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Bridgewater Bancshares (NASDAQ: BWB) keeps $12.4M buyback open into 2027

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Bridgewater Bancshares, Inc. (BWB) reports that its Board of Directors has extended the expiration date of its existing 2022 Stock Repurchase Program. The program’s end date was moved from August 26, 2026 to August 25, 2027, allowing an additional year for potential share repurchases.

As of August 25, 2026, the program had $12.4 million remaining under its stock repurchase authorization. The company may repurchase common shares from time to time in open-market or privately negotiated transactions, including under Rule 10b-18 and potentially through Rule 10b5-1 trading plans, with timing and volume determined by market, regulatory, funding, and other considerations.

Positive

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Negative

  • None.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Remaining repurchase authorization $12.4 million Remaining under the 2022 Stock Repurchase Program as of August 25, 2026
New program expiration date August 25, 2027 Extended expiration of the 2022 Stock Repurchase Program
Prior program expiration date August 26, 2026 Original expiration before extension of the 2022 Stock Repurchase Program
Stock repurchase program financial
"the Company’s previously announced stock repurchase program (the “2022 Stock Repurchase Program”)"
A stock repurchase program is when a company buys back its own shares from the market. This can make each remaining share more valuable and shows that the company believes its stock is a good investment. It’s like a business treating its shares like a limited resource, hoping to boost confidence and share prices.
Rule 10b-18 regulatory
"Any open market repurchases will be conducted in accordance with the limitations set forth in Rule 10b-18"
Rule 10b-18 is a regulation that sets strict rules for how a company's executives and employees can buy back their own company's stock from the market. It helps ensure that these buybacks happen in a fair and transparent way, reducing the chance of market manipulation. This is important for investors because it offers protection against unfair practices and promotes confidence in the integrity of the stock market.
Rule 10b5-1 regulatory
"Repurchases may also be made pursuant to a trading plan under Rule 10b5-1 under the Exchange Act"
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

What did Bridgewater Bancshares (BWB) announce regarding its 2022 Stock Repurchase Program?

Bridgewater Bancshares announced that its Board of Directors extended the expiration of the 2022 Stock Repurchase Program from August 26, 2026 to August 25, 2027, providing an additional year during which the company may repurchase its common stock.

How much authorization remains under Bridgewater Bancshares’ (BWB) stock repurchase program?

As of August 25, 2026, Bridgewater Bancshares had $12.4 million remaining under its 2022 Stock Repurchase Program authorization for potential repurchases of its common stock.

How may Bridgewater Bancshares (BWB) execute share repurchases under the program?

Bridgewater Bancshares may repurchase its common stock in the open market or through privately negotiated transactions. Any open-market repurchases will comply with Rule 10b-18 under the Exchange Act and other applicable legal requirements.

Can Bridgewater Bancshares (BWB) use a Rule 10b5-1 plan for repurchases?

Yes. Repurchases may be made pursuant to a Rule 10b5-1 trading plan, which would permit share repurchases during periods when the company might otherwise be restricted, such as self-imposed trading blackouts or other regulatory limitations.

Is Bridgewater Bancshares (BWB) obligated to repurchase a specific amount of stock?

No. The extent and timing of repurchases depend on market and economic conditions, regulatory requirements, availability of funds, and other considerations. The company may begin, suspend, or terminate repurchases at any time before the program’s expiration, without prior notice.

What is the new expiration date of Bridgewater Bancshares’ (BWB) stock repurchase program?

The 2022 Stock Repurchase Program now expires on August 25, 2027, extended from the previous expiration date of August 26, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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

August 26, 2026

Date of Report

(Date of earliest event reported)

BRIDGEWATER BANCSHARES, INC.

(Exact name of registrant as specified in its charter)

Minnesota

(State or other jurisdiction of

incorporation)

001-38412

(Commission File Number)

26-0113412

(I.R.S. Employer

Identification No.)

4450 Excelsior Boulevard, Suite 100

St. Louis Park, Minnesota

(Address of principal executive offices)

55416

(Zip Code)

Registrant’s telephone number, including area code: (952) 893-6868

Not Applicable
(Former name or former address, if changed since last report.)

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:

Title of each class: 

    

Trading Symbol

  ​ ​ ​

Name of each exchange on which registered: 

Common Stock, $0.01 Par Value

Depositary Shares, each representing a 1/100th interest in a share of 5.875% Non-Cumulative Perpetual Preferred Stock, Series A

 

BWB

BWBBP

 

The NASDAQ Stock Market LLC

The NASDAQ Stock Market LLC

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 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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 8.01           Other Events.

On August 25, 2026, the Board of Directors of the Company extended the expiration date of the Company’s previously announced stock repurchase program (the “2022 Stock Repurchase Program”) from August 26, 2026 to August 25, 2027. As of August 25, 2026, the Stock Repurchase Program had $12.4 million remaining under its stock repurchase authorization.

Under the 2022 Stock Repurchase Program, the Company may repurchase shares of its common stock from time to time in the open market or privately negotiated transactions. Any open market repurchases will be conducted in accordance with the limitations set forth in Rule 10b-18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and other applicable legal requirements. Repurchases may also be made pursuant to a trading plan under Rule 10b5-1 under the Exchange Act, which would permit shares to be repurchased when the Company might otherwise be precluded from doing so because of self-imposed trading blackout periods or other regulatory restrictions. The extent to which the Company repurchases its shares, and the timing of such repurchases, will depend upon a variety of factors, including general market and economic conditions, regulatory requirements, availability of funds, and other relevant considerations, as determined by the Company. The Company may, in its discretion, begin, suspend or terminate repurchases at any time prior to the 2022 Stock Repurchase Program’s expiration, without any prior notice.

Item 9.01           Financial Statements and Exhibits.

(d)          Exhibits

Exhibit 104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

2

SIGNATURES

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 thereunto duly authorized.

Bridgewater Bancshares, Inc.

Date: August 26, 2026

By: /s/ Jerry Baack

Name: Jerry Baack

Title: Chairman and Chief Executive Officer

3

Filing Exhibits & Attachments

4 documents