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

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Mary Jayne Crocker, identified as EVP & Chief Strategy Officer and a director of Bridgewater Bancshares, Inc., reported two open-market sales of the issuer's common stock on Form 4. On 08/25/2025 she sold 1,332 shares at a weighted-average price of $16.2277, leaving her with 201,653 shares beneficially owned. On 08/26/2025 she sold 9,314 shares at $16.05, leaving 192,339 shares beneficially owned. The Form 4 was signed by an attorney-in-fact on 08/27/2025. The filing notes the 08/25/2025 price is a weighted average from multiple transactions with prices ranging from $16.20 to $16.305. No derivatives, acquisitions, or other transaction types are reported.

Positive
  • Transparent disclosure of insider sales with exact share counts and weighted-average pricing
  • Direct ownership remains substantial at 192,339 shares after the reported sales
Negative
  • Insider sold 10,646 shares over two days, which may be interpreted as insider liquidity or reduced insider exposure
  • No 10b5-1 plan disclosure is indicated in the filing text for these transactions

Insights

TL;DR Insider Mary Jayne Crocker executed routine open-market sales totaling 10,646 shares across two days, reducing her holding to 192,339 shares.

The transactions are reported as standard disposition codes and indicate cash sales in the open market rather than option exercises or derivative activity. The sold volumes (1,332 and 9,314 shares) and remaining beneficial ownership levels are explicit. Without additional context such as prior Form 4 patterns, vesting events, or planned trading arrangements disclosed, these sales are a factual disclosure of insider liquidity rather than an indicator of company performance.

TL;DR Executive sold a material number of shares over two days; this is a governance signal investors typically monitor.

The reported sales reduced an executive director's stake from 211,999 shares (implied prior to these disposals) to 192,339 shares. The filing records direct ownership and uses attorney-in-fact signature. While the Form 4 does not state a 10b5-1 plan checkbox, the form text includes that checkbox option; absence of that disclosure here means no affirmative defense was indicated. This is a governance-related data point investors track for alignment but, standing alone, does not prove negative insider intent.

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
Estimated average burden
hours per response: 0.5
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*
Crocker Mary Jayne

(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP & CHIEF STRATEGY OFFICER
3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025
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 08/25/2025 S 1,332 D $16.2277(1) 201,653 D
Common Stock 08/26/2025 S 9,314 D $16.05 192,339 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 $16.20 to $16.305, 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.
/s/ Ben Klocke, Attorney-in-Fact 08/27/2025
** 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 transactions did Mary Jayne Crocker report for Bridgewater Bancshares (BWBBP)?

She reported two open-market sales: 1,332 shares on 08/25/2025 at a weighted-average price of $16.2277, and 9,314 shares on 08/26/2025 at $16.05.

How many shares does the reporting person beneficially own after these Form 4 transactions?

After the reported sales, the reporting person beneficially owns 192,339 shares.

Were the reported sales made via derivatives or option exercises?

No. The filing shows only non-derivative common stock sales; Table II (derivatives) contains no transactions.

Does the Form 4 state the 08/25/2025 sale price exactly?

The Form 4 reports a weighted-average price of $16.2277 for 08/25/2025 and notes transaction prices ranged from $16.20 to $16.305.

Who signed the Form 4 filing?

The Form 4 was signed by Ben Klocke, Attorney-in-Fact on 08/27/2025.
Bridgewater Banc

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