Bridgewater Bancshares Inc 8-K

What Happened

• On February 27, 2026, Bridgewater Bancshares, Inc. and its wholly owned subsidiary Bridgewater Bank entered into an Equity Distribution Agreement with Piper Sandler & Co. as distribution agent.
• The Agreement allows the company to offer and sell up to $50,000,000 of its common stock in “at-the-market” transactions (Rule 415) or by other lawful methods (e.g., block trades), under the company’s effective Form S-3 registration (Reg. No. 333-284662).

Key Details

• Offering size: up to $50,000,000 of common stock.
• Distribution agent: Piper Sandler & Co.; commission: 2.5% of gross sales.
• Securities registration: shares will be issued under the Company’s effective Form S-3 (filed Feb 3, 2025; declared effective Feb 10, 2025) and related prospectus supplement.
• Use of proceeds: general corporate purposes, which may include investments/advances to subsidiaries, working capital, capital expenditures, stock repurchases, debt repayment, or financing acquisitions. The Company is not obligated to sell any shares and may suspend or terminate the program.

Why It Matters

• This agreement gives Bridgewater Bancshares a flexible, market-driven way to raise capital when management chooses, enabling quick access to funds without a fixed underwriting commitment.
• Potential impacts for investors include dilution if shares are sold and the cost of issuance (2.5% commission plus expenses) which will reduce net proceeds. The filing does not guarantee any sale amount or timing—sales will depend on the Company’s decisions and market conditions.