Bridgewater Bancshares (BWB) director sells 4,712 shares, keeps large stake

Rhea-AI Filing Summary

Bridgewater Bancshares director James S. Johnson reported selling 4,712 shares of common stock on February 5, 2026 at a weighted average price of $19.7143 per share, in an open-market sale. Following this transaction, he beneficially owns 95,348 shares directly, plus indirect holdings of 59,250 and 76,750 shares through two trusts where he serves as co-trustee, and 10,417 shares through his spouse’s IRA.

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Johnson James S.

(Last) (First) (Middle)

C/O BRIDGEWATER BANCSHARES, INC.

4450 EXCELSIOR BLVD., SUITE 100

(Street)

ST. LOUIS PARK MN 55416

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Bridgewater Bancshares Inc [ BWB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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	02/05/2026		S		4,712	D	$19.7143(1)	95,348	D
Common Stok								59,250	I	By Trust(2)
Common Stock								76,750	I	By Trust(3)
Common Stock								10,417	I	By Spouse IRA

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

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.65 to $19.77, inclusive. The reporting person undertakes to provide to Bridgewater Bancshares, Inc., any security holder of Bridgewater Bancshares, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price set forth in this footnote to this Form 4.

2. Shares of common stock are held by Mr. Johnson as co-trustee of the James S. Johnson Trust, dated May 28, 2015. Mr. Johnson possesses shared voting and investment power with respect to the shares of common stock held under the James S. Johnson Trust dated May 28, 2015.

3. Shares of common stock are held by Mr. Johnson as co-trustee of the Jolynn Johnson Trust dated May 28, 2015. Mr. Johnson possesses shared voting and investment power with respect to the shares of common stock held under the Jolynn Johnson Trust dated May 28, 2015.

	/s/ Ben Klocke, Attorney-in-Fact	02/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did BWB director James S. Johnson report?

James S. Johnson reported selling 4,712 shares of Bridgewater Bancshares common stock. The sale occurred on February 5, 2026 and was executed at a weighted average price of $19.7143 per share in multiple trades between $19.65 and $19.77.

At what price did the BWB director sell his Bridgewater Bancshares shares?

The director sold his Bridgewater Bancshares shares at a weighted average price of $19.7143 per share. The Form 4 notes the trades occurred in a price range from $19.65 to $19.77, and full trade details are available upon request.

How many Bridgewater Bancshares shares does James S. Johnson own after the sale?

After the reported sale, James S. Johnson directly owns 95,348 Bridgewater Bancshares shares. He also has indirect beneficial ownership of 59,250 and 76,750 shares through two trusts, and 10,417 shares held in his spouse’s IRA, according to the Form 4.

What indirect BWB shareholdings does the Bridgewater director report?

The director reports indirect ownership of Bridgewater Bancshares common stock through three sources: 59,250 shares via the James S. Johnson Trust, 76,750 shares via the Jolynn Johnson Trust, and 10,417 shares held in his spouse’s IRA, reflecting shared or family-related holdings.

What role does James S. Johnson hold at Bridgewater Bancshares (BWB)?

James S. Johnson is a director of Bridgewater Bancshares Inc. The Form 4 identifies his relationship to the issuer as a director, with no officer title or 10% owner status indicated in the filing’s relationship section checkboxes.

How were the sale prices for the BWB director’s Form 4 transaction structured?

The reported sale price is a weighted average of $19.7143 per share. The filing explains that individual trades occurred between $19.65 and $19.77, and that detailed share counts at each separate price level are available upon request from the company or the reporting person.