Bridgewater Bancshares, Inc._2024 Proxy Statement

QUESTIONS AND ANSWERS

What matters will be voted on at the meeting? You are being asked to vote on: (i)

the election of the four nominees named in this proxy statement to serve as directors until the next annual meeting of shareholders; (ii) a non-binding advisory proposal regarding the compensation paid to our named executive officers (the “Say-on-Pay proposal”); (iii) a non-binding advisory proposal regarding how often we will hold non-binding advisory votes on the compensation paid to our named executive officers (the “Say-on-Frequency proposal”); and (iv) the ratification of the appointment of RSM US LLP as our independent registered public accounting firm for the year ending December 31, 2024. These matters are more fully described in this proxy statement. What are the Board’s voting recommendations? The Board recommends that you vote your shares as follows: (i) “FOR” the election of each of the director nominees named in this proxy statement; (ii) “FOR” the non-binding advisory Say-On-Pay proposal; (iii) “1 YEAR” on the non-binding advisory Say-On-Frequency proposal; and (iv) “FOR” the ratification of the appointment of RSM US LLP. How do I vote? Shareholders of Record . If you are a shareholder of record (that is, if your shares are registered in your own name with our transfer agent), you may vote by following the instructions on the Notice, or on the proxy card if you received a printed copy of the proxy materials. You may not vote by filling out and returning the Notice. The Notice identifies the items to be voted on at the annual meeting and provides instructions on how to access the proxy materials and submit your vote. Beneficial Owners of Shares Held in Street Name. If you are a beneficial owner of shares held in “street name” (that is, if you hold your shares through a bank, broker or other holder of record), you must provide your voting instructions in accordance with the voting instruction form provided by your bank, broker or other holder of record, who will then vote your shares on your behalf. The availability of telephone or internet voting will depend upon your bank’s, broker’s, or other holder of record’s voting process. What happens if I do not give specific voting instructions? Shareholders of Record. If you are a shareholder of record and you: (i) indicate when voting on the internet or by telephone that you wish to vote as recommended by the Board; or (ii) sign and return a proxy card without giving specific voting instructions; then the persons named as proxy holders will vote your shares in the manner recommended by the Board on all matters presented in this proxy statement and as the proxy holders may determine in their judgment with respect to any other matters properly presented for a vote at the meeting. Beneficial Owners of Shares Held in Street Name. If you are a beneficial owner of shares held in street name and do not provide the organization that holds your shares with specific voting instructions, then, under applicable rules, the organization that holds your shares may generally vote on “routine” matters but cannot vote on “non-routine” matters. If the organization that holds your shares does not receive instructions from you on how to vote your shares on a non-routine

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Bridgewater Bancshares, Inc.