[Form 4] Bridgewater Bancshares, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Bridgewater Bancshares insider sale summary: Jeffrey D. Shellberg, EVP and Chief Credit Officer and a director, reported multiple sales of common stock on August 14-15, 2025. He sold 32,273 shares on August 14 at a weighted average price of $16.0303 and 1,687 shares on August 15 at a weighted average price of $16.0012. After the August 14 sale his beneficial ownership was reported as 325,117 shares (indirectly held by trust); after the August 15 sale the reported beneficial ownership was 323,430 shares (indirect). The filing discloses additional indirect holdings: 87,000 shares in the Susan K. Shellberg Family Trust and 65,000 shares in the Susan K. Shellberg Marital Trust, with Shellberg possessing voting and investment power for those trusts. The Form 4 was signed by an attorney-in-fact.

Positive

• Continued substantial holdings: Shellberg retains significant indirect ownership through multiple trusts, preserving voting and investment power
• Full disclosure of weighted-average prices: Footnotes offer to provide per-transaction detail on request, supporting transparency

Negative

• Insider sales of 33,960 shares: Disposals across August 14-15, 2025 reduce reported beneficial ownership and may signal insider liquidity
• No stated reason for sales: Filing does not disclose purpose of transactions or a Rule 10b5-1 plan designation

Insights

Securities Analyst

TL;DR: Insider sold a modest portion of holdings across two days; moves are notable but not clearly material to valuation.

The reported disposals total 33,960 shares executed at weighted average prices of about $16.00 to $16.13. Sales reduced reported indirect beneficial ownership from the levels shown, leaving Shellberg with significant trust-held positions and explicit voting and investment power. For investors, the transactions signal insider liquidity but not a departure from control or stewardship, given continued trust holdings and Shellberg's officer and director roles. No derivative transactions or explanations of purpose for sales are provided beyond weighted-average pricing footnotes.

Corporate Governance Expert

TL;DR: Officer-director sold shares but retained substantial indirect holdings via trusts; governance control appears intact.

The filing clarifies that shares are held in multiple trusts with Shellberg as trustee possessing voting and investment power, which preserves governance influence despite the sales. The Form 4 includes customary footnotes disclosing weighted-average sale prices and offers to provide per-trade detail on request, which supports disclosure completeness. The signature by an attorney-in-fact is permitted but investors may note lack of stated reason for sales.

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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

Shellberg Jeffrey D.

(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
X	Officer (give title below)		Other (specify below)
	EVP AND CHIEF CREDIT OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

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	08/14/2025		S		32,273	D	$16.0303(1)	325,117	I	By Trust(2)
Common Stock	08/15/2025		S		1,687	D	$16.0012(3)	323,430	I	By Trust(2)
Common Stock								87,000	I	By Trust(4)
Common Stock								65,000	I	By Trust(5)
Common Stock								289,613	D

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 $16.00 to $16.13, 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. Shellberg as trustee of the Jeffrey D. Shellberg Trust under agreement dated October 1, 2014. Mr. Shellberg possesses voting and investment power with respect to the shares of common stock held by the Jeffrey D. Shellberg Trust under agreement dated October 1, 2014.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.00 to $16.02, 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.

4. Shares of common stock are held by Mr. Shellberg as trustee of the Susan K Shellberg Family Trust dated July 16, 2024. Mr. Shellberg possesses voting and investment power with respect to the shares of common stock held by the Susan K. Shellberg Family Trust dated July 16, 2024.

5. Shares of common stock are held by Mr. Shellberg as trustee of the Susan K. Shellberg Marital Trust dated July 16, 2024. Mr. Shellberg possesses voting and investment power with respect to the shares of common stock held by the Susan K. Shellberg Marital Trust dated July 16, 2024.

	/s/ Ben Klocke, Attorney-in-Fact	08/15/2025
	** 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 did Jeffrey D. Shellberg report on the Form 4 for Bridgewater Bancshares (BWB)?

He reported sales of 32,273 shares on 08/14/2025 at a weighted average price of $16.0303 and 1,687 shares on 08/15/2025 at a weighted average price of $16.0012.

How many shares does Shellberg beneficially own after the reported transactions?

The filing shows 325,117 shares after the August 14 sale and 323,430 shares after the August 15 sale, held indirectly by trust.

Does Shellberg retain voting or investment power over the shares?

Yes. The filing states Shellberg possesses voting and investment power for shares held in the Jeffrey D. Shellberg Trust and the Susan K. Shellberg trusts.

Were any derivative securities reported on this Form 4?

No. Table II for derivative securities contains no reported transactions or holdings.

Are the sale prices exact per-trade amounts?

The filing reports weighted average prices and notes sales occurred at ranges from $16.00 to $16.13 (08/14) and $16.00 to $16.02 (08/15); the filer offers to provide per-trade details on request.