Bridgewater Bancshares Inc 8-K

What Happened

• Bridgewater Bancshares, Inc. (BWB) filed a Form 8‑K on May 1, 2026 reporting results from its Annual Meeting held April 28, 2026. The record date was February 27, 2026 (27,824,565 shares outstanding) and 23,627,693 shares (84.92%) were represented, constituting a quorum.
• All eleven director nominees were elected to serve until the 2027 annual meeting: Jerry Baack, Lisa Brezonik, Mary Jayne Crocker, James Johnson, David Juran, Mohammed Lawal, Douglas Parish, Jeffrey Shellberg, Thomas Trutna, Todd Urness and David Volk. Broker non-votes totaled 2,628,289.

Key Details

• Shareholder representation: 23,627,693 shares voted or represented (≈84.92% of 27,824,565 outstanding shares).
• Director elections: all 11 nominees elected; individual "for" votes ranged roughly from 20.17M to 20.74M, with varying votes withheld and 2,628,289 broker non‑votes.
• Executive compensation (non‑binding advisory): 20,244,780 votes FOR, 641,268 AGAINST, 113,356 ABSTENTIONS, plus 2,628,289 broker non‑votes.
• Equity plan and auditor votes: the 2026 Equity Incentive Plan was approved (14,768,670 FOR; 6,169,077 AGAINST; 61,657 ABSTENTIONS; 2,628,289 broker non‑votes). RSM US LLP was ratified as auditor (23,627,278 FOR; 139 AGAINST; 276 ABSTENTIONS).

Why It Matters

• Board continuity: the re‑election of all nominees keeps the current board in place, which affects oversight and strategic continuity.
• Equity plan approval: shareholders approved the 2026 Equity Incentive Plan, enabling the company to grant stock‑based awards going forward — a potential source of future dilution for existing shares.
• Compensation advisory vote: the "say on pay" was approved by a large majority but is non‑binding; it signals shareholder support for the company's 2025 executive pay practices.
• Auditor ratification: reappointing RSM US LLP maintains continuity in financial reporting and audits for 2026.

Signed and filed by the company (Form 8‑K dated May 1, 2026; signed by Chairman & CEO Jerry Baack).