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 27, 2011 (July 27, 2011)

BankUnited, Inc.

(Exact name of registrant as specified in its charter)

14817 Oak Lane

Miami Lakes, FL 33016

(Address of principal executive offices) (Zip Code)

(305) 569-2000

(Registrant’s telephone number, including area code)

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:

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

On July 27, 2011, BankUnited, Inc. (the “Company”) reported its earnings for its second quarter ended June 30, 2011. A copy of Company’s press release containing this information is being furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

(d) Exhibits.

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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.

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EXHIBIT INDEX

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Exhibit 99.1

BankUnited, Inc. Reports Second Quarter 2011 Results

Miami Lakes, Fla. - July 27, 2011 — BankUnited, Inc. (or the “Company”) (NYSE: BKU) today announced financial results for the second quarter of 2011.

For the quarter ended June 30, 2011, the Company reported net income of $44.0 million or $0.44 per share.  For the quarter ended June 30, 2010, net income was $51.2 million, or $0.55 per share.  For the six months ended June 30, 2011, after deducting a previously disclosed one-time charge of $110.4 million recorded in conjunction with the Company’s initial public offering (IPO) in the first quarter of 2011, the Company reported a net loss of $(23.7) million, or $(0.25) per share.  The $110.4 million charge, which is not deductible for tax purposes, reduced net income by $110.4 million, or $1.16 per share.  For the six months ended June 30, 2010, net income was $111.9 million, or $1.20 per share.

All earnings per share amounts reflect the 10-for-1 split of the Company’s outstanding common shares effective January 10, 2011.

John Kanas, Chairman, President, and Chief Executive Officer, said “As expected, commercial loan growth accelerated significantly this quarter.  While the Florida marketplace continues to struggle, our strategy of attracting seasoned commercial bankers from the local market continues to produce outsized results.  Our market share is expanding every day and our growth prospects for the rest of 2011 are excellent.”

Financial Highlights

·                  Non-Covered Loans, or those loans originated or purchased by the Company since May 21, 2009, grew by $301.6 million during the second quarter.  For the six months ended June 30, 2011, Non-Covered Loans increased by $356.4 million to $894.6 million, an annualized growth rate of 134%.

·                  In the second quarter, core deposits, which the Company defines as total deposits less certificates of deposit, grew $145.6 million, to $4.4 billion, as the Company continued to transform its deposit base.  For the six months ended June 30, 2011, core deposits grew $379.0 million, an annualized growth rate of 19%, with non-interest bearing demand accounts growing at an annualized rate of 45%.

·                  Book value and tangible book value per common share were $15.18 and $14.48, respectively, at June 30, 2011.

·                  On June 2, 2011, the Company entered into a Merger Agreement with Herald National Bank (“Herald”), a national banking association based in the New York metropolitan area.  Herald had total assets of $501.1 million at March 31, 2011.

Capital Ratios

BankUnited continues to maintain a robust capital position.  The Bank’s capital ratios at June 30, 2011 were as follows:

BankUnited continues to exceed all regulatory guidelines required to be considered well capitalized.

At June 30, 2011, BankUnited, Inc.’s tangible common equity to tangible assets ratio was 13.06% (see Non-GAAP Financial Measure below).

Loans

Total loans declined to $3.8 billion at June 30, 2011 from $3.9 billion at December 31, 2010, reflecting continued resolution of Covered Loans. Non-Covered Loans increased by $356.4 million or 66%, to $894.6 million at June 30, 2011 from $538.2 million at December 31, 2010.  Covered Loans declined to $2.9 billion at June 30, 2011 from $3.4 billion at December 31, 2010.

In the second quarter of 2011, the Company’s Non-Covered commercial portfolio (including commercial loans, commercial real estate loans, and leases) grew $178.9 million to $638.8 million, reflecting the Company’s expansion of market share in Florida.  For the six months ended June 30, 2011, the Non-Covered commercial portfolio grew $208.6 million from $430.2 million to $638.8 million.

For the quarter ended June 30, 2011, the Company’s residential portfolio grew $124.2 million to $266.7 million, primarily reflecting the Company’s purchase of residential loans outside of Florida to help diversify credit risk within the residential portfolio.  For the six months ended June 30, 2011, the Non-Covered residential portfolio grew $151.0 million from $115.7 million to $266.7 million.

A comparison of portfolio composition at June 30, 2011 and December 31, 2010 follows:

Asset Quality

The Company’s asset quality remained strong, with credit risk limited by its Loss Sharing Agreements with the FDIC.  At June 30, 2011, Covered Loans represented 77% of the total loan portfolio, as compared to 86% at December 31, 2010.

The ratio of non-performing loans to total loans was 0.90% at June 30, 2011 as compared to 0.94% at March 31, 2011 and 0.66% at December 31, 2010.  At June 30, 2011, non-performing assets totaled $176.1 million, including $141.7 million of other real estate owned (“OREO”) as compared to $217.6 million, including $182.5 million of OREO, at March 31, 2011, and $232.5 million, including $206.7 million of OREO, at December 31, 2010.  All OREO at June 30, 2011 is covered by the Company’s Loss Sharing Agreements.

For the quarters ended June 30, 2011 and 2010, the Company recorded a (benefit) provision for loan losses of $(2.9) million and $17.9 million, respectively.  Of these amounts $(6.4) million and $16.7 million, respectively, related to Covered Loans and $3.5 million and $1.2 million, respectively, related to loans originated since May 21, 2009.  The (benefit) provisions related to Covered Loans were significantly mitigated by (decreases) increases in non-interest income recorded in “Net gain (loss) on indemnification asset.”

For the six months ended June 30, 2011 and 2010, the Company recorded a provision for loan losses of $8.6 million and $26.1 million, respectively.  Of these amounts, $3.6 million and $24.4 million, respectively, related to Covered Loans, and $5.0 million and $1.7 million, respectively, related to Non-Covered Loans.  The provisions related to Covered Loans were significantly mitigated by increases in non-interest income recorded in “Net gain (loss) on indemnification asset.”

The following table summarizes the activity in the allowance for loan losses for the three and six months ended June 30, 2011 and 2010 (in thousands):

Investment Securities

Investment securities grew to $3.8 billion at June 30, 2011 from $2.9 billion at December 31, 2010.  The average yield on investment securities was 3.66% for the six months ended June 30, 2011 as compared to 4.54% for the six months ended June 30, 2010.  The decline in yield reflects the impact of purchases of securities at lower prevailing market rates of interest.

Deposits

At June 30, 2011, core deposits totaled $4.4 billion as compared to $4.0 billion at December 31, 2010.  Core deposits comprised 64% of total deposits at June 30, 2011 as compared to 56% of total deposits at December 31, 2010.  Non-interest bearing demand accounts grew $112.2 million to $606.7 million during the six months ended June 30, 2011, principally driven by growth in commercial and small business accounts.  Total deposits declined to $6.8 billion at June 30, 2011 as compared to $7.2 billion at December 31, 2010 primarily as a result of continued run-off of time deposits.  The average cost of interest bearing deposits was 1.24% for the quarter ended June 30, 2011 as compared to 1.60% for the quarter ended June 30, 2010 and 1.25% for the six months ended June 30, 2011 as compared to 1.59% for the six months ended June 30, 2010.  The decrease in the average cost of deposits was primarily attributable to the continued shift of deposit mix from time deposits to lower cost deposit products and a decline in market rates of interest.

Net interest income

Net interest income for the quarter ended June 30, 2011 totaled $117.3 million, as compared to $96.2 million for the quarter ended June 30, 2010.  Net interest income for the six months ended June 30, 2011 was $229.6 million as compared to $188.7 million for the six months ended June 30, 2010.

The Company’s net interest margin for the quarter and six months ended June 30, 2011 was 5.99% and 5.87%, respectively, as compared to 4.93% and 4.90% for the quarter and six months ended June 30, 2010.

The Company’s net interest margin for the quarter and six months ended June 30, 2011, and to a lesser extent in the quarter and six months ended June 30, 2010, was impacted by reclassification from non-accretable difference to accretable yield on ACI loans (defined as Covered Loans acquired with evidence of credit impairment).  Non-accretable difference at the Acquisition represented the difference between the total contractual payments due and the cash flows expected to be received on these loans.  The accretable yield on ACI loans represents the amount by which undiscounted expected future cash flows exceed the carrying value of the loans.  As the Company’s expected cash flows from ACI loans have increased since the Acquisition, the Company reclassified amounts from non-accretable difference to accretable yield.

Changes in accretable yield on ACI loans for the six months ended June 30, 2011 and the year ended December 31, 2010 were as follows (in thousands):

Non-interest income

Non-interest income for the quarter ended June 30, 2011 was $52.9 million, as compared to $83.7 million for the quarter ended June 30, 2010.  For the six months ended June 30, 2011, non-interest income was $117.1 million as compared to $166.2 million for the six months ended June 30, 2010.

Non-interest income for the quarter and six months ended June 30, 2011 was impacted by lower accretion of discount on the FDIC indemnification asset of $14.9 million and $34.4 million respectively, as compared to $36.8 million and $91.2 million, respectively, for the quarter and six months ended June 30, 2010.  As the expected cash flows from ACI loans have increased as

discussed above, the Company expects reduced cash flows from the FDIC indemnification asset, resulting in lowered accretion.

Income from resolution of covered assets, net was $3.1 million and $2.4 million, respectively, for the quarter and six months ended June 30, 2011, as compared to $58.6 million and $95.0 million respectively, for the quarter and six months ended June 30, 2010.  As the Company has reclassified amounts from non-accretable difference to accretable yield as discussed above, income from the resolution of loans has decreased.

Net gain (loss) on indemnification asset was $11.3 million and $37.6 million, respectively, for the quarter and six months ended June 30, 2011, as compared to $(27.0) million and $(50.0) million, respectively, for the quarter and six months ended June 30, 2010.  Factors impacting this variance included the variance in impairment of OREO as discussed below, as well as the variance in income from resolution of covered assets, net as discussed above.

Non-interest expense

Non-interest expense totaled $95.9 million for the quarter ended June 30, 2011 as compared to $74.4 million for the quarter ended June 30, 2010.  For the six months ended June 30, 2011, non-interest expense totaled $300.2 million, as compared to $140.1 million for the six months ended June 30, 2010.  Non-interest expense for the six months ended June 30, 2011 included a one-time compensation expense of $110.4 million recorded in conjunction with the Company’s IPO in the first quarter of 2011.

In the aggregate, OREO related expense, gain (loss) on sale of OREO, foreclosure expense, and impairment of other real estate owned totaled $29.1 million and $59.7 million, respectively, for the quarter and six months ended June 30, 2011 as compared to $16.4 million and $31.0 million, respectively, for the quarter and six months ended June 30, 2010.  The higher level of expense in 2011 reflected the continuing high volume of foreclosure and OREO sales activity, and the continuing depreciation in home prices in the Company’s market areas.

Non-GAAP Financial Measure

Tangible common equity to tangible assets is a non-GAAP financial measure.  For purposes of computing tangible common equity to tangible assets, tangible common equity is calculated as common stockholders’ equity less goodwill and other intangible assets, net, and tangible assets is calculated as total assets less goodwill and other intangible assets, net. Tangible common equity to tangible assets should not be viewed as a substitute for total stockholders’ equity to total assets.  The most directly comparable GAAP financial measure is total stockholders’ equity to total assets. See the reconciliation below (dollars in thousands):

Management of the Company believes this non-GAAP financial measure provides an additional meaningful method of evaluating certain aspects of the Company’s capital strength from period to period on a basis that may not be otherwise apparent under GAAP.  Management also believes that this non-GAAP financial measure, which complements the capital ratios defined by regulators, is useful to investors who are interested in the Company’s equity to assets ratio exclusive of the effect of changes in intangible assets on equity and total assets.

About BankUnited and the Acquisition

BankUnited, Inc. is a savings and loan holding company with two wholly-owned subsidiaries:  BankUnited, which is one of the largest independent depository institutions headquartered in Florida by assets, and BankUnited Investment Services, Inc., a Florida insurance agency which provides comprehensive wealth management products and financial planning services.  BankUnited is a federally-chartered, federally-insured savings association headquartered in Miami Lakes, Florida, with $10.8 billion of assets, more than 1,200 professionals and 81 branches in 13 counties at June 30, 2011.

The Company was organized by a management team led by its Chairman, President and Chief Executive Officer, John A. Kanas, on April 28, 2009 and was initially capitalized with $945.0 million by a group of investors.  On May 21, 2009, BankUnited was granted a savings association charter and the newly formed bank acquired substantially all of the assets and assumed all of the non-brokered deposits and substantially all other liabilities of BankUnited, FSB from the FDIC, in a transaction referred as the “Acquisition”.  Concurrently with the Acquisition, BankUnited entered into two loss sharing agreements, or the “Loss Sharing Agreements”, which cover certain legacy assets, including the entire legacy loan portfolio and OREO, and certain purchased investment securities.  Assets covered by the Loss Sharing Agreements are referred to as “Covered Assets” (or, in certain cases, “Covered Loans”). The Loss Sharing Agreements do not apply to subsequently acquired, purchased or originated assets.

Pursuant to the terms of the Loss Sharing Agreements, the Covered Assets are subject to a stated loss threshold whereby the FDIC will reimburse BankUnited for 80% of losses up to the $4.0 billion stated threshold and 95% of losses in excess of the $4.0 billion stated threshold, calculated, in each case, based on UPB (or, for investments securities, unamortized cost basis) plus certain interest and expenses.  The Company’s current estimate of cumulative losses on the Covered Assets is approximately $4.8 billion.  The Company has received $1.5 billion from the FDIC in reimbursements under the Loss Sharing Agreements for claims filed for incurred losses as of June 30, 2011.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that reflect the Company’s current views with respect to, among other things, future events and financial performance.  The Company generally identifies forward-looking statements by terminology such as “outlook”, “believes,” “expects,” “potential,” “continues,” “may,” “will,” “could,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of those words or other comparable words.  Any forward-looking statements contained in this press release are based on the historical performance of the Company and its subsidiaries or on the Company’s current plans, estimates and expectations.  The inclusion of this forward-looking information should not be regarded as a representation by the Company that the future plans, estimates or expectations contemplated by the Company will be achieved.  Such forward-looking statements are subject to various risks and uncertainties and assumptions relating to the Company’s operations, financial results, financial condition, business prospects, growth strategy and liquidity.  If one or more of these or other risks or uncertainties materialize, or if the Company’s underlying assumptions prove to be incorrect, the Company’s actual results may vary materially from those indicated in these statements.  These factors should not be construed as exhaustive.  The Company does not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.  A number of important factors could cause actual results to differ materially from those indicated by the forward-looking statements.

Conference Call

A conference call to discuss quarterly results will be held at 9:00 a.m. ET on July 27, 2011. The earnings release will be available on the Investor Relations page under “About Us” on www.bankunited.com prior to the call. The call may be accessed via a live Internet webcast at www.bankunited.com or through a dial in telephone number at (888) 713-4213 (domestic) or, (617) 213-4865 (international). The name of the call is BankUnited, and the passcode for the call is 52674175. A replay of the call will be available from 12:00 p.m. ET on July 27, 2011 through

11:59 p.m. ET on August 3, 2011 by calling (888) 286-8010 (domestic) or (617) 801-6888 (international). The passcode for the replay is 59294783. An archived webcast will also be available on the Investor Relations page of www.bankunited.com.

BANKUNITED, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS - UNAUDITED

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BANKUNITED, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS - UNAUDITED

(In thousands, except per share data)

BankUnited Inc.

Average Balances and Yields

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(1) Annualized

BankUnited Inc.

Average Balances and Yields

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