Katie Morrell
About Katie Morrell
Katie Morrell is Bridgewater Bancshares’ Chief Credit Officer, appointed effective September 15, 2025, after serving as Deputy Chief Credit Officer since joining the company in 2020; she oversees credit policies and practices and chairs the loan and credit risk management committees . Prior experience includes credit risk management and advisory roles at Bremer Bank and RSM US LLP; she holds a degree from the University of Minnesota’s Carlson School of Management and is a graduate of the Graduate School of Banking at Colorado . Company context relevant to her remit: Bridgewater maintained superb asset quality in 2024 with net charge-offs to average loans of 0.03% and nonperforming assets to total assets of 0.01%, grew core deposits by 22.0%, and increased tangible book value per share by 5.1% . As of September 30, 2025, the Board and Strategic Leadership Team collectively owned approximately 20% of BWB’s common shares, signaling alignment with shareholders .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Bridgewater Bancshares | Deputy Chief Credit Officer | 2020–2025 | Sustained strong credit culture and performance while supporting lending teams during strategic growth |
| Bremer Bank | Credit Risk Management | Not disclosed | Credit risk leadership experience applied to CRE/multifamily-focused portfolio |
| RSM US LLP | Advisory (Credit Risk) | Not disclosed | Advisory expertise in credit risk frameworks and controls |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| None disclosed | — | — | No external directorships or committee roles disclosed in reviewed filings |
Fixed Compensation
No Katie Morrell-specific base salary, bonus targets, or payouts are disclosed in the proxy or 8-K filings reviewed. The August 2025 leadership transition 8-K amended employment agreements only for Mary Jayne Crocker and Jeff Shellberg, not for Morrell .
Program architecture (applies to named executive officers; provides directional insight for SLT roles):
- Base salaries set by Compensation Committee with peer benchmarking via Pearl Meyer; 2024 NEO base levels ranged from $350,000 to $650,000, with CEO unchanged and CFO increased on promotion .
- Short-term incentives earned at approximately 28–34% of base salary for 2024 NEOs, based on Adjusted PPNR and individual performance; targets as a percent of base salary were 75% for CEO and 60% for other NEOs .
- Restricted stock units granted annually with four-year ratable vesting; 2024 grants priced at $11.89 on February 2, 2024 under the 2023 Equity Plan .
Performance Compensation
Structure applicable to executives (illustrative based on 2024 NEO program; Morrell-specific weighting/payouts not disclosed):
| Metric | Weighting | Target | Actual | Payout Mechanics | Vesting Terms |
|---|---|---|---|---|---|
| Adjusted PPNR (pre-provision net revenue, adjusted) | Not disclosed | Threshold/Target levels set annually | Achieved threshold but not target in 2024 after adjustments (transaction costs added back; realized securities gains included) | Sliding scale payout between threshold and target; NEO STI paid 28–34% of base salary | Cash payout; subject to clawback policy |
| Individual Performance (strategic objectives) | Not disclosed | Role-specific goals | Subjective assessment; payouts blended with PPNR component | Combined with PPNR to determine total STI payout | Cash payout; subject to clawback policy |
| Long-Term Incentives (RSUs) | N/A | Annual grant (post Q4 earnings release) | 2024 RSU grants priced at $11.89 on Feb 2, 2024 | Grant date fair value per FASB ASC 718; timing avoids blackout periods | Four-year ratable vesting; plan-level terms under 2023 Equity Plan |
Clawback and risk controls:
- Formal clawback policy covering cash and stock incentives in case of restatements or misconduct .
- Insider trading policy prohibits hedging and defines trading windows after earnings; blackout two weeks before quarter-end .
- Best practices state no single-trigger acceleration upon change in control; however option award footnotes elsewhere indicate options accelerate upon change in control or death, which warrants clarification by the company .
Equity Ownership & Alignment
| Category | Detail |
|---|---|
| Beneficial Ownership (Katie Morrell) | Not disclosed in reviewed filings |
| Board + SLT Ownership Alignment | Approximately 20% of common shares owned by Board and SLT as of Sept 30, 2025 |
| Hedging | Prohibited for all directors, officers, and employees |
| Pledging | Footnotes indicate pledging exists among certain insiders; total pledged 1,607,882 shares across specified insiders; no disclosure specific to Morrell |
| Stock Ownership Guidelines | Non-employee director guidelines exist; Compensation Committee determined NEO ownership guidelines not necessary given existing insider ownership and retention |
| RSU/Option Terms | RSUs generally four-year ratable vesting; option awards historically vest in 20–25% annual tranches; footnotes describe acceleration upon change in control or death (see note re inconsistency) |
Employment Terms
| Item | Disclosure |
|---|---|
| Role and Effective Date | Appointed Chief Credit Officer and joined Strategic Leadership Team effective September 15, 2025 |
| Employment Agreement | No Morrell-specific employment agreement terms disclosed; August 2025 amendments covered Crocker and Shellberg only |
| Non-Compete / Non-Solicit | Not disclosed |
| Severance / Change-of-Control | Plan-level disclosures: best practices state no single-trigger acceleration; option award footnotes indicate acceleration upon change in control or death—requires company clarification |
| Insider Trading Windows | Open market transactions allowed beginning day after the second full trading day after quarterly earnings until two weeks before quarter-end |
| Clawback | Formal clawback policy in place for incentive compensation |
Investment Implications
- Alignment and retention: Morrell’s elevation from Deputy CCO to CCO within Bridgewater’s internal succession plan, plus Board/SLT 20% ownership, suggests continuity and alignment toward disciplined credit growth; her background in advisory and bank credit risk is consistent with Bridgewater’s CRE/multifamily focus and historically strong credit metrics .
- Performance incentive levers: Executive STI emphasizes Adjusted PPNR and individual objectives, with RSUs vesting ratably over four years; if Morrell participates under similar terms, vesting schedules could create periodic liquidity events, but no Morrell-specific grants or payouts are disclosed yet .
- Governance and trading signals: Anti-hedging policy reduces misalignment risk; presence of pledging among some insiders warrants monitoring for collateral-driven selling risk, though no pledging is disclosed for Morrell specifically; monitor future Form 4s post-appointment for any sales around trading windows .
- Execution risk: Transition from long-tenured founding CCO to Morrell is mitigated by Shellberg’s phased role through October 2026; still, leadership change in credit warrants close tracking of asset quality metrics and underwriting standards amid CRE cycle dynamics .
- Shareholder sentiment: Say-on-pay support was high (96.25% in 2024), indicating investor confidence in compensation design; continued transparency on change-of-control acceleration terms would help resolve noted disclosure inconsistencies .