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Bankwell Financial Group, Inc.

For the period ended Jun 30, 2025. Filed Aug 6, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 6, 2025

BWFG$70.62+0.7%Stored close · as of Nov 9, 2026

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2025

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _to

Commission File Number:001-36448

(Exact Name of Registrant as specified in its Charter)

Connecticut20-8251355
(State or other jurisdiction of(I.R.S. Employer
Incorporation or organization)Identification No.)

258 Elm Street

New Canaan, Connecticut 06840

(203)652-0166

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each ClassTrading Symbol(s)Name of Each Exchange on WhichRegistered
Common Stock, no par value pershareBWFGNASDAQ Global Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. þ Yes ¨ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). þ Yes ¨ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer¨Accelerated filer☑
Non-accelerated filer¨Smaller reporting company☑
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).☐ Yesþ No

As of July 31, 2025, there were 7,877,443 shares of the registrant’s common stock outstanding.

Form 10-Q

Table of Contents

PART I – FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited)4
Consolidated Balance Sheets as of June 30, 2025 and December 31, 20244
Consolidated Statements of Income for the three and six months ended June 30, 2025 and 20245
Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended June 30, 2025 and 20246
Consolidated Statements of Shareholders’ Equity for the three and six months ended June 30, 2025 and 20246
Consolidated Statements of Cash Flows for the six months ended June 30, 2025 and 20249
Notes to Consolidated Financial Statements11
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations51
Item 3. Quantitative and Qualitative Disclosures About Market Risk67
Item 4. Controls and Procedures67
PART II – OTHER INFORMATION
Item 1. Legal Proceedings68
Item 1A. Risk Factors68
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds68
Item 3. Defaults Upon Senior Securities69
Item 4. Mine Safety Disclosures69
Item 5. Other Information69
Item 6. Exhibits69
Signatures69
Certifications
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.