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0001505732FALSE00015057322026-01-292026-01-29



SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):  January 29, 2026
Bankwell Financial Group, Inc.
(Exact name of registrant as specified in its charter)
Connecticut 001-36448 20-8251355
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

258 Elm Street
New Canaan, Connecticut 06840
(203) 652-0166
(Address of Principal Executive Officers and Telephone Number)

N/A
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol(s)
Name of Each Exchange on Which
Registered
Common Stock, no par value per
share

BWFG
NASDAQ Global Market




Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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.
Item 2.02 Results of Operations and Financial Condition
   
 
On January 29, 2026, Bankwell Financial Group, Inc., the holding company for Bankwell Bank, issued a press release describing its results of operations for the period ended December 31, 2025.
 
A copy of the press release is included as Exhibit 99.1 to this current report on Form 8-K and is incorporated herein by reference.

The information furnished under this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that section. The information shall not be deemed incorporated by reference into any other filing with the Securities and Exchange Commission made by the Company, regardless of any general incorporation language in such filing.
   
Item 7.01 Regulation FD Disclosure
   
 
On January 29, 2026, Bankwell Financial Group, Inc., the holding company for Bankwell Bank, issued slide presentation material, which includes among other things, a review of financial results and trends through the period ended December 31, 2025. A copy of the material will also be available on the Company’s website, https://investor.mybankwell.com/events-and-presentations/
 
A copy of the Presentation Material is included as Exhibit 99.2 to this current report on Form 8-K and is incorporated herein by reference.
The information furnished under this Item 7.01, including Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that section. The information shall not be deemed incorporated by reference into any other filing with the Securities and Exchange Commission made by the Company, regardless of any general incorporation language in such filing.
Item 8.01 Other Events
 
Quarterly Dividend Announcement

On January 29, 2026, Bankwell Financial Group, Inc. (the Company), parent company of Bankwell Bank, announced that on January 29, 2026, its Board of Directors voted to pay a quarterly dividend in the amount of $0.20 per share on February 20, 2026 to all shareholders of record as of February 10, 2026.


Item 9.01 Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits.



Exhibit Number Description
   
99.1
99.2
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
   
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
   
  BANKWELL FINANCIAL GROUP, INC.
  Registrant
   
   
   
January 29, 2026
By:  /s/ Courtney E. Sacchetti
  Courtney E. Sacchetti
  Executive Vice President
  and Chief Financial Officer




EX-99.1 2 ex991q42025earningsrelease.htm EX-99.1 Document

BANKWELL FINANCIAL GROUP REPORTS OPERATING RESULTS FOR THE FOURTH QUARTER, DECLARES FIRST QUARTER DIVIDEND

New Canaan, CT – January 29, 2026 – Bankwell Financial Group, Inc. (NASDAQ: BWFG) reported GAAP net income of $9.1 million, or $1.15 per share for the fourth quarter of 2025, versus $10.1 million, or $1.27 per share, for the third quarter of 2025. The Company's Board of Directors declared a $0.20 per share cash dividend, payable February 20, 2026 to shareholders of record on February 10, 2026.

Reported fourth quarter of 2025 GAAP net income reflects $1.5 million of one-time income tax expense related to adjustments to the income tax provision, primarily due to the finalization of state tax filings and changes in estimated tax positions associated with the Company’s expanded state-level footprint. These adjustments relate to both current- and prior‑year tax estimates.

Reported GAAP net income of $9.1 million, or $10.7 million on an operating basis(1), for the fourth quarter of 2025.

Reported diluted earnings per share was $1.15, or $1.36 on an operating basis(1), for the fourth quarter of 2025.

Reported return on average assets was 1.11%, or 1.29% on an operating basis(1), for the fourth quarter of 2025.

Reported return on average tangible shareholders' equity was 12.31%, or 14.32% on an operating basis(1), for the fourth quarter of 2025.
Discussion of Outlook; Bankwell Financial Group Chief Executive Officer, Christopher R. Gruseke:

"We finished the year in strong fashion, reporting operating net income of $1.36 per share for the 4th quarter and Pre-tax, pre-provision net revenue return on average assets of 1.80%. GAAP Net Income of $1.15 per share for the quarter includes a one-time adjustment for multiple years’ state level tax provisioning outside of our home state of Connecticut.

We entered the year with a clear set of priorities: strengthen credit, improve the funding mix, build non-interest income, generate high‑quality growth, and embrace an innovative mindset as we continue to invest in our people and in technology and I’m pleased to say that we delivered on each of these priorities.

Building on the work accomplished this year we are pleased to provide the following guidance for 2026:

We expect loan growth of 4 to 5 percent. We anticipate net interest income in the range of $111 to $112 million. We also expect non-interest income to increase to approximately $11 to $12 million. Regarding expenses, we estimate total non-interest expense of $64 to $65 million, which incorporates a prudent level of ongoing investment in our people, infrastructure, and operational capabilities. We are confident that our increased investments will continue to provide further operating leverage; our guidance yields an efficiency ratio of approximately 51% to 53%, versus 54.1% in 2025." Key Points for Fourth Quarter and Bankwell’s Outlook














(1)     Non-GAAP Financial Measure, refer to the "Non-GAAP Financial Measures" section of this document for additional detail.
1



Credit Quality Improves Amid Solid Loan Growth.
•$121.9 million net loan growth during the quarter ended December 31, 2025, resulting in $134.2 million, or 5.0%, growth compared to the year ended December 31, 2024.
•As of December 31, 2025, nonperforming assets as a percentage of total assets improved to 0.49%, compared to 0.56% as of September 30, 2025. Nonperforming assets have declined $1.9 million from the third quarter, mainly driven by the sale of an OREO property for $1.3 million and the collection of $0.4 million on an SBA guarantee.

Net Interest Margin Expands on Lower Deposit Costs and Improved Mix.
•Reported Net Interest Margin was 3.40% for the fourth quarter of 2025, an increase of 6 basis points from the third quarter of 2025. Earning asset yields declined 11 basis points from the third quarter of 2025 to 6.23% while deposit costs decreased 15 basis points to 3.15% over the same period.
•During the quarter ended December 31, 2025, average low-cost deposits increased by $21.6 million compared to the third quarter of 2025 and by $85.9 million compared to the same period in the prior year.

Advancing Key Strategic Priorities.
•SBA loan sale gains increased to $2.2 million in the fourth quarter of 2025, compared to $1.4 million in the third quarter of 2025. The SBA Lending division delivered $24.3 million in originations in the fourth quarter of 2025, bringing the total year originations to $68.3 million.
•As a result of SBA loan sale gains, noninterest income as a percentage of revenue increased to 11.13% in the fourth quarter of 2025, compared to 8.76% in the third quarter of 2025.
•For the fourth quarter of 2025, the Company realized an efficiency ratio(1) of 50.8%, compared to 51.4% for the third quarter of 2025.





2


Fourth Quarter 2025 Financial Highlights and Key Performance Indicators (KPIs):
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
December 31,
2024
Return on average assets(1)(6)
1.11  % 1.24  % 1.14  % 0.86  % 0.37  %
Pre-tax, pre-provision net revenue return on average assets(1)(6)
1.80  % 1.70  % 1.43  % 1.18  % 1.05  %
Return on average shareholders' equity(1)(6)
12.20  % 13.84  % 12.98  % 10.16  % 4.35  %
Return on average tangible shareholders' equity(1)(6)
12.31  % 13.96  % 13.10  % 10.25  % 4.40  %
Net Interest Margin(1)(6)(7)
3.40  % 3.34  % 3.10  % 2.81  % 2.60  %
Efficiency Ratio(1)(3)
50.8  % 51.4  % 56.1  % 59.9  % 56.4  %
Noninterest expense to average assets(1)(6)
1.87  % 1.80  % 1.83  % 1.76  % 1.56  %
Net loan (recoveries) charge-offs as a percentage of average loans(1)(6)
0.00  % (0.01) % 0.00  % 0.00  % 0.11  %
Dividend payout(1)(4)
17.39  % 15.75  % 17.39  % 22.99  % 54.05  %
Fully diluted tangible book value per common share(1)(2)
$ 37.84  $ 36.84  $ 35.65  $ 34.56  $ 34.09 
Total capital to risk-weighted assets(1)(5)
12.94  % 13.48  % 13.28  % 13.22  % 12.70  %
Total common equity tier 1 capital to risk-weighted assets(1)(5)
11.87  % 12.39  % 12.20  % 12.11  % 11.64  %
Tier I Capital to Average Assets(1)(5)
10.55  % 10.71  % 10.57  % 10.13  % 10.09  %
Tangible common equity to tangible assets(1)(2)
8.90  % 8.95  % 8.68  % 8.57  % 8.20  %
Earnings per common share - diluted $ 1.15  $ 1.27  $ 1.15  $ 0.87  $ 0.37 
Common shares issued and outstanding 7,899,943  7,877,443  7,873,387  7,888,013  7,859,873 
(1)     Non-GAAP Financial Measure, refer to the "Non-GAAP Financial Measures" section of this document for additional detail.

(2)    Refer to the "Reconciliation of GAAP to Non-GAAP Measures" section of this document for additional detail.

(3)    Efficiency ratio is defined as noninterest expense, less other real estate owned expenses and amortization of intangible assets, divided by our operating revenue, which is equal to net interest income plus noninterest income excluding gains and losses on sales of securities and gains and losses on other real estate owned. In our judgment, the adjustments made to operating revenue allow investors and analysts to better assess our operating expenses in relation to our core operating revenue by removing the volatility that is associated with certain one-time items and other discrete items that are unrelated to our core business.

(4)    The dividend payout ratio is calculated by dividing dividends per share by earnings per share.

(5)    Represents Bank ratios. Current period capital ratios are preliminary subject to finalization of the FDIC Call Report.

(6)    Return on average assets is calculated by dividing annualized net income by average assets. Pre-tax, pre-provision net revenue return on average is calculated by dividing PPNR (using the "Pre-Tax, Pre-Provision Net Revenue (PPNR)" section of this document) by average assets. Return on average shareholders' equity is calculated by dividing annualized net income by average shareholders' equity. Return on average tangible shareholders' equity is calculated by dividing annualized net income by average shareholders' equity less average intangible assets. Net Interest Margin is calculated by dividing average annualized net interest income by average total earning assets. Noninterest expense to average assets is calculated by dividing annualized noninterest expense by average total assets. Net loan charge-offs as a percentage of average loans is calculated by dividing net loan (charge offs) recoveries by average total loans.

(7)    Based on a fully tax equivalent basis.


3


Pre-Tax, Pre-Provision Net Revenue(1) ("PPNR")

PPNR for the fourth quarter ended December 31, 2025 was $14.9 million, an increase of 7.2% from $13.9 million recognized for the third quarter ended September 30, 2025.
For the Quarter Ended
(Dollars in thousands) December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
December 31,
2024
Net interest income $ 26,946  $ 25,987  $ 23,936  $ 22,066  $ 20,199 
Total noninterest income 3,376  2,495  2,012  1,505  964 
Total revenues 30,322  28,482  25,948  23,571  21,163 
Total noninterest expense 15,470  14,631  14,546  14,141  12,644 
PPNR $ 14,852  $ 13,851  $ 11,402  $ 9,430  $ 8,519 
(1)     Non-GAAP Financial Measure, refer to the "Non-GAAP Financial Measures" section of this document for additional detail.

•Revenues (net interest income plus noninterest income) for the quarter ended December 31, 2025 were $30.3 million, compared with $28.5 million in the previous quarter. The increase in revenues for the quarter ended December 31, 2025 was mainly attributable lower funding costs. Additional favorability for the quarter ended December 31, 2025 resulted from increased gains on SBA loan sales,reflecting higher sales volume.

Net Interest Margin

The Net Interest Margin (fully taxable equivalent basis) for the quarters ended December 31, 2025 and September 30, 2025 was 3.40% and 3.34%, respectively. The increase in the Net Interest Margin is mainly due to lower cost of interest bearing deposits.
Allowance for Credit Losses - Loans ("ACL-Loans")

The ACL-Loans was $30.7 million as of December 31, 2025 compared to $30.0 million as of September 30, 2025. The ACL-Loans as a percentage of total loans was 1.08% as of December 31, 2025 compared to 1.10% as of September 30, 2025.

The provision for credit losses - loans was $0.7 million for the quarter ended December 31, 2025. Total nonperforming loans decreased $0.7 million to $16.3 million as of December 31, 2025, when compared to the previous quarter. Nonperforming assets as a percentage of total assets decreased to 0.49% at December 31, 2025, compared to the previous quarter's ratio of 0.56%.

4


BANKWELL FINANCIAL GROUP, INC.
ASSET QUALITY (unaudited)
(Dollars in thousands)
For the Quarter Ended
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
December 31,
2024
ACL-Loans:
Balance at beginning of period $ 29,984  $ 29,256  $ 29,485  $ 29,007  $ 27,752 
Charge-offs:
Residential real estate —  —  —  —  — 
Commercial real estate —  —  —  (67) (1,100)
Commercial business —  (14) (15) —  (703)
Consumer —  (46) (5) (33) (5)
Construction —  —  —  —  (1,155)
Total charge-offs —  (60) (20) (100) (2,963)
Recoveries:
Residential real estate —  —  —  —  — 
Commercial real estate 272  —  —  — 
Commercial business 23  92  112 
Consumer 10  10  36 
Construction —  —  —  —  — 
Total recoveries 40  368  122  40 
Net loan recoveries (charge-offs) 40  308  102  (60) (2,954)
Provision (credit) for credit losses - loans 681  420  (331) 538  4,209 
Balance at end of period $ 30,705  $ 29,984  $ 29,256  $ 29,485  $ 29,007 
As of
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
December 31,
2024
Asset quality:
Nonaccrual loans
Residential real estate $ 557  $ 570  $ 617  $ 811  $ 791 
Commercial real estate 14,445  14,667  16,387  17,946  44,814 
Commercial business 1,302  1,729  6,871  7,626  7,672 
Construction —  —  —  —  — 
Consumer —  —  —  —  — 
Total nonaccrual loans 16,304  16,966  23,875  26,383  53,277 
Other real estate owned —  1,284  1,284  —  8,299 
Total nonperforming assets $ 16,304  $ 18,250  $ 25,159  $ 26,383  $ 61,576 
Nonperforming loans as a % of total loans 0.57  % 0.62  % 0.89  % 1.00  % 1.97  %
Nonperforming assets as a % of total assets 0.49  % 0.56  % 0.78  % 0.83  % 1.88  %
ACL-loans as a % of total loans 1.08  % 1.10  % 1.10  % 1.11  % 1.07  %
ACL-loans as a % of nonperforming loans 188.33  % 176.73  % 122.54  % 111.76  % 54.44  %
Total past due loans to total loans 0.31  % 0.76  % 0.91  % 1.08  % 1.63  %


5


Financial Condition & Capital
Assets totaled $3.4 billion at December 31, 2025, an increase of $91.4 million, or 2.8% compared to December 31, 2024. Gross loans totaled $2.8 billion at December 31, 2025, an increase of $134.2 million, or 5.0% compared to December 31, 2024. Deposits totaled $2.8 billion at December 31, 2025, an increase of $41.9 million, or 1.5% compared to December 31, 2024. Brokered deposits have decreased $146.3 million or 20.7%, when compared to December 31, 2024.
Period End Loan Composition December 31,
2025
September 30,
2025
December 31, 2024  
Current QTD
% Change
Year over Year
% Change
Residential Real Estate $ 33,139  $ 33,625  $ 42,766  (1.4) % (22.5) %
Commercial Real Estate(1)
1,930,979  1,897,896  1,899,134  1.7  1.7 
Construction 153,778  170,888  173,555  (10.0) (11.4)
Total Real Estate Loans 2,117,896  2,102,409  2,115,455  0.7  0.1 
Commercial Business 645,321  552,682  515,125  16.8  25.3 
Consumer 76,855  63,098  75,308  21.8  2.1 
Total Loans $ 2,840,072  $ 2,718,189  $ 2,705,888  4.5  % 5.0  %
(1) Includes owner occupied commercial real estate of $0.8 billion at December 31, 2025, $0.8 billion at September 30, 2025, and $0.7 billion at December 31, 2024, respectively.
Period End Deposit Composition December 31,
2025
September 30,
2025
December 31, 2024  
Current QTD
% Change
Year over Year
% Change
Noninterest bearing demand $ 403,652  $ 397,408  $ 321,875  1.6  % 25.4  %
NOW 90,205  84,736  105,090  6.5  (14.2)
Money Market 1,007,844  897,387  899,413  12.3  12.1 
Savings 97,418  95,242  90,220  2.3  8.0 
Time 1,230,362  1,282,642  1,370,972  (4.1) (10.3)
Total Deposits $ 2,829,481  $ 2,757,415  $ 2,787,570  2.6  % 1.5  %
Shareholders’ equity totaled $301.5 million as of December 31, 2025, an increase of $31.0 million compared to December 31, 2024, primarily a result of year to date net income of $35.2 million. The increase was partially offset by dividends paid of $6.3 million.
As of December 31, 2025, the Bank's regulatory capital ratios were all above 'well capitalized' values, with total risk-based capital, common-equity tier 1 capital and leverage ratios at 12.94%, 11.87%, and 10.55%, respectively.
6


We recommend reading this earnings release in conjunction with the Fourth Quarter 2025 Investor Presentation, located at https://investor.mybankwell.com/events-and-presentations/ and included as an exhibit to our January 29, 2026 Current Report on Form 8-K.
Conference Call
Bankwell will host a conference call to discuss the Company’s financial results and business outlook on January 29, 2026, at 11:00 a.m. E.T. The call will be accessible by telephone and webcast using https://investor.mybankwell.com/events-and-presentations/. A supplementary slide presentation will be posted to the website prior to the event, and a replay will be available for 12 months following the event.

About Bankwell Financial Group

Bankwell Financial Group, Inc. is the holding company for Bankwell Bank ("Bankwell"), a full-service commercial bank headquartered in New Canaan, CT. Bankwell offers its customers unmatched accessibility, expertise, and responsiveness through a range of commercial financing products including working capital lines of credit, SBA loans, acquisition loans, and commercial mortgages as well as treasury management and deposit services.
For more information about this press release, interested parties may contact Christopher R. Gruseke, Chief Executive Officer or Courtney E. Sacchetti, Executive Vice President and Chief Financial Officer of Bankwell Financial Group at (203) 652-0166 or at ir@mybankwell.com.
For more information, visit www.mybankwell.com.
This press release may contain certain forward-looking statements about the Company. Forward-looking statements include statements regarding anticipated future events and can be identified by the fact that they do not relate strictly to historical or current facts. They often include words such as “believe,” “expect,” “anticipate,” “estimate,” and “intend” or future or conditional verbs such as “will,” “would,” “should,” “could,” or “may.” Forward-looking statements, by their nature, are subject to risks and uncertainties. Certain factors that could cause actual results to differ materially from expected results include increased competitive pressures, changes in the interest rate environment, general economic conditions or conditions within the banking industry or securities markets, and legislative and regulatory changes that could adversely affect the business in which the Company and its subsidiaries are engaged.

Non-GAAP Financial Measures
In addition to evaluating the Company's financial performance in accordance with U.S. generally accepted accounting principles ("GAAP"), management may evaluate certain non-GAAP financial measures, such as the efficiency ratio. A computation and reconciliation of certain non-GAAP financial measures used for these purposes is contained in the accompanying Reconciliation of GAAP to Non-GAAP Measures tables. We believe that providing certain non-GAAP financial measures provides investors with information useful in understanding our financial performance, our performance trends and financial position. For example, the Company believes that the efficiency ratio is useful in the assessment of financial performance, including noninterest expense control. The Company believes that tangible common equity, tangible assets, tangible common equity to tangible assets, tangible common shareholders' equity, fully diluted tangible book value per common share, operating revenue, efficiency ratio, noninterest expense to average assets, average tangible common equity, annualized return on average tangible shareholders' equity, return on average assets, operating basis return on average assets, return on average shareholders' equity, operating basis return on average tangible shareholders' equity, pre-tax, pre-provision net revenue, net interest margin, net loan charge-offs as a percentage of average loans, pre-tax, pre-provision net revenue on average assets, adjusted average equity, operating basis diluted earnings per share, operating net income, and the dividend payout ratio are useful to evaluate the relative strength of the Company's performance and capital position. We utilize these measures for internal planning and forecasting purposes. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures and results, and we strongly encourage investors to review our consolidated financial statements in their entirety and not to rely on any single financial measure. See "Reconciliation of GAAP to Non-GAAP Measures (unaudited)".
7


BANKWELL FINANCIAL GROUP, INC.
CONSOLIDATED BALANCE SHEETS (unaudited)
(Dollars in thousands)
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
December 31,
2024
ASSETS
Cash and due from banks $ 214,567  $ 289,628  $ 313,998  $ 292,006  $ 293,552 
Federal funds sold 10,354  5,732  8,466  12,922  13,972 
Cash and cash equivalents 224,921  295,360  322,464  304,928  307,524 
Investment securities
Marketable equity securities, at fair value 2,248  2,223  2,188  2,164  2,118 
Available for sale investment securities, at fair value 160,409  96,473  103,930  97,321  107,428 
Held to maturity investment securities, at amortized cost 29,465  29,538  36,434  36,478  36,553 
Total investment securities 192,122  128,234  142,552  135,963  146,099 
Loans receivable (net of ACL-Loans of $30,705, $29,984, $29,256, $29,485, and $29,007, at December 31, 2025, September 30, 2025, June 30, 2025, March 31, 2025, and December 31, 2024, respectively) 2,804,441  2,684,016  2,635,742  2,611,495  2,672,959 
Accrued interest receivable 16,143  15,633  14,741  15,409  14,535 
Federal Home Loan Bank stock, at cost 6,207  4,951  5,051  3,583  5,655 
Premises and equipment, net 21,582  22,387  23,020  22,978  23,856 
Bank-owned life insurance 54,207  53,846  53,488  53,136  52,791 
Goodwill 2,589  2,589  2,589  2,589  2,589 
Deferred income taxes, net 11,356  9,027  9,684  9,551  9,742 
Other real estate owned —  1,284  1,284  —  8,299 
Other assets 26,291  26,636  25,978  24,261  24,427 
Total assets $ 3,359,859  $ 3,243,963  $ 3,236,593  $ 3,183,893  $ 3,268,476 
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities
Deposits
Noninterest bearing deposits $ 403,652  $ 397,408  $ 397,195  $ 349,525  $ 321,875 
Interest bearing deposits 2,425,829  2,360,007  2,362,086  2,400,920  2,465,695 
Total deposits 2,829,481  2,757,415  2,759,281  2,750,445  2,787,570 
Advances from the Federal Home Loan Bank 110,000  75,000  75,000  40,000  90,000 
Subordinated debentures 69,697  69,636  69,574  69,513  69,451 
Accrued expenses and other liabilities 49,192  49,121  49,448  48,721  50,935 
Total liabilities 3,058,370  2,951,172  2,953,303  2,908,679  2,997,956 
Shareholders’ equity
Common stock, no par value 120,118  119,353  118,698  118,439  119,108 
Retained earnings 181,587  174,008  165,495  157,971  152,656 
Accumulated other comprehensive (loss) (216) (570) (903) (1,196) (1,244)
Total shareholders’ equity 301,489  292,791  283,290  275,214  270,520 
Total liabilities and shareholders’ equity $ 3,359,859  $ 3,243,963  $ 3,236,593  $ 3,183,893  $ 3,268,476 
8


BANKWELL FINANCIAL GROUP, INC.
CONSOLIDATED STATEMENTS OF INCOME (unaudited)
(Dollars in thousands, except share data)
For the Quarter Ended For the Year Ended
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
December 31,
2024
December 31,
2025
December 31,
2024
Interest and dividend income
Interest and fees on loans $ 46,739  $ 46,328  $ 44,128  $ 43,475  $ 42,851  $ 180,670  $ 172,832 
Interest and dividends on securities 1,834  1,410  1,478  1,445  1,482  6,167  5,192 
Interest on cash and cash equivalents 2,037  2,853  3,043  3,557  3,510  11,490  13,970 
Total interest and dividend income 50,610  50,591  48,649  48,477  47,843  198,327  191,994 
Interest expense
Interest expense on deposits 22,388  22,585  23,083  24,772  25,640  92,828  101,258 
Interest expense on borrowings 1,276  2,019  1,630  1,639  2,004  6,564  7,454 
Total interest expense 23,664  24,604  24,713  26,411  27,644  99,392  108,712 
Net interest income 26,946  25,987  23,936  22,066  20,199  98,935  83,282 
Provision (credit) for credit losses 616  372  (411) 463  4,458  1,040  22,620 
Net interest income after provision (credit) for credit losses 26,330  25,615  24,347  21,603  15,741  97,895  60,662 
Noninterest income
Bank owned life insurance 361  359  352  344  348  1,416  1,356 
Service charges and fees 771  779  674  602  589  2,826  1,963 
Gains and fees from sales of loans 2,184  1,372  1,080  442  24  5,078  523 
Other 60  (15) (94) 117  68  (124)
Total noninterest income 3,376  2,495  2,012  1,505  964  9,388  3,718 
Noninterest expense
Salaries and employee benefits 7,717  7,995  7,521  7,052  5,056  30,285  23,746 
Occupancy and equipment 2,575  2,469  2,505  2,575  2,600  10,124  9,494 
Professional services 1,415  1,412  1,632  1,529  1,286  5,988  4,482 
Data processing 877  633  712  885  905  3,107  3,251 
Director fees 337  333  333  348  342  1,351  1,840 
FDIC insurance 612  610  684  779  862  2,685  3,350 
Marketing 108  140  218  142  175  608  452 
Other 1,829  1,039  941  831  1,418  4,640  4,436 
Total noninterest expense 15,470  14,631  14,546  14,141  12,644  58,788  51,051 
Income before income tax expense 14,236  13,479  11,813  8,967  4,061  48,495  13,329 
Income tax expense 5,092  3,401  2,725  2,079  1,098  13,297  3,559 
Net income $ 9,144  $ 10,078  $ 9,088  $ 6,888  $ 2,963  $ 35,198  $ 9,770 
Earnings Per Common Share:
Basic $ 1.16  $ 1.28  $ 1.16  $ 0.88  $ 0.37  $ 4.49  $ 1.24 
Diluted $ 1.15  $ 1.27  $ 1.15  $ 0.87  $ 0.37  $ 4.45  $ 1.23 
Weighted Average Common Shares Outstanding:
Basic 7,776,740  7,774,887  7,777,469  7,670,224  7,713,970  7,750,191  7,710,076 
Diluted 7,858,047  7,844,785  7,819,829  7,740,521  7,727,412  7,826,280  7,737,952 
Dividends per common share $ 0.20  $ 0.20  $ 0.20  $ 0.20  $ 0.20  $ 0.80  $ 0.80 

9


BANKWELL FINANCIAL GROUP, INC.
RECONCILIATION OF GAAP TO NON-GAAP MEASURES (unaudited)
(Dollars in thousands, except share data)
As of
Computation of Tangible Common Equity to Tangible Assets December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
December 31,
2024
Total Equity $ 301,489  $ 292,791  $ 283,290  $ 275,214  $ 270,520 
Less:
Goodwill 2,589  2,589  2,589  2,589  2,589 
Other intangibles —  —  —  —  — 
Tangible Common Equity $ 298,900  $ 290,202  $ 280,701  $ 272,625  $ 267,931 
Total Assets $ 3,359,859  $ 3,243,963  $ 3,236,593  $ 3,183,893  $ 3,268,476 
Less:
Goodwill 2,589  2,589  2,589  2,589  2,589 
Other intangibles —  —  —  —  — 
Tangible Assets $ 3,357,270  $ 3,241,374  $ 3,234,004  $ 3,181,304  $ 3,265,887 
Tangible Common Equity to Tangible Assets 8.90  % 8.95  % 8.68  % 8.57  % 8.20  %
As of
Computation of Fully Diluted Tangible Book Value per Common Share December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
December 31,
2024
Total shareholders' equity $ 301,489  $ 292,791  $ 283,290  $ 275,214  $ 270,520 
Less:
Preferred stock —  —  —  —  — 
Common shareholders' equity $ 301,489  $ 292,791  $ 283,290  $ 275,214  $ 270,520 
Less:
Goodwill 2,589  2,589  2,589  2,589  2,589 
Other intangibles —  —  —  —  — 
Tangible common shareholders' equity $ 298,900  $ 290,202  $ 280,701  $ 272,625  $ 267,931 
Common shares issued and outstanding 7,899,943  7,877,443  7,873,387  7,888,013  7,859,873 
Fully Diluted Tangible Book Value per Common Share $ 37.84  $ 36.84  $ 35.65  $ 34.56  $ 34.09 


10


BANKWELL FINANCIAL GROUP, INC.
RECONCILIATION OF GAAP TO NON-GAAP MEASURES (unaudited)
(Dollars in thousands, except share data)


Computation of Operating Basis Diluted EPS, Operating Basis Return on Average Assets, Operating Basis Return on Average Equity For the Quarter Ended
(Dollars in thousands) December 31,
2025
Net Income $ 9,144 
Income tax expenses related to a Return-to-provision true-up 855 
Updates to the reserve for uncertain tax positions methodology change and state-level presence 692 
Operating Net Income $ 10,691 
Weighted Average Common Shares Outstanding:
Diluted 7,858,047 
Operating Diluted EPS $ 1.36 
Average Assets $ 3,277,608 
Operating Basis Return on Average Assets 1.29  %
Adjusted Average Tangible Equity $ 296,140 
Operating Basis Return on Average Tangible Shareholders' Equity 14.32  %
11



BANKWELL FINANCIAL GROUP, INC.
EARNINGS PER SHARE ("EPS") (unaudited)
(Dollars in thousands, except share data)
For the Quarter Ended December 31,
For the Year Ended December 31,
2025 2024 2025 2024
(In thousands, except per share data)
Net income
$ 9,144  $ 2,963  $ 35,198  $ 9,770 
Dividends to participating securities(1)
27  (38) 106  (156)
Undistributed earnings allocated to participating securities(1)
(127) (34) (514) (87)
Net income for earnings per share calculation
9,044  2,891  34,790  9,527 
Weighted average shares outstanding, basic
7,776,740  7,713,970  7,750,191  7,710,076 
Effect of dilutive equity-based awards(2)
81,307  13,442  76,089  27,876 
Weighted average shares outstanding, diluted
7,858,047  7,727,412  7,826,280  7,737,952 
Net earnings per common share:
Basic earnings per common share
$ 1.16  $ 0.37  $ 4.49  $ 1.24 
Diluted earnings per common share
$ 1.15  $ 0.37  $ 4.45  $ 1.23 
(1) Represents dividends paid and undistributed earnings allocated to unvested stock-based awards that contain non-forfeitable rights to dividends.
(2) Represents the effect of the assumed exercise of stock options and the vesting of restricted shares, as applicable, utilizing the treasury stock method.
12


BANKWELL FINANCIAL GROUP, INC.
NET INTEREST MARGIN ANALYSIS ON A FULLY TAX EQUIVALENT BASIS - QTD (unaudited)
(Dollars in thousands)
For the Quarter Ended
December 31, 2025 December 31, 2024
Average
Balance
Interest
Yield/
Rate (4)
Average
Balance
Interest
Yield/
Rate (4)
Assets:
Cash and Fed funds sold $ 233,348  $ 2,037  3.46  % $ 313,777  $ 3,510  4.45  %
Securities(1)
185,111  1,834  3.96  151,300  1,506  3.98 
Loans:
Commercial real estate 1,904,755  30,454  6.26  1,896,551  28,222  5.82 
Residential real estate 33,675  485  5.76  44,329  753  6.79 
Construction 181,202  3,468  7.49  171,244  3,281  7.50 
Commercial business 578,924  11,364  7.68  505,655  9,911  7.67 
Consumer 63,762  968  6.02  43,315  684  6.29 
Total loans 2,762,318  46,739  6.63  2,661,094  42,851  6.30 
Federal Home Loan Bank stock 3,453  113  12.93  5,655  119  8.36 
Total earning assets 3,184,230  $ 50,723  6.23  % 3,131,826  $ 47,986  6.00  %
Other assets 93,378  94,781 
Total assets $ 3,277,608  $ 3,226,607 
Liabilities and shareholders' equity:
Interest bearing liabilities:
NOW $ 95,035  $ 62  0.26  % $ 90,497  $ 42  0.18  %
Money market 957,209  8,571  3.55  855,522  8,472  3.94 
Savings 96,566  703  2.89  88,956  692  3.10 
Time 1,263,108  13,052  4.10  1,385,264  16,434  4.72 
Total interest bearing deposits 2,411,918  22,388  3.68  2,420,239  25,640  4.21 
Borrowed Money 110,961  1,275  4.56  159,416  2,004  5.00 
Total interest bearing liabilities 2,522,879  $ 23,663  3.72  % 2,579,655  $ 27,644  4.27  %
Noninterest bearing deposits 404,600  322,135 
Other liabilities 52,812  54,013 
Total liabilities 2,980,291  2,955,803 
Shareholders' equity 297,317  270,804 
Total liabilities and shareholders' equity $ 3,277,608  $ 3,226,607 
Net interest income(2)
$ 27,060  $ 20,342 
Interest rate spread 2.51  % 1.73  %
Net Interest Margin(3)
3.40  % 2.60  %
(1)Average balances and yields for securities are based on amortized cost.
(2)The adjustment for securities and loans taxable equivalency amounted to $114 thousand and $143 thousand for the quarters ended December 31, 2025 and 2024, respectively.
(3)Annualized net interest income as a percentage of earning assets.
(4)Yields are calculated using the contractual day count convention for each respective product type.


13


BANKWELL FINANCIAL GROUP, INC.
NET INTEREST MARGIN ANALYSIS ON A FULLY TAX EQUIVALENT BASIS - YTD (unaudited)
(Dollars in thousands)
For the Year Ended
December 31, 2025 December 31, 2024
Average
Balance
Interest
Yield/
Rate (4)
Average
Balance
Interest
Yield/
Rate (4)
Assets:
Cash and Fed funds sold $ 288,987  $ 11,490  3.98  % $ 283,353  $ 13,970  4.93  %
Securities(1)
157,033  6,309  4.02  142,744  5,098  3.57 
Loans:
Commercial real estate 1,849,502  115,827  6.18  1,905,973  112,804  5.82 
Residential real estate 36,788  2,223  6.04  47,767  2,978  6.23 
Construction 182,440  14,322  7.74  162,180  12,197  7.40 
Commercial business 554,862  44,205  7.86  514,800  42,006  8.03 
Consumer 70,186  4,092  5.83  41,869  2,847  6.80 
Total loans 2,693,778  180,669  6.62  2,672,589  172,832  6.36 
Federal Home Loan Bank stock 5,000  398  7.95  5,666  477  8.41 
Total earning assets 3,144,798  $ 198,866  6.24  % 3,104,352  $ 192,377  6.09  %
Other assets 92,684  92,885 
Total assets $ 3,237,482  $ 3,197,237 
Liabilities and shareholders' equity:
Interest bearing liabilities:
NOW $ 100,341  $ 374  0.37  % $ 96,091  $ 175  0.18  %
Money market 908,304  34,149  3.76  851,283  34,767  4.08 
Savings 92,637  2,728  2.95  90,587  2,785  3.07 
Time 1,291,785  55,577  4.30  1,335,680  63,531  4.76 
Total interest bearing deposits 2,393,067  92,828  3.88  2,373,641  101,258  4.27 
Borrowed Money 138,305  6,564  4.75  159,320  7,454  4.68 
Total interest bearing liabilities 2,531,372  $ 99,392  3.93  % 2,532,961  $ 108,712  4.29  %
Noninterest bearing deposits 368,777  332,611 
Other liabilities 51,722  60,464 
Total liabilities 2,951,871  2,926,036 
Shareholders' equity 285,611  271,201 
Total liabilities and shareholders' equity $ 3,237,482  $ 3,197,237 
Net interest income(2)
$ 99,474  $ 83,665 
Interest rate spread 2.31  % 1.80  %
Net Interest Margin(3)
3.16  % 2.70  %
(1)Average balances and yields for securities are based on amortized cost.
(2)The adjustment for securities and loans taxable equivalency amounted to $539 thousand and $383 thousand for the year ended December 31, 2025 and 2024, respectively.
(3)Annualized net interest income as a percentage of earning assets.
(4)Yields are calculated using the contractual day count convention for each respective product type.
14
EX-99.2 3 a4q2025bwfginvestorprese.htm EX-99.2 a4q2025bwfginvestorprese
January 29, 2026 Fourth Quarter 2025 BWFG Investor Presentation


 
Forward Looking Statement Important note regarding forward-looking statements: Statements made in this presentation which are not purely historical are forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995. This includes any statements regarding management’s plans, objectives, or goals for future operations, products or services, and forecasts of its revenues, earnings, or other measures of performance. Such forward-looking statements may be identified by the use of words such as “believe,” “expect,” “anticipate,” “plan,” “estimate,” “should,” “intend,” "target,” “outlook,” “project,” “guidance,” “forecast,” or similar expressions. Forward-looking statements are based on current management expectations and, by their nature, are subject to risks and uncertainties. Actual results may differ materially from those contained in the forward-looking statements. Factors which may cause actual results to differ materially from those contained in such forward-looking statements include those identified in the Company’s most recent Form 10-K and subsequent Form 10-Qs and other SEC filings, and such factors are incorporated herein by reference. Trademarks: All trademarks, service marks, and trade names referenced in this material are official trademarks and the property of their respective owners. Presentation: Within the charts and tables presented, certain segments, columns and rows may not sum to totals shown due to rounding. Non-GAAP Measures: This presentation includes certain non-GAAP financial measures. These non-GAAP measures are provided in addition to, and not as substitutes for, measures of our financial performance determined in accordance with GAAP. Our calculation of these non-GAAP measures may not be comparable to similarly titled measures of other companies due to potential differences between companies in the method of calculation. As a result, the use of these non-GAAP measures has limitations and should not be considered superior to, in isolation from, or as a substitute for, related GAAP measures. Reconciliations of these non-GAAP financial measures to the most directly comparable GAAP financial measures can be found at the end of this presentation. 2 2


 
Fourth Quarter 2025 Highlights 3 1.80% PPNR1 Return on Average Assets; + 10 bp growth to LQ; 1.11% Return on Average Assets, or 1.29%1 on an operating basis Non-interest income growth of $0.9 million to LQ driven by $2.2 million gains realized on SBA Loan sales $122 million net loan growth on $240 million of funded originations, bringing annual loan growth to 5.0% Average low cost deposits2 increased $22 million to LQ; Total deposit cost of 3.15%, down 15 bp to LQ 3.40% reported Net Interest Margin, +6 bps LQ expansion on reduced deposit costs 0.49% NPAs / Total Assets ratio; NPA balance declined $1.9 million to LQ 1 A non-GAAP metric. See the Appendix and BWFG’s 4Q25 Earnings Release, “Non-GAAP Financial Measures” section for additional detail 2 Low cost deposits include non-interest bearing deposits as well as NOW accounts with deposit rates 50 basis points or less


 
Fourth Quarter Financial Summary 4 EPS PPNR Loans Deposits Capital • PPNR1 of $14.9 million, or $1.89 per share, increased 7.2% LQ • Net interest income of $26.9 million benefitted from 15 bps LQ deposit cost reduction • Non-interest income rose 35% LQ driven by $2.2 million of SBA sales gains in the quarter • Loan balances increased $122 million LQ, on ~$240 million funded originations, including $24 million SBA loans • Provision for credit losses of $0.6 million, with $40 thousand of net recoveries • Deposit costs of 3.15% improved 15 bps LQ; December 2025 ‘exit’ rate of 3.08% • $22 million growth in average low cost deposits to LQ; $86 million from PYQ • Reduced brokered deposits $50 million to LQ; $146 million reduction year-to-date • Loan to deposit ratio remains stable at 99.6% • Tangible book value of $37.84, up $1.00 versus LQ and up $3.75 versus PYQ • Reported Return on average tangible common equity of 12.31%, or 14.32%1 on an operating basis • Consolidated CET1 ratio of 10.23%2; Bank Total Capital ratio of 12.94%2 1 A non-GAAP metric. See the Appendix and BWFG’s 4Q25 Earnings Release, “Non-GAAP Financial Measures” section for additional detail 2 Estimates, pending FRY9C & FDIC call report filings. • Fully diluted EPS of $1.15, or $1.361 on an operating basis • Reported earnings include $1.5 million one-time adjustment to the income tax provision associated with various states’ tax filings and changes in estimated tax positions as it relates to the Company’s expanded state-level footprint • Operating performance driven by improving net interest margin and increased non- interest income


 
Fourth Quarter 2025 Reported Results 5 Bankwell Financial Group, Inc. ($ in millions, except per share data) Q4 2025 Q3 2025 Q2 2025 Q1 2025 Q4 2024 Q3 2024 Q2 2024 Q1 2024 Q4 2023 Net Interest Income $26.9 $ 26.0 $ 23.9 $ 22.1 $ 20.2 $ 20.7 $ 21.2 $ 21.1 $ 22.2 Provision (Credit) for Credit Losses 0.6 0.4 (0.4) 0.5 4.5 6.3 8.2 3.7 (1.0) Total Noninterest Income 3.4 2.5 2.0 1.5 1.0 1.2 0.7 0.9 1.1 Total Revenue 30.3 28.5 25.9 23.6 21.2 21.9 21.9 22.1 23.4 Total Noninterest Expenses 15.5 14.6 14.5 14.1 12.6 12.9 12.2 13.3 12.9 Income before Taxes 14.2 13.5 11.8 9.0 4.1 2.7 1.5 5.1 11.5 Net Income 9.1 10.1 9.1 6.9 3.0 1.9 1.1 3.8 8.5 Diluted Earnings Per Share 1.15 1.27 1.15 0.87 0.37 0.24 0.14 0.48 1.09 Total Assets 3,359.9 3,244.0 3,236.6 3,183.9 3,268.6 3,161.1 3,141.7 3,155.3 3,215.5 Gross Loans Receivable (ex. HFS) 2,835.1 2,714.0 2,665.0 2,641.0 2,702.0 2,619.3 2,652.8 2,674.7 2,713.2 Allowance for Credit Losses on Loans & Leases (30.7) (30.0) (29.3) (29.5) (29.0) (27.8) (36.1) (28.0) (27.9) All Other Assets 555.4 559.9 600.9 572.4 595.5 569.5 525.0 508.6 530.2 Total Liabilities 3,058.4 2,951.2 2,953.3 2,908.7 2,998.0 2,893.2 2,874.7 2,887.2 2,949.7 Total Deposits 2,829.5 2,757.4 2,759.3 2,750.4 2,787.6 2,688.2 2,662.4 2,673.5 2,736.8 Borrowings 179.7 144.6 144.6 109.5 159.5 159.4 159.3 159.3 159.2 Other Liabilities 49.2 49.1 49.4 48.7 50.9 45.6 53.0 54.5 53.8 Total Shareholders’ Equity 301.5 292.8 283.3 275.2 270.5 267.9 267.0 268.0 265.8 Net Interest Margin 3.40% 3.34% 3.10% 2.81% 2.60% 2.72% 2.75% 2.71% 2.81% PPNR ROAA1 1.80% 1.70% 1.43% 1.18% 1.05% 1.13% 1.22% 1.10% 1.27% Effective Tax Rate 36%2 25% 23% 23% 27% 29% 24% 26% 26% Noninterest Expense to Average Assets 1.87% 1.80% 1.83% 1.76% 1.56% 1.62% 1.55% 1.66% 1.56% 1 A non-GAAP metric. See the Appendix and BWFG’s 4Q25 Earnings Release, “Non-GAAP Financial Measures” section for additional detail 2 Includes $1.5 million one-time adjustment to income tax provision, See the Appendix and BWFG’s 4Q25 Earnings Release, “Non-GAAP Financial Measures” section for additional detail


 
Maintaining Our Strong Balance Sheet 6 Unencumbered Securities Unencumbered Cash Borrowing Capacity1 1 Bank lines, including FHLB & FRB 2 Estimates, pending FRY9C & FDIC call report filings • $1,996 million total insured deposits includes: ‒ $1,918 million FDIC-insured deposits ‒ $79 million deposits secured by FHLB LOCs (municipal deposits) • 11.6% Primary Liquidity on balance sheet • Stable insured deposit base • 8.90% TCE ratio • Additional 4Q25 ratios: ‒ 344% CRE Concentration Ratio ‒ 49% Construction Concentration Ratio • Approximately 205,000 shares remaining available for repurchase under current plan Abundant Excess Liquidity Building Excess Capital Minimum + buffer Well Above Capital Minimums 2 Dollars in millions $1,232 $226 $164 $1,622 $833 Liquidity Uninsured Deposits 1.9X Liquidity Coverage 11.87% 12.94% 10.55%10.23% 13.70% 9.10% CET1 / RWA TRBC / RWA Leverage Bank Consolidated


 
Strong Loan Originations 7 • 2025 funded originations exceed the prior two years’ total originations • December 31, 2025 ending loan balance of $2,840 up $134 million from year-end 2024, representing 5% growth • Payoffs in the fourth quarter were ~$46 million lower than the prior quarter 4Q 1Q-3Q Payoffs $240 $308 $603 Dollars in millions $222 $176 $518$69 $152 $240 $291 $328 $758 2023 2024 2025 New Originations Funding


 
$2,329 $2,360 $2,266 $2,237 $2,318 $413 $434 $458 $477 $499 $2,742 $2,793 $2,724 $2,714 $2,817 0.02 0.025 0.03 0.035 0.04 0.045 0.05 0.055 $200 $700 $1,200 $1,700 $2,200 $2,700 4Q24 1Q25 2Q25 3Q25 4Q25 Quarterly Averages Interest Bearing Deposits Low Cost Deposits • Average low cost deposits grew 5% sequentially and achieved 21% growth compared to the same quarter last year • Since 4Q24, Bankwell has retired $146 million in brokered deposits and lowered deposit costs by 57 basis points Favorable Deposit Trends Dollars in millions 8 Low cost deposits include non-interest bearing deposits as well as NOW accounts with deposit rates 50 basis points or less


 
Deposit Pricing Performance Recent Deposit Betas NIM Total Deposit Cost IB Deposit Cost Funding Cost & NIM Trends 4.21% 4.08% 3.90% 3.84% 3.68%3.72% 3.60% 3.40% 3.30% 3.15% 2.60% 2.81% 3.10% 3.34% 3.40% -0.05% 0.45% 0.95% 1.45% 1.95% 2.45% 2.95% 3.45% 4Q24 1Q25 2Q25 3Q25 4Q25 9 73% 45% 65% 48% Rising Rate 4Q21-3Q24 Falling Rate 3Q24-4Q25 Interest Bearing Deposits Total Deposits • 4Q25 Total Deposit cost of 3.15% down 15 basis points from prior quarter’s 3.30% • The decrease in deposit costs was driven primarily by a 69 basis point favorable repricing of $1.2 billion in time deposits throughout 2025 • Bankwell’s actions in response to the Fed’s 75 basis points of rate cuts since September included: ‒ 25 basis point reduction to standard rates on non-maturity products (~$330 million) ‒ 50 basis point reduction to offered time deposit rates ‒ 75 basis point reduction on ~$250 million indexed to Fed Funds ‒ 20 basis point average reduction on ‘relationship’ pricing (~$350 million) • December 2025 deposit ‘exit rate’ of 3.08%


 
Balance Sheet Repricing 10 Maturity Quarter Balance Maturity Rates Current Rates V 1Q26 $351 4.19% 3.78% -0.41% 2Q26 $400 4.11% 3.77% -0.34% 3Q26 $228 4.16% 3.78% -0.38% 4Q26 $221 3.91% 3.79% -0.12% Total $1,200 4.11% 3.79% -0.32% Dollars in millions Time Deposit Maturities Deposits • In 2025, repriced ~$1.2 billion of time deposits 69 basis points lower; annualized benefit of ~$8.2 million • $1.2 billion time deposits maturing in the next 12 months; current pricing indicates ~32 basis point favorability; annualized benefit of ~$3.8 million, or ~12 basis points of NIM • $1.1 billion interest bearing non-maturity deposits Loans • In 2025, new loan rates average 7.29%1 on ~$0.8 billion funded, replacing ~$0.7 billion runoff at average rate of ~6.50% • $1.1 billion floating rate loans; additional $0.2 billion to reprice in the next 12 months • ~$0.5 billion fixed-rate loans maturing at an average rate of ~6.10% in the next 12 months Loan Repricing Time Horizon 1 New loan rates are the ‘spot’ values as of December 31st, 2025 Fixed 55% ≤ 3 Months 39% 3 - 12 months 2%> 12 Months 5%


 
$1,046 $1,224 $1,228 $1,175 $1,129 $310 $697 $720 $724 $802$351 $522 $501 $516 $647 $98 $155 $183 $174 $154 $89 $77 $87 $118 $108 $1,895 $2,675 $2,719 $2,706 454% 425% 397% 375% 344% 300% 320% 340% 360% 380% 400% 420% 440% 460% 480% - 500 1,000 1,500 2,000 2,500 4Q21 4Q22 4Q23 4Q24 4Q25 Loan Balances CRE Investor CRE Owner Occupied C&I Construction Residential / Other CRE Concentration 11 Expanding Loan Diversity $2,840 Dollars in millions


 
$29.0 $29.5 $29.3 $30.0 $30.7 1.07% 1.11% 1.10% 1.10% 1.08% 0.00% 0.50% 1.00% 1.50% 2.00% 2.50% $10 $15 $20 $25 $30 4Q24 1Q25 2Q25 3Q25 4Q25 Allowance for Credit Losses (ACL) Allowance for credit losses ACL / Loans Dollars in millions $3.0 $0.1 ($0.1) ($0.3) ($0.0) 4Q24 1Q25 2Q25 3Q25 4Q25 Net Charge Offs (Recoveries) 4Q24 1Q25 2Q25 3Q25 4Q25 Risk Rating Balance % Balance % Balance % Balance % Balance % 1-5 “Pass” $2,557 94.5% $2,453 92.8% $2,523 94.5% $2,609 96.0% $2,711 95.5% 6 “Special Mention” $93 3.4% $163 6.2% $120 4.5% $90 3.3% $801 2.8% 7 “Substandard” $54 2.0% $27 1.0% $26 1.0% $19 0.7% $482 1.7% 8 “Doubtful” $1 0.1% $1 0.1% $0 0.0% $0 0.0% $0 0.0% Total Gross Loans $2,706 $2,645 $2,669 $2,718 $2,840 Non-performing Loans $53.3 $26.4 $23.9 $17.0 $16.3 % of Total Loans 1.97% 1.00% 0.89% 0.62% 0.57% Non-performing Assets $61.6 $26.4 $25.2 $18.2 $16.3 % of Total Assets 1.88% 0.83% 0.78% 0.56% 0.49% 1 100% of Risk Rated 6 loans are current on payments, 99.3% are guaranteed by ultra-high net worth sponsors. 2 $32.2 million Risk Rated 7 loans are performing loans. 12 Credit Trends


 
Efficiency Gains Supported by Diversified Revenue Streams 13 56.4% 59.9% 56.1% 51.4% 50.8% 4.6% 6.4% 7.8% 8.8% 11.4% 0.00% 2.00% 4.00% 6.00% 8.00% 10.00% 12.00% 14.00% 16.00% 18.00% 20.00% 0.0% 10.0% 20.0% 30.0% 40.0% 50.0% 60.0% 70.0% 4Q24 1Q25 2Q25 3Q25 4Q25 Quarterly Trends Efficiency ratio Noninterest Income / Total Revenue • Revenue growth outpacing expense trends, generating positive operating leverage • Growth in noninterest income contributing to favorable efficiency ratio trend in 2025


 
Questions? 14


 
Appendix 15


 
Loan Portfolio Composition 16 Dollars in millions Total Loan Portfolio = $2,840 million • Favorable long-term trends in Investor CRE:Residential 1.2% C&I 22.8% CRE Owner Occupied 28.2% CRE Investor 39.8% Commercial Const. 5.4% Other 2.6% 55.2% 45.8% 45.2% 43.4% 39.8% 34.9% 45.5% 44.9% 45.8% 51.0% 4Q21 4Q22 4Q23 4Q24 4Q25 CRE Investor CRE O/O + C&I


 
5.45% Pre 2021 4.86% 2021 6.30% 2022 7.24% 2023 7.06% 2024 7.30% 2025 Favorable Loan Yield Growth Loan portfolio yields increased 211 bps since 2021 1 December 2025 Yield2 by Vintage 1 Weighted average yield based on active loans as of each date, an “exit" rate 2 Weighted average yield based on active loans as of 12-31-2025, an “exit" rate 81% of balances are 2021-2025 vintages Year Maturity Rate Reset Total Weighted Yield % Total Loans 2026 $544 $55 $600 5.93% 21% 2027 $333 $33 $366 5.22% 13% 2028 $168 $25 $192 6.33% 7% 2029+ $509 $66 $575 5.80% 20% Total $1,554 $179 $1,733 5.78% Loan Maturities & Contractual Repricing Excluding floating rate loans Dollars in millions 17 $1,895 $2,675 $2,719 $2,706 $2,840 4.30% 5.56% 5.99% 6.09% 6.41% 0.00% 1.00% 2.00% 3.00% 4.00% 5.00% 6.00% 7.00% - 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4Q21 4Q22 4Q23 4Q24 4Q25 Loan Balance Portfolio Loan Yield


 
Total CRE Portfolio = $1,931 million • 59% Non-Owner Occupied • 63% weighted average LTV2 • 73% of loan balances have recourse Loans Maturing or Repricing in 2026 – 2027: Property Type Investor Owner Occupied Total Residential Care $30 $191 $221 Retail $129 $4 $132 Office $94 $13 $108 Multifamily $86 -- $86 All Other $227 $28 $255 Total $567 $235 $802 Excluding floating rate loans 1 Includes Owner Occupied CRE, does not include Construction 2 LTVs based on original LTV values, at origination 18 Residential Care 41% Retail 15% MultiFamily 14% Office 8% Industrial Warehouse 7% Mixed Use 6% Medical Office 4% Other 3% Special Use 2% By Property Type CT 24% NY 23% NJ 4% FL 15% TX 6% OH 6% PA 5% All Oth 17% By Geography CRE Loan Portfolio1 Dollars in millions


 
Select CRE Sectors1 1Includes Owner Occupied CRE CRE Office : $163 million exposure 6% of total loan portfolio Geography • 44 loans with $3.7 million average balance • 63% located in Bankwell’s primary market • Out of primary market loans are generally either GSA-leased, credit tenants, or owner-occupied • Loans maturing or have a rate reset as follows: Year Balance Count 2026 $87 15 2027 $27 11 2028 $1 2 2029+ $47 16 Total $163 44 Dollars in millions CRE Multifamily : $268 million exposure 9% of total loan portfolio • 91 loans with $2.9 million average balance • 19% in New York City, remaining 81% in surrounding “Tri-State” & PA • $16 million has either rent control or rent stabilized units (0.6% of total loan portfolio); $9 million guaranteed by sponsor with $1+ billion net worth and $0.5+ billion liquidity Geography NYC Multifamily Balance Loan Count % Brooklyn $39.0 5 78.3% Manhattan $5.9 2 11.9% Queens $4.9 1 9.8% Total $49.8 8 100% 19 CT - Fairfield County $50.8 CT - New Haven County $94.7 CT - All Other $21.7 NY - NYC $49.8 NY - Rockland County $22.4 PA $21.3 NJ $7.0 CT - Fairfield County $52.1 CT - All Other $3.4 NY - Westchester County $10.0 NY - NYC $8.4 NJ $28.9 TX $28.1 MS $17.5 GA $12.5 FL $2.2


 
1 Does not Include Owner Occupied CRE C&I Loan Portfolio1 20 By Industry Type • 100% of C&I portfolio has recourse • 96% of Healthcare loans have recourse − Primarily consists of working capital lines secured by government accounts receivable • Insurance lending primarily to brokers of home and auto insurance Total C&I Portfolio = $645 million Health Care & Social Assistance 37% Insurance (Primarily Brokers) 20% Finance 15% Real Estate and Rental/Leasing 10% Other 8% Admin & Support, Waste Mgmt, Remediation Svcs 4% Retail Trade 2% Manufacturing 2% Arts, Entertainment & Recreation 2%


 
Healthcare Portfolio Composition CRE Skilled Nursing Facility By State 1 Includes Physicians and Social/Family Services 21 Combined Healthcare Dollars in millions FL 32% OH 14%NY 11% TX 9% AL 5% PA 4% NC 4% VA 3% All Other 19% $1,001 million combined Healthcare portfolio • Consists primarily of skilled nursing facilities located across the US • Healthcare lending team has more than 15 years of industry experience • High touch service model attracts desirable ultra-high net worth Healthcare borrowers • 100% of Skilled Nursing Lending has recourse • Focused on originating Healthcare loans in the most desirable states with: – Higher average occupancy – Low denial of payment rates for Medicaid – Strong senior demographic trends – Certificate of need programs Skilled Nursing Facilities 80% Assisted Living 8% Recovery 6% Other 6% 1


 
$1,774 $1,785 $2,083 $2,271 $1,027 $952 $705 $559 $2,801 $2,737 $2,788 $2,829 - $500 $1,000 $1,500 $2,000 $2,500 $3,000 4Q22 4Q23 4Q24 4Q25 Non-Brokered Brokered Reduced Reliance on Brokered Deposits Reduced Reliance on Brokered Deposits Dollars in millions Brokered deposit balances decreased $146 million in 2025 $468 million reduction from peak 22


 
Reconciliation of non-GAAP Metrics As of Computation of Fully Diluted Tangible Book Value per Common Share December 31, 2025 September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024 Total shareholders' equity $ 301,489 $ 292,791 $ 283,290 $ 275,214 $ 270,520 Less: Preferred stock -- -- -- -- -- Common shareholders' equity $ 301,489 $ 292,791 $ 283,290 $ 275,214 $ 270,520 Less: Goodwill 2,589 2,589 2,589 2,589 2,589 Other intangibles -- -- -- -- -- Tangible common shareholders' equity $ 298,900 $ 290,202 $ 280,701 $ 272,625 $ 267,931 Common shares issued and outstanding 7,899,943 7,877,443 7,873,387 7,888,013 7,859,873 Fully Diluted Tangible Book Value per Common Share $ 37.84 $ 36.84 $ 35.65 $ 34.56 $ 34.09 Dollars in thousands 23 As of Computation of Tangible Common Equity to Tangible Assets December 31, 2025 September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024 Total Equity $ 301,489 $ 292,791 $ 283,290 $ 275,214 $ 270,520 Less: Goodwill 2,589 2,589 2,589 2,589 2,589 Other intangibles -- -- -- -- -- Tangible Common Equity $ 298,900 $ 290,202 $ 280,701 $ 272,625 $ 267,931 Total Assets $ 3,359,859 $ 3,243,963 $ 3,236,593 $ 3,183,893 $ 3,268,476 Less: Goodwill 2,589 2,589 2,589 2,589 2,589 Other intangibles -- -- -- -- -- Tangible Assets $ 3,357,270 $ 3,241,374 $ 3,234,004 $ 3,181,304 $ 3,265,887 Tangible Common Equity to Tangible Assets 8.90 % 8.95 % 8.68 % 8.57 % 8.20 %


 
Reconciliation of non-GAAP Metrics For the Quarter Ended Pre Provision Net Revenue (PPNR) December 31, 2025 September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024 Net interest income $ 26,946 $ 25,987 $ 23,936 $ 22,066 $ 20,199 Total noninterest income 3,376 2,495 2,012 1,505 964 Total revenues 30,322 28,482 25,948 23,571 21,163 Less Total noninterest expense 15,470 14,631 14,546 14,141 12,644 PPNR $ 14,852 $ 13,851 $ 11,402 $ 9,430 $ 8,519 Dollars in thousands For the Quarter Ended Computation of Operating Basis Diluted EPS, Operating Basis Return on Average Assets, Operating Basis Return on Average Equity December 31, 2025 Net Income $ 9,144 Income tax expenses related to a Return-to-provision true-up 855 Updates to the reserve for uncertain tax positions methodology change and state-level presence 692 Operating Net Income $ 10,691 Weighted Average Common Shares Outstanding: Diluted 7,858,047 Operating Diluted EPS $ 1.36 Average Assets $ 3,277,608 Operating Basis Return on Average Assets 1.29 % Adjusted Average Tangible Equity $ 296,140 Operating Basis Return on Average Equity 14.32 % 24


 
Bankwell Financial Group (Nasdaq: BWFG) 25 $3.4B Total Assets $2.8B Loans $0.30B Equity $2.8B Deposits 54.1% Total Year Efficiency Ratio ~170 Employees 8.90% TCE Ratio 10.23% Consolidated CET1 Ratio C&I & CREOO 51% CRE Inv 40% All Other 9% Loans Core 69% Time > $250k 9% Brokered 22% Deposits 1 1 Estimate, pending FRY9C filing.