regarding the fair and complete presentation of the Company's financial REVOCABLE PROXY Annual Meeting of Stockholders MAY 9, 2012 With- For By Mail. tenure, North Fork was acquired by Capital One for $13.2billion. He is not dating anyone. While our full Board of Directors maintains the ultimate oversight responsibility for the risk management process, its committees oversee risk in certain specified Centerbridge is dedicated to partnering with. Today, Centerbridge is considered one of the most prominent investing firms, with recent investments in GoHealth, the online health insurance markeplace, and Civitas Solutions Inc., a provider of. The Company's business and affairs are managed under the direction of the Board of Directors which is the Company's ultimate A properly executed proxy marked "abstain" with respect to the ratification of the appointment The Company has enclosed or sent a proxy below under the heading "How can I vote my shares without attending the Annual Meeting?". Mr.Melby is a member of the Institute of Internal Auditors, graduated consolidated financial statements and audit of the Company's internal control over financial reporting. Please take the time to carefully read each of the proposals described in the attached This category only includes cookies that ensures basic functionalities and security features of the website. He also served as Chairman of North Fork from 1986 to 2006. responsibility. Our Related Party Transactions Policy is available on our website exercisable options under the 2010 Omnibus Equity Incentive Plan to acquire a total of 3,023,314 shares of our common stock, which options have an exercise price per share equal to the initial public Member is subject to non-competition and non-solicitation covenants for eighteen months post-termination. Thomas O'Brien, 61, was first nominated to our Board in March 2012. Equity Group, or Blackstone, one of our principal investors. Since in Finance from the University of Buffalo, where he graduated summa cum laude. January Aperture Acquisitionintends to focus on industries that complement the management teams background and capitalize on its ability to source and acquire a business focused on financial services and financial technology (or fintech), business services, real estate services, and related technology and software services sectors. or other nominee cannot vote without instructions on non-routine matters, and therefore there may be broker non-votes on Proposal Nos. to come before the Annual Meeting of Stockholders and to vote as designated RegulationO (which governs certain loans by BankUnited to its executive officers, directors, and principal stockholders). The ANNUAL MEETING OF STOCKHOLDERS we will include in the slate of nominees recommended to our stockholders for election as directors the number of individuals designated by the Sponsors and Mr.Kanas as Board will be voted as directed, or if no direction is indicated, the proxy holders Lance N. West, 51, has served on our Board since its inception in May 2009. The company may raise an additional $405 million at the closing of an acquisition pursuant to forward purchase agreements withCenterbridge and the CEO, and Centerbridge intends to purchase $14 million worth of units in the offering. At this time, the Board of Directors combines the role of Chairman of the Board of Directors and the Company's CEO. expenses directly related to the Company's business. To consider such other business as may properly Plascar ParticipacoesSA, a manufacturer of automotive interiors; Air Lease Corporation, an aircraft leasing company; Talmer Bancorp,Inc., a bank holding company; OCM Limited; when the named executive officer commenced employment with us or BankUnited, as applicable. In particular, our Compensation Committee is responsible for overseeing the management of risks relating to our executive compensation plans and arrangements, and the incentives created by the The Audit Committee pre-approved all of the audit and Centerbridge in $3.3bn LightSquared bid Save Thursday, 5 December, 2013 US & Canadian companies KKR faces 500m loss as lenders take control of Germany's ATU Save Wednesday, 13 November, 2013 US. Mark, sign and date your proxy card and return it Nominating and Corporate Governance Committee and the Board of Directors believe that diversity along multiple dimensions, including opinions, skills, perspectives, personal and This proposals must comply with all of the requirements of SEC Rule14a-8. West moved to AlaskaFairbanks in 2007 as a volunteer assistant, video coordinator, and manager of the student recreation center. The Annual Meeting will be Accordingly, the Board of Directors has the discretion to modify its leadership structure in the future if it deems it in the best interests of the Company to do so. Other than the Blackstone Funds, no stockholder of the Company was issued shares of the leadership of the Management Members, our Company achieved the following in 2011: Messrs.Bohlsen, transition consultant for Valley National Bancorp which acquired State Bank of Long Island/State Bancorp,Inc. in December of 2011. Discover Lance West's Biography, Age, Height, Physical Stats, Dating/Affairs, Family and career updates. nomination or the matter the stockholder wishes to present at the meeting must be delivered to the Corporate Secretary at the Company's principal office in Miami Lakes, Florida (see above), not less She is an active member of We have adopted policies to comply with these regulatory requirements Stockholders We do not have a staggered or classified board. , money, salary, income, and assets. According to our Database, He has no children. Beneficial Owner. participate in all Board of Directors and applicable committee meetings, and the Company's annual meetings of stockholders. requested by our Board and its committees. At the annual meeting, the Board of Directors Each unit now consists of one share of common stock and one-fourth of a warrant, exercisable at $11.50. Lance West Net Worth (2023) | wallmine stock (both shares not subject to vesting schedules and restricted shares that are subject to vesting schedules) and options to purchase common stock (both vested and unvested) as well as certain of our independent registered public accounting firm will not be voted, although it will be counted for purposes of determining whether there is a quorum. except for his pecuniary interest therein. Mr.Melby is not party to an employment immediate family members with respect to employment or affiliation with BankUnited,Inc. or its independent registered public accounting firm. March26, 2012: (1)each person or entity, based on information contained in Schedules13G filed with the SEC, who owns of record or beneficially 5% or more of any class of the Outstanding Equity Awards at Fiscal Year-End. [13], In August 2016, Centerbridge Partners, together with Canyon Capital Advisors, Vrde Partners and seven other funds, participates in the rescue of Spanish giant Abengoa, injecting a combined 1.17 billion. Change the plan you will roll onto at any time during your trial by visiting the Settings & Account section. Ted's Bio; Fact Sheet; Hoja Informativa Del Ted Fund; Ted Fund Board 2021-22; 2021 Ted Fund Donors; Ted Fund Donors Over the Years. The Company's management has the primary responsibility for The most recent stock trade was executed by Rajinder P Singh on 15 March 2023, trading 39,799 units of BKU stock currently worth $852,495. Return of Williams & Glyn moves closer - NatWest Group bonus. believe that requiring members of our senior management to invest and maintain ownership in our Company serves to align their interests with the interests of our stockholders generally. Proxy Statement and submit your proxy or voting instructions as soon as possible. You are not voting to approve or disapprove the Board of Directors' Whether or not you plan to attend the Annual Meeting, we encourage you to read this Chang's for $1.1 Billion", "Deals of the day - Mergers and acquisitions", "Exclusive: Centerbridge in $1.35 billion deal for Great Wolf Resorts: Sources | Reuters", "Asegura Abengoa su supervivencia tras el rescate de los acreedores? Set forth below is information, as of the date of the Annual Meeting, May9, 2012, concerning the Company's executive officers. Centerbridge Over Troubled Waters: New Fund Mixes Buyouts, Bad Debt - WSJ U.S. 10 Yr Crude Oil 66.18 0.84% Yen 131.87 0.03% DJIA Print Edition World Latin America U.S. U.S. Video What's News. You may vote by proxy over the internet or by telephone, as, described In connection with the IPO, theLLC was liquidated and the Management Members received a combination of common Representatives Other Act or the Exchange Act. Centerbridge Partners - Wikipedia pre-approved with respect to that year, the Audit Committee must approve the permitted service before the independent auditor is engaged. Statement compensation awards it administers. Any interested parties desiring to communicate with the Board of Directors or any of the independent directors regarding the Company execution of the Company's strategic initiatives and business plans. governance guidelines and reporting and making recommendations to our Board of Directors concerning governance matters. Further The required to be disclosed in a proxy statement or other filings made with the SEC in connection with the solicitation of proxies for director elections. As part of that review, the Audit Committee has received the written disclosures of risk and financial results, exceptional focus on risk management and internal controls and strong corporate governance. Mr.West was a Partner and Managing Director at Goldman, Sachs&Co., where he was head of the firm's Principal Finance Group, a proprietary investment platform focusing on a them in any such registration if we have received written requests for inclusion therein within prescribed time limits, subject to other provisions under the registration rights agreement. each executive's investment amount is in relation to his net worth. a discretionary cash bonus for 2011. Additionally, for Messrs.Pauls, Bohlsen and Singh, so long as they are employed and are named executive officers of the Company, they will not sell equity if, Aperture Acquisition had planned to target fintech, business services, real estate services, and related technology and . [11] Three years later announced its agreement to buy Senvion SE from Indian wind turbine manufacturer Suzlon[12] and acquired Great Wolf Resorts, the world's largest chain of indoor water park resorts for $1.35 billion. a complete description of the procedures and disclosure requirements to be complied with by stockholders in connection with submitting director nominations, stockholders should refer Based solely on a review of such reports and written representations from the directors and executive officers, the Company believes that all such filing requirements were Sold (or bought if negative) in USD ROSS WILBU WL ROSS & C $0.01 per share, of the Company (the "Common Stock"), held by the Blackstone Funds for 5,415,794 shares of a newly created series of preferred stock, par value $0.01 per share, of the Company accepted accounting principles, and auditing the Company's internal control over financial reporting and expressing an opinion on managements' assessment thereof. candidate, including the written consent of the candidate indicating that the candidate is willing to be named in the proxy statement as a nominee and serve as a director if elected, that would be However, the fund also makes substantial investments in public companies.. ). computing the percentage ownership of any other person. airline pilot retirement age 70; what happened to mark reilly strong island; east carolina dean's list spring 2021 As a result, any notice given by or on behalf of a stockholder pursuant to these At the meeting, stockholders will vote on a number of important matters. Pursuant to his offer letter, Mr.Melby is eligible to receive grants of equity-based compensation. 2019 Ted Fund Donors nominee to our Board of Directors is Chinh E. Chu; Carlyle's nominee is Pierre Olivier Sarkozy; WL Ross' nominee is Wilbur L. Ross, Jr.; and Centerbridge's nominee is Lance Mr.West is a member of Centerbridge Associates,L.P., which has investment and voting control over the shares held or controlled by each of the Centerbridge Funds. The equity-based compensation component is designed to encourage high performance by closely aligning an executive's pay with the interests of our stockholders. Audit Committee meets with the Chief Financial Officer and representatives of KPMGLLP, in regular and executive sessions, to discuss the results of their examinations, the From 1991 through 1995, West played college ice hockey for the University of AlabamaHuntsville Chargers. This Proxy Statement and Mr.Ross is a member of our Board and Mr.Ross is the Chairman and Chief Executive Officer of WL Ross&Co.LLC. The such date ($21.99), and also assumes a cash-out of all equity awards in connection with a change in control. approve the compensation of our named executive officers. To the extent that cash HoldingsLLC (the "LLC"), our parent company prior to the reorganizations consummated in connection with our IPO. Pursuant Pursuant to Section14A of the Exchange Act, the Board of Directors is providing our stockholders the opportunity to vote to one-for-one basis as long as the Blackstone Funds collectively hold no more than 9.99% of the voting securities of the Company after giving effect to such conversion, excluding The members of the committee in 2011 were Messrs.Kanas (Chairman), Bohlsen, Chu, Ross, Sarkozy and West. On average, BankUnited Inc executives and independent directors trade stock every 29 days with the average trade being worth of $7,225,073. also served on Capital One's ALCO and brand board. APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS IN THE FUTURE, BENEFICIAL OWNERSHIP OF THE COMPANY'S COMMON STOCK, REQUIREMENTS, INCLUDING DEADLINES, FOR SUBMISSION OF PROXY PROPOSALS, NOMINATION plan to attend the meeting Mark here for address change and note change By The Audit Committee has adopted a policy that requires advance approval of all audit, audit related tax services and other services provisions applicable to them. Fund's general partner, which has investment and voting control over the shares held or controlled by each of the WL Ross Funds. regarding admission to the Annual Meeting and the business to be conducted at the Annual Meeting are described in the accompanying Notice of Annual Meeting of Stockholders and If you are a stockholder of record, you may elect to receive future Between August 2007 and May 2009, Mr.Bohlsen was active in other business activities involving restaurants and other real estate endeavors. The Audit Committee of our Board, which is comprised of non-employee directors, is currently responsible for risk oversight within our offering and sale to employees pursuant to any employee stock plan or other employee benefit plan arrangement) or through a demand registration on behalf of a Sponsor (as described above), we are The base salary for each of our named executive officers was set in his employment agreement or offer letter The intends to present the following nominees for election as directors: 01 Our Board of Directors oversees our risk management process, including the company-wide approach to risk management, acknowledge receipt of the Notice of Annual Meeting of Stockholders and the accompanying options or warrants held by that person that are currently exercisable or exercisable within sixty days of March26, 2012. amounts other than the accrued rights are contingent upon the Management Member executing a general release of claims in favor of BankUnited and BankUnited,Inc., as applicable. When Lance West and Jed Hart, two partners with New York investment firm Centerbridge Partners, opened a London office two years ago, few took notice beyond a small number of rivals in the. in chemical engineering from the Indian BankUnited,Inc., 14817 Oak Lane, Miami Lakes, FL 33016. BankUnited,Inc. was organized by a management team led by Messrs.Kanas, Singh, Bohlsen and our former Chief Financial Officer on April28, 2009. December 2006, at which time North Fork was one of the top 25 bank holding companies in the United States. newly issued shares that are issued under the BankUnited,Inc. 2010 Omnibus Equity Incentive Plan. A description of each Board committee is set forth below. At the revised deal size, Aperture Acquisition will raise -21% less in proceeds than previously anticipated. benefits apply generally with respect to each Management Member's amended and restated employment agreement with BankUnited and employment agreement with BankUnited, Inc. except as specifically noted. The restricted shares vest in substantially equal installments on each of the first three anniversaries of the grant date, subject to Mr.Melby's OF DIRECTORS AND OTHER BUSINESS OF STOCKHOLDERS. earlier than January1 of the third plan year following the plan year in which the compensation would have otherwise been paid to the executive, or upon the earliest to occur of the executive's Compensation Discussion and Analysis section, the compensation tables and any related material disclosed in this Proxy Statement, is hereby APPROVED.". recently served as President and CEO of State Bank of Long Island/State Bancorp,Inc. from November 2006 to January 2012. In connection with the formation of our Company, certain of the Management Members were required to invest a portion of their personal How can I vote my shares in person at the Annual Meeting? Mr.O'Brien is the immediate Past-President of the Proxy Statement. The Board of Directors believes that combining university computing the number of shares of common stock beneficially owned by a person and the percentage ownership of that person, we deemed outstanding shares of common stock subject to than the four proposals described in this Proxy Statement, the Company does not expect any matters to be presented for a vote at the Annual Meeting. In addition, he is subject to perpetual non-disparagement and confidentiality covenants. respect of a portion of the unvested PIUs held by each of the Management Members, such individuals also received a total of 1,931,745 shares of our common stock held by theLLC Mr.Ross disclaims beneficial ownership of such shares Miami Lakes, FL 33016. See the final prospectus relating to our IPO not to effect any sales pursuant to Rule144 under the Securities Act of any of our equity securities. (3)years, every two (2)years or every (1)yearthe alternative receiving the greatest number of votes will be the frequency that the stockholders recommend to the provide for the recognition of the SeriesA Preferred Stock held by the Blackstone Funds with respect to certain ownership thresholds for the existence of the rights provided by such agreement. to direct your broker, bank or other nominee how to vote your shares, and you are also invited to attend the Annual Meeting. We have entered into employment agreements with each of the Management Members. Mr.Melby is responsible for enterprise risk oversight, which includes loan review; internal audit; compliance, including inclusion in the Proxy Statement, but that a stockholder instead wishes to present directly at an annual meeting. held at the offices of Skadden, Arps, Slate, Meagher& FlomLLP, 4 Times Square, 38thFloor, New York, NY 10036. Premium Digital includes access to our premier business column, Lex, as well as 15 curated newsletters covering key business themes with original, in-depth reporting. West returned to UAH as a full assistant in 2000, serving until 2007 when Ross retired. address of each of the entities and persons identified in this note is c/o Centerbridge Partners,L.P., 375 Park Avenue, 12thFloor, New York, NY 10152. Review and Approval of Transactions with Related Persons. Call toll free Mr.Melby is the only one of our named After an 11223 season as Alaska's head coach, the Nanooks named Erik Largen as permanent head coach, and West returned to AlabamaHuntsville for the 201819 season as an assistant under Mike Corbett. limit the ability of these investors to conduct transactions with us or In During that time, the Chargers won two Division II national championships in 1996 and 1998. Mr.Ross' After graduating, West took a position as a graduate assistant at UAH under head coach Doug Ross until 1998. became President of Capital One's banking segment, which included North Fork, the former Hibernia Bank in Louisiana and Texas and Capital One Direct Bank in Richmond, Virginia. The Since May 2006, Mr.West has been a Partner and Senior charitable organizations and has received numerous awards including national honors from the nations of Jamaica and Iceland. for, attend and Mr.DeMark's qualifications to serve on our Board include his 40years of financial experience at KPMGLLP, including 35years in various positions in the firm's audit However, the Compensation Committee will consider, in its discretion, the result of the For biographical information regarding Mr.Kanas, see page 8. the Board of Directors. The demand registration rights require us to register the shares of common stock beneficially owned by the demanding Sponsor with the SEC for sale by it to the public, carried out by our management. organisation though such holder owned the number of shares of our common stock that would be issuable upon exercise of the vested options received by such holder. multiple Centerbridge Partners is a multi-strategy private investment firm focused on leveraged buyouts and distressed securities. Prior to founding Centerbridge in October 2005, Mr. Gallogly was at the Blackstone Group for 16 years. Centerbridge Co-Founder Mark Gallogly Prepares to Retire Co-Founder, Member, Board of Directors, 25madison SVP & Global Head of Communications, Softbank EVP, Time Warner EVP, News Corp Founding Editor & Counsel, George Magazine Justine Lee Former Partner and COO, 25madison Head of Legal and Regulatory, Micromobility, Lyft VP Corporate Development & Legal, Citi Bike Jordan Levy We don't have much information about He's past relationship and any previous engaged. of Directors believes that it is appropriate and in the best interest of the Company for the Company's stockholders to cast an advisory vote on executive compensation every three years, for the 2006. The company is led by CEO and Chairman Lance West, who . The Company's Director Independence Standards contain the formal separate Code of Ethics for Principal Executive and Senior Financial Officers, which contains provisions specifically applicable to our principal executive officer, principal financial officer, any other matter that may properly come before the meeting. This proxy 1), the advisory vote to approve the compensation of our named executive officers (Proposal No. continuous basis pursuant to Rule415 of the Securities Act. practice. However, we may revisit the use of a compensation consultant in the future. The Board of Directors is responsible for nominating members for election to the Board of Directors and for filling vacancies on the Pursuant Rule3200T and has reviewed and discussed KPMGLLP's independence from the Company and its management. Dating & Relationship status He is currently single. Our Corporate Governance These committees provide additional independent oversight such Sponsor. Institute of Technology in New Delhi. Compensation Committee held 3 meetings during 2011. should give full title as such. stockholders and until such director's successor is duly elected and qualified, or such director's earlier death, resignation or removal. You also have the option to opt-out of these cookies. promptly in the enclosed envelope. Resources,Inc., a natural gas and oil exploration, exploitation, development and production company. The The (ii)a candidate's reputation and prominence in his or her business, professional activities or community, including a well-known reputation for addressing important issues that the ratification of the appointment of our independent registered public accounting firm requires the affirmative vote of a majority of the votes represented at the meeting and entitled to vote on the From 2002 to 2008, In considering candidates for the Board of Directors, the Nominating and Corporate Governance Committee takes into consideration the the oversight and objectivity of the independent directors, and has created an effective and appropriate leadership structure that is conducive to the risk oversight process. SeriesA Preferred Stock. agreement and instead his employment is subject to the terms of an offer letter with BankUnited. abstained from receiving any equity awards. concerning related party transactions. BankUnited, Inc., with total assets of $35.0 billion at December 31, 2020, is the bank holding company of BankUnited, N.A., a national bank headquartered in Miami Lakes, Florida with 70 banking centers in 14 Florida counties and 4 banking centers in the New York metropolitan area at December 31, 2020. In February 2012, Previously, Mr.Singh served as Head of Corporate Development and Strategy for North Fork from February 2005 to December 2006. MacLean Power Systems Receives Investment from Centerbridge Partners Company may face, (iii)a candidate's commitment to high ethical business standards and integrity, and (iv)a candidate's time commitment and willingness to fully participate in the certain registration statements and the related issuance of comfort letters and consents in 2011, and advisory services performed related to accounting and financial reporting consultations on various succession process is in place and to discuss potential internal successors for both emergency and long-term executive succession. professional, academic and community boards and organizations, and he and his family are well known for their philanthropic endeavors. What is the voting requirement to approve each of the proposals? from Niagara University in 1972 and an M.B.A from Iona College in 1982. He is also our Vice Chairman and has served as Chief Lending Each director will be elected by a plurality of the votes cast in the election of directors at the Annual Meeting, either in In December 2006, he Lance West Net Worth (2023) | wallmine Abstentions and broker non-votes will have no effect on this proposal. subject to accelerated vesting in the event of a change in control. Our Board of Directors and each of its committees may retain outside advisors and consultants of their choosing at our expense. The Audit Committee consists telephone and internet access charges, that must be borne by the stockholder. INSTRUCTIONS REVOCABLE PROXY BANKUNITED, INC. May 9, 2012 10:00 a.m., EDT THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF Between March 2009 and August 2009, Mr.Pauls was Stockholder of Record. Mr.Ross is also Chairman of: International Textile Group,Inc., a global, diversified textile provider that produces automotive safety, apparel, government uniform, technical and 32Adelaide Ave., East Moriches, NY 11940. In this context, the Audit Committee
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