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James Mackey

Chief Financial Officer at BankUnitedBankUnited
Executive

About James Mackey

James G. “Jim” Mackey is Chief Financial Officer of BankUnited, Inc., appointed effective November 10, 2025, after joining as Senior Executive Vice President of Finance on August 15, 2025; he is 57 and holds a master’s in accounting and a bachelor’s in business administration from UNC Kenan-Flagler Business School . Prior to BKU, Mackey served as EVP/CFO of Wells Fargo’s consumer lending division (2020–2024), CFO of Freddie Mac (2013–2019), CFO of Ally Financial (2010–2013), with earlier senior roles at Bank of America and PwC, bringing a track record in large-scale financial transformation, capital frameworks, and risk/controls . As context for BKU’s operating trajectory into his arrival, net interest margin expanded to 3.00% in Q3 2025 from 2.93% in Q2, and BKU reported total assets of $35.1B at September 2025 . Say‑on‑pay support was ~78% in 2024, with shareholder outreach and enhanced disclosure commitments thereafter .

Past Roles

OrganizationRoleYearsStrategic Impact / Notes
BankUnited, Inc.Chief Financial OfficerNov 2025–presentAppointed CFO; preceded by Sr. EVP Finance role (Aug–Nov 2025) to ensure orderly succession .
BankUnited, Inc.Senior Executive Vice President, FinanceAug–Nov 2025Onboarded ahead of CFO transition; reported to CEO .
Wells Fargo (Consumer Lending Division)EVP & CFO2020–2024Led finance for newly formed division; supported earnings optimization, operational risk reduction, and value creation .
Federal Home Loan Mortgage Corp. (Freddie Mac)CFO; Senior AdvisorCFO 2013–2019; Advisor 2019–2020Guided enterprise transformation, capital framework, and housing finance system initiatives .
Ally FinancialCFO; EVP (prior Sr. Finance Exec/VP)2010–2013 (CFO); 2009–2010 (Sr. Finance roles)Finance leadership during post-crisis restructuring .
Bank of AmericaVarious finance roles1998–2009Divisional CFO experience in corporate investments, treasury, and PE .
PwCEarly careerN/APublic accounting foundation .

Fixed Compensation

ComponentTerms
Base salary$600,000 annually .
Target annual cash bonus$600,000 (100% of base); pro‑rated for 2025; paid in 2026 subject to performance and continued employment on pay date .
Target annual equity (LTIP)$800,000 target; pro‑rated for 2025 and awarded in 2026; participates in NEO LTIP from 2026 onward .
Sign‑on equity$1,000,000 in RSUs; vests in three equal annual installments on first, second, and third anniversaries of grant date (forfeitable if employment terminates before vest) .
Relocation bonusOne‑time $150,000 cash, paid after start date; must be employed on payment date .

Performance Compensation

Annual Incentive Plan (AIP) Design Reference (for NEOs; Mackey participates beginning 2026)

ComponentWeightMetric & Calibration2024 Actual Outcome
Absolute performance25%Ratio of NIDDA to total deposits; Threshold ≥19%, Target ≥22.5%, Maximum ≥26% .27.3% → Maximum .
Absolute performance25%Wholesale Funding Ratio; Threshold ≤37.5%, Target ≤30%, Maximum ≤26% .23.4% → Maximum .
Relative performance25%NPA Ratio vs peer group by percentile; payout grid: <25% = 0%, 25% = 50%, 50% = 100%, 75% = 200% .10th percentile → No payout .
Strategic objectives25%Committee assessment of near‑term strategic priorities execution .Maximum (200% of target) .
AIP payout result (context)Aggregate payout totaled 150% of target for NEOs in 2024 .150% of target .

Notes:

  • Mackey’s 2025 cash bonus is under the annual cash bonus program (management discretion) and pro‑rated; from 2026 he joins the AIP framework used for other NEOs .

Long‑Term Incentives (LTIP) Structure Reference (2024–2026 PSU program for NEOs; Mackey expected to participate from 2026)

WeightMetric TypeMetricPayout Calibration / Rationale
20%Relative3‑yr avg net charge‑off ratio vs peer group (APR method)Credit risk effectiveness; APR grid with 25th/50th/75th percentile = 50%/100%/200% of target .
20%Relative3‑yr avg improvement in ROAA vs peer group (APR)Profitability improvement vs peers prioritized by Board .
20%Relative3‑yr TSR vs KBW Regional Bank Index (APR)Aligns management with shareholders on TSR .
20%AbsoluteTotal loan commitments + deposits in new geographiesThreshold ≥$2.0B; Target ≥$2.5B; Max ≥$2.75B to support geographic expansion .
20%AbsoluteRetention of high‑performing SVP+ officersAvg annual voluntary turnover thresholds ≤9.0%/≤6.0%/≤3.5% for Threshold/Target/Max .

Equity Ownership & Alignment

ItemDetail
Initial beneficial ownership (onboarding)SEC Form 3 (filed Nov 17, 2025) discloses 26,810 RSUs as derivative securities; non‑derivative table not populated in available extract .
RSU vesting cadenceForm 3 explanation: 8,937 RSUs vest on Aug 20, 2026; additional tranches follow per award terms; sign‑on RSUs vest in 3 equal annual installments on each of the first three anniversaries of grant .
Stock ownership guidelinesNEOs must hold equity equal to 3x base salary; 3 years to reach compliance; can count vested/unvested stock and RSUs .
Anti‑hedging/pledgingHedging (e.g., collars, swaps, forwards) and pledging/margin accounts are prohibited for directors and executive officers .
Clawback policyNYSE/SEC‑compliant policy requires recoupment of incentive comp based on financial measures if the company must restate; administered by the Compensation Committee .

Employment Terms

TermEconomics / Conditions
Employment statusAt‑will; not an employment agreement; offer may be rescinded if pre‑conditions fail .
Severance (non‑CIC)If involuntarily terminated without cause not in connection with a change in control: 6 months base salary + 6 months COBRA premiums, subject to a release .
CIC retention bonus (separate letter)Lump sum paid 6 months after CIC if still employed (or earlier upon qualifying termination post‑CIC): 3x base salary if CIC occurs before 1st anniversary of employment; 2x if on/after 1st but before 2nd anniversary; 1x if on/after 2nd anniversary; subject to release .
Regulatory/409A constraintsPayments subject to FDIC 12 C.F.R. Part 359 (golden parachute rules) and administered to comply with IRC Section 409A .
2025 incentive eligibility2025 cash bonus target $600,000 (pro‑rated); 2025 equity target $800,000 (pro‑rated; granted in 2026), subject to Comp Committee approval .

Say‑on‑Pay, Governance, and Peer Calibration

  • 2024 say‑on‑pay support: approximately 78% “for”; company engaged shareholders and enhanced disclosures in 2025 proxy .
  • Compensation Committee is fully independent; uses Pay Governance as independent consultant; metrics and peer constructs reviewed annually .
  • Anti‑hedge/pledge and ownership policies strengthen alignment; CFOs fall under 3x salary stock ownership guidelines with a 3‑year compliance window .

Investment Implications

  • Retention and succession risk mitigated: Cash severance (non‑CIC), a three‑year sign‑on RSU vesting schedule, and a CIC retention award create strong economic incentives to remain through key inflection periods; the CIC letter is a “stay‑bonus” tied to post‑CIC service or qualifying termination rather than a traditional double‑trigger severance, but remains subject to FDIC golden parachute constraints .
  • Selling pressure cadence: The three equal annual RSU vesting (with first tranche around Aug 20, 2026 per Form 3) can create periodic liquidity events; however, ownership guidelines, anti‑hedging/pledging, blackouts, and pre‑clearance reduce opportunistic selling risk and align long‑term orientation .
  • Pay‑for‑performance alignment: From 2026, Mackey’s incentives will mirror BKU’s NEO framework emphasizing core funding quality (NIDDA), wholesale funding mix, risk (NPA/charge‑offs), profitability improvement (ROAA), TSR, expansion, and talent retention—metrics investors prioritize for regional banks post‑2023 liquidity stress .
  • Governance backdrop: Moderate say‑on‑pay support in 2024 and independent consultant usage suggest the Board is balancing retention with shareholder alignment; continued transparency and execution against funding/profitability targets should support investor confidence .

Monitoring checklist: Watch for the Form 4 reporting of the sign‑on RSU grant and subsequent vestings, participation levels and metric calibration in 2026 AIP/LTIP, and any CIC‑related disclosures; track adherence to ownership guidelines over the 3‑year window and any updates to FDIC golden parachute interpretations affecting retention payouts .