Bridgewater Bancshares, Inc._2024 Proxy Statement

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS

Amount and Nature of Beneficial Ownership

Percent of Class

Name

5% Shareholders Jerry Baack (1) BlackRock, Inc. (2)

1,462,477 1,733,581 2,206,568 1,600,096 2,681,323

5.23 % 6.26 % 7.96 % 5.77 % 9.68 %

Castle Creek Capital Partners VIII, LP (3)

David Juran (4)

Thrivent Financial for Lutherans (5)

Directors and Named Executive Officers Jerry Baack (1)

1,462,477 23,687 273,520 351,724 263,070 1,600,096 23,007 20,507 302,810 976,866 105,294 1,163,449

5.23 %

Lisa Brezonik

* *

Joseph Chybowski (6) Mary Jayne Crocker (7) James Johnson (8) David Juran (4) Mohammed Lawal Douglas Parish (9) Jeffrey Shellberg (11) Thomas Trutna Todd Urness (12) Nick Place (10)

1.26 %

*

5.77 %

* *

1.08 % 3.50 %

*

4.20 %

David Volk (13)

—

*

All directors and executive officers—as a group (15 persons) (14)

6,696,012

23.21 %

* Indicates one percent or less. (1) Includes 265,000 shares of our common stock underlying options that are currently exercisable or are exercisable within 60 days of February 26, 2024. Excludes 50,000 shares of our common stock underlying options that are subject to vesting. Excludes 49,737 shares of restricted stock units that will not vest within 60 days of February 26, 2024. Includes 3,000 shares held by Mr. Baack as custodian for children. Includes 4,200 shares held by Mr. Baack for a dependent child. Includes 7,000 shares held jointly with Mr. Baack’s spouse. A total of 300,000 shares are pledged as security for indebtedness. (2) Reflects shares beneficially owned by BlackRock, Inc. (“BlackRock”) as of December 31, 2023, according to a Schedule 13G/A filed by BlackRock with the SEC on January 29, 2024. Based solely on the Schedule 13G/A, BlackRock had sole voting power over 1,706,516 of the shares and sole dispositive power over 1,733,581 of the shares. The address reported on the Schedule 13G/A is 50 Hudson Yards, New York, NY 10001. (3) Reflects shares beneficially owned by Castle Creek Capital Partners VIII, LP (“Castle Creek”) as of October 24, 2023, according to a Schedule 13D/A filed by Castle Creek on October 26, 2023. Based solely on the Schedule 13D/A, Castle Creek had shared voting and dispositive power over all of the shares beneficially owned by Castle Creek. The address for Castle Creek is 11682 El Camino Real, Suite 320, San Diego, CA 92130. (4) Includes 86,775 shares held by Mr. Juran as co-trustee of a marital trust dated June 18, 2002 and includes 10,725 shares held by Mr. Juran as co-trustee of a residuary trust dated June 18, 2002. Includes 16,328 shares held by Mr. Juran as trustee of decendant’s separate trust under trust agreement dated September 17, 2018. Includes 121,301 shares of common stock held by Mr. Juran as trustee of marital trust 2 under a trust agreement dated September 17, 2018. Includes 20,000 shares of common stock held by Mr. Juran as trustee of marital trust 1 under a trust agreement dated September 17, 2018. Includes 8,532 shares held in a revocable trust dated January 31, 2014 for which Mr. Juran is the attorney-in-fact for the trustee of the trust and Mr. Juran may possess voting power and investment power with respect to the shares of common stock under the trust. (5) Reflects shares beneficially owned by Thrivent Financial for Lutherans (“Thrivent”) as of December 31, 2023, according to a Schedule 13G/A filed by Thrivent with the SEC on February 8, 2024. Based solely on the Schedule 13G/A, Thrivent had sole voting power and sole dispositive power over 14,587 shares and shared voting power and shared dispositive power over 2,666,736 shares. The address reported on the Schedule 13G/A is 901 Marquette Avenue, Suite 2500, Minneapolis, Minnesota 55402. (6) Includes 195,500 shares of our common stock underlying options that are currently exercisable or are exercisable within 60 days of February 26, 2024. Excludes 25,000 shares of our common stock underlying options that are subject to vesting. Excludes 26,033 shares of restricted stock units that will not vest within 60 days of February 26, 2024. Includes 56,288 shares held jointly with Mr. Chybowski’s spouse. Includes 1,000 shares held by Mr. Chybowski’s spouse in an IRA. A total of 10,000 shares are pledged as security for indebtedness.

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Bridgewater Bancshares, Inc.