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*
Blackstone Family Investment Partnership V L.P.

(Last) (First) (Middle)
C/O THE BLACKSTONE GROUP
345 PARK AVENUE

(Street)
NEW YORK NY 10154

(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 X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/02/2011
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 02/02/2011 S 5,114,602 D $25.65 (1) 10,430,666 I See footnotes (2) (6) (7)
Common Stock 02/02/2011 S 1,599,326 D $25.65 (1) 3,261,651 I See footnotes (3) (6) (7)
Common Stock 02/02/2011 S 8,936 D $25.65 (1) 18,224 I See footnotes (4) (6) (7)
Common Stock 02/02/2011 S 5,193 D $25.65 (1) 10,590 I See footnote (5) (6) (7)
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
1. Name and Address of Reporting Person*
Blackstone Family Investment Partnership V L.P.

(Last) (First) (Middle)
C/O THE BLACKSTONE GROUP
345 PARK AVENUE

(Street)
NEW YORK NY 10154

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Blackstone Participation Partnership V L.P.

(Last) (First) (Middle)
C/O THE BLACKSTONE GROUP
345 PARK AVENUE

(Street)
NEW YORK NY 10154

(City) (State) (Zip)
1. Name and Address of Reporting Person*
BCP V Side-by-Side GP L.L.C.

(Last) (First) (Middle)
C/O THE BLACKSTONE GROUP
345 PARK AVENUE

(Street)
NEW YORK NY 10154

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Blackstone Holdings III L.P.

(Last) (First) (Middle)
C/O THE BLACKSTONE GROUP
345 PARK AVENUE

(Street)
NEW YORK NY 10154

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Blackstone Group L.P.

(Last) (First) (Middle)
C/O THE BLACKSTONE GROUP
345 PARK AVENUE

(Street)
NEW YORK NY 10154

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Blackstone Group Management L.L.C.

(Last) (First) (Middle)
C/O THE BLACKSTONE GROUP
345 PARK AVENUE

(Street)
NEW YORK NY 10154

(City) (State) (Zip)
1. Name and Address of Reporting Person*
SCHWARZMAN STEPHEN A

(Last) (First) (Middle)
C/O THE BLACKSTONE GROUP
345 PARK AVENUE

(Street)
NEW YORK NY 10154

(City) (State) (Zip)
Explanation of Responses:
1. This amount represents the $27.00 initial public offering price per share of common stock, par value $0.01 per share ("Common Stock"), of BankUnited, Inc. less the underwriting discount of $1.35 per share of Common Stock.
2. These securities are held by Blackstone Capital Partners V L.P. ("BCP V").
3. These securities are held by Blackstone Capital Partners V-AC L.P. ("BCP V-AC").
4. These securities are held by Blackstone Family Investment Partnership V L.P. ("Family").
5. These securities are held by Blackstone Participation Partnership V L.P. ("Participation").
6. The general partner of BCP V and BCP V-AC is Blackstone Management Associates V L.L.C. BMA V L.L.C. is the sole member of Blackstone Management Associates V L.L.C. The general partner of Family and Participation is BCP V Side-By-Side GP L.L.C. Blackstone Holdings III L.P. is the managing member and owner of a majority in interest of BMA V L.L.C. and the sole member of BCP V Side-By-Side GP L.L.C. Blackstone Holdings III L.P. is indirectly controlled by The Blackstone Group L.P. The Blackstone Group L.P. is controlled by its general partner, Blackstone Group Management L.L.C., which is in turn controlled by its founder, Stephen A. Schwarzman.
7. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
Remarks:
Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, Blackstone Capital Partners V L.P., Blackstone Capital Partners V-AC L.P., Blackstone Management Associates V L.L.C. and BMA V L.L.C. have filed a separate Form 4.
Blackstone Family Investment Partnership V L.P. By: /s/ Stephen A. Schwarzman Name: Stephen A. Schwarzman Title: Authorized Person 02/02/2011
Blackstone Participation Partnership V L.P. By: /s/ Stephen A. Schwarzman Name: Stephen A. Schwarzman Title: Authorized Person 02/02/2011
BCP V Side-By-Side GP L.L.C. By: /s/ Stephen A. Schwarzman Name: Stephen A. Schwarzman Title: Authorized Person 02/02/2011
Blackstone Holdings III L.P. By: /s/ Stephen A. Schwarzman Name: Stephen A. Schwarzman Title: Authorized Person 02/02/2011
The Blackstone Group L.P. By: /s/ Stephen A. Schwarzman Name: Stephen A. Schwarzman Title: Authorized Person 02/02/2011
Blackstone Group Management L.L.C. By: /s/ Stephen A. Schwarzman Name: Stephen A. Schwarzman Title: Authorized Person 02/02/2011
By: /s/ Stephen A. Schwarzman Stephen A. Schwarzman 02/02/2011
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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