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Bridgewater Bancshares (BWB) director exercises options, with small share sale

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Bridgewater Bancshares director Mary Jayne Crocker exercised stock options for 39,989 shares of common stock at $7.47 per share. On the same dates, 14,575 shares were withheld at $20.48 per share to cover exercise costs or taxes and 11 shares were sold at $21.215. She continues to hold unexercised options for 20,250 shares at $12.92 and 20,000 shares at $17.50.

Positive

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Negative

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Insider Crocker Mary Jayne
Role Director
Sold 11 shs ($233.37)
Approx. gross sale proceeds $233.37
Approx. exercise cost $299K
Type Security Shares Price Value
Exercise Option to buy F1, F2 39,958 $0.00 $0.00
Exercise Common Stock 39,958 $7.47 $298K
Exercise Price or Tax Liability Common Stock 14,575 $20.48 $298K
Exercise Option to buy F1, F2 31 $0.00 $0.00
Exercise Common Stock 31 $7.47 $231.57
Sale Common Stock 11 $21.215 $233.37
holding Option to buy F1, F3 -- -- --
holding Option to buy F1, F4 -- -- --
Holdings After Transaction: Option to buy — 91,363 shares (Direct); Common Stock — 235,384 shares (Direct)
Footnotes (4)
  1. F1. Options to buy granted under the 2017 Combined Incentive and Non-Statutory Stock Option Plan.
  2. F2. Options exercisable in 20% increments on the first five anniversaries of the date of the grant which was 10/1/2017.
  3. F3. Options exercisable in 25% increments on the first four anniversaries of the date of the grant which was 12/6/2019.
  4. F4. Options exercisable in 25% increments on the first four anniversaries of the date of the grant which was 2/1/2022.
Options exercised 39,989 shares Total underlying common shares from option exercises reported
Option exercise price $7.4700 per share Exercise or conversion price for options exercised into common stock
Shares withheld for exercise price or taxes 14,575 shares Code F disposition of common stock at $20.4800 per share
Shares sold 11 shares Open-market or private sale at $21.2150 per share
Remaining options at $12.92 20,250 underlying shares Options to buy common stock at $12.9200 expiring 12/06/2029
Remaining options at $17.50 20,000 underlying shares Options to buy common stock at $17.5000 expiring 02/01/2032
Option to buy financial
"security_title: "Option to buy" with underlying security title "Common Stock""
2017 Combined Incentive and Non-Statutory Stock Option Plan financial
"Options to buy granted under the 2017 Combined Incentive and Non-Statutory Stock Option Plan."
Exercise or conversion of derivative security financial
"transaction_code_description: "Exercise or conversion of derivative security""
Payment of exercise price or tax liability financial
"transaction_code_description: "Payment of exercise price or tax liability by delivering or withholding securities""

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FAQ

What insider transactions did Bridgewater Bancshares (BWB) report for Mary Jayne Crocker?

Mary Jayne Crocker exercised stock options for 39,989 shares at $7.47 per share. Related transactions included 14,575 shares withheld to cover costs or taxes and 11 shares sold, all involving Bridgewater Bancshares common stock.

How many Bridgewater Bancshares (BWB) options did Mary Jayne Crocker exercise and at what price?

Crocker exercised 39,989 options into common stock at an exercise price of $7.47 per share. These options originated from grants under the company’s stock option plans, with portions vesting over multiple anniversaries of the original grant dates.

What portion of Mary Jayne Crocker’s Bridgewater Bancshares (BWB) shares were withheld for taxes or exercise costs?

A total of 14,575 shares of Bridgewater Bancshares common stock were disposed of under code F at $20.48 per share. This code indicates shares were delivered or withheld to satisfy the exercise price or related tax liabilities from the option exercise.

Did Mary Jayne Crocker sell any Bridgewater Bancshares (BWB) shares in the market?

Yes. Crocker reported a sale of 11 shares of Bridgewater Bancshares common stock at $21.215 per share. This transaction was coded as an open-market or private sale, separate from the tax or exercise-price withholding transaction.

What Bridgewater Bancshares (BWB) stock options does Mary Jayne Crocker continue to hold after these transactions?

Crocker continues to hold options over 20,250 underlying shares at $12.92 expiring 12/06/2029 and 20,000 underlying shares at $17.50 expiring 02/01/2032. These remaining options were granted under Bridgewater’s stock option plans and vest in annual increments.

Under which plans were Mary Jayne Crocker’s Bridgewater Bancshares (BWB) options granted and how do they vest?

Her options were granted under the 2017 Combined Incentive and Non-Statutory Stock Option Plan and later plans. Footnotes state some options vest in 20% or 25% annual increments over four or five years from grant dates in 2017, 2019, and 2022.
SEC Form 4
FORM 4UNITED 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 MINNESOTA 55416

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Bridgewater Bancshares Inc [ BWB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock07/30/2026M31A$7.47210,012D
Common Stock07/30/2026S11D$21.215210,001D
Common Stock07/31/2026M39,958A$7.47249,959D
Common Stock07/31/2026F14,575D$20.48235,384D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Option to buy(1)$7.4707/30/2026M31 (2)09/30/2027Common Stock31$091,071D
Option to buy(1)$7.4707/31/2026M39,958 (2)09/30/2027Common Stock39,958$051,113D
Option to buy(1)$12.92 (3)12/06/2029Common Stock20,25020,250D
Option to buy(1)$17.5 (4)02/01/2032Common Stock20,00020,000D
Explanation of Responses:
1. Options to buy granted under the 2017 Combined Incentive and Non-Statutory Stock Option Plan.
2. Options exercisable in 20% increments on the first five anniversaries of the date of the grant which was 10/1/2017.
3. Options exercisable in 25% increments on the first four anniversaries of the date of the grant which was 12/6/2019.
4. Options exercisable in 25% increments on the first four anniversaries of the date of the grant which was 2/1/2022.
/s/ Ben Klocke, Attorney-in-Fact08/03/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)