Second Amendment to Loan and Security Agreement, dated as of September 1, 2022, by and between Bridgewater Bancshares, Inc., as Borrower, and ServisFirst Bank, as Lender

Each of the following definitions in Section 1.01 of the Loan Agreement is hereby amended and restated in its entirety as follows:

“Commitment” means Lender’s commitment to lend to Borrower up to the sum of $40,000,000 in principal amount outstanding from time to time pursuant to, and subject to, the terms of this Agreement.

“Maturity Date” means the earlier of September 1, 2024, or the date the maturity of the Note is accelerated pursuant to Section 7.02 of this Agreement.

“Note” means the Amended and Restated Revolving Note, dated September 1, 2022, in the principal amount of $40,000,000, made by Borrower to evidence Borrower’s obligation to repay the Loan and the interest thereon and includes any amendment to such Note and any promissory note given in extension or renewal of, or in substitution for, such Note evidencing Borrower’s obligation to repay the Loan.

Section 2.01(A) of the Loan Agreement is hereby amended and restated in its entirety as follows:

Section 2.08 of the Loan Agreement is hereby amended and restated in its entirety as follows:

Borrower is duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation.

The execution, delivery and performance by Borrower of this Amendment and the Loan Agreement, as amended hereby, are within Borrower's powers, have been duly authorized by all necessary action and will not (immediately, or with the passage of time, or with the giving of notice) (1) violate provision of the articles of incorporation or bylaws of Borrower or the Subsidiary Bank, or violate any Laws or result in a default under any contract, agreement, or instrument to which Borrower or the Subsidiary Bank is a party or by which Borrower or the Subsidiary Bank or any of their respective properties are bound or (2) result in the creation or imposition of any security interest in, or lien or encumbrance upon, any of the assets of Borrower or the Subsidiary Bank, except in favor of Lender.

Borrower has the power and authority to enter into and perform this Amendment,  and has taken all corporate action necessary to authorize the execution, delivery, and performance of this Amendment and the Loan Agreement, as amended hereby.

This Amendment and the Loan Agreement, as amended hereby are valid, binding, and enforceable in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws, and judicial decisions affecting the rights of creditors generally and by general principles of equity

Except to the extent disclosed to Lender in writing, there is no pending or, to Borrower’s knowledge, threatened order, notice, claim, litigation, proceeding or investigation against or affecting Borrower or the Subsidiary Bank, whether or not covered by insurance, that would involve the payment by Borrower or Subsidiary Bank of $500,000.00 or more if adversely determined.

No Default or Potential Default under the Loan Agreement has occurred and is continuing.

Lender shall have received counterparts of this Amendment executed by Borrower and Lender;

Lender shall have received the Amended and Restated Revolving Note executed by Borrower; and

Lender shall have received the document processing fee from Borrower in the amount of $950.

Upon the effectiveness of Section 3 hereof, on and after the date hereof, each reference in the Loan Agreement to “this Agreement”, “hereunder” “hereof”, “herein” or words of like import shall mean and be a reference to the Loan Agreement as amended hereby.

Except as specifically amended above, the Loan Agreement shall remain in full force and effect and is hereby ratified and confirmed.

The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of Lender under the Loan Agreement, nor constitute a waiver of any provision of the Loan Agreement.