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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): July 23, 2025 (July 22, 2025)

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 July 23, 2025, BankUnited, Inc. (the “Company”) reported its results for the quarter ended June 30, 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 July 22, 2025, the Company's Board of Directors authorized the repurchase of up to $100 million in shares of its outstanding common stock. 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.
On July 22, 2025, the Company provided notice under that certain Indenture, dated as of November 17, 2015 (as supplemented by the First Supplemental Indenture dated November 17, 2015, the “Indenture”) by and between the Company and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association) as trustee (the “Trustee”) that the Company has elected to redeem on August 22, 2025 (the “Redemption Date”) all $400,000,000 aggregate principal amount of the Company’s outstanding 4.875% Senior Notes due 2025 (the “Notes”) at a redemption price equal to 100% of the aggregate principal amount of the Notes to be redeemed, plus accrued and unpaid interest thereon to but excluding the Redemption Date.
The information contained in this Current Report on Form 8-K does not constitute a notice of redemption of the Notes. Holders of the Notes should refer to the notice of redemption delivered by the Trustee to the registered holders of the Notes.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.

Exhibit Number |  | Description
99.1 |  | Press release dated | July 23, 2025
99.2 |  | Supplemental information relating to the press release dated | July 23, 2025

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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: | July 23, 2025 | BANKUNITED, INC.
|  | /s/ Leslie N. Lunak
|  | Name: | Leslie N. Lunak
|  | Title: | Chief Financial Officer

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EXHIBIT INDEX

Exhibit Number |  | Description
99.1 |  | Press release dated | July 23, 2025
99.2 |  | Supplemental information relating to the press release dated | July 23, 2025

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