Enterprise Bancorp Insider Filing Updates Director Holding & Dividend Stock

Rhea-AI Filing Summary

Enterprise Bancorp Inc. (EBTC) – Form 4/A overview

Director Gino J. Baroni reported the acquisition of 684 common shares on 01/21/2025 at an implied price of $29.24 per share. The shares were issued under the 2016 Stock Incentive Plan in lieu of cash compensation.

After the award, Baroni’s direct ownership increases to 19,660.8407 shares, while indirect holdings remain 40 shares held through an UTMA account. The amendment also incorporates 121.7364 shares from the 09/03/2024 dividend reinvestment and 103.2662 shares from the 12/02/2024 dividend reinvestment that were mistakenly omitted from the prior Form 4 filed on 01/23/2025.

No shares were sold and there were no derivative security transactions. The filing primarily updates ownership records and signals continued alignment between the director and other shareholders, though the acquisition is compensatory rather than an open-market purchase and therefore has limited market impact.

Positive

• Director increased direct holdings by 684 shares, bringing total direct ownership to 19,660.8407 shares and reinforcing alignment with shareholders.
• Form 4/A corrects earlier reporting omission, enhancing transparency and compliance with SEC disclosure requirements.

Negative

• None.

Insights

Financial Analyst

TL;DR: Small compensatory share award; negligible financial impact, mildly positive governance signal.

The 684-share issuance (~$20k) marginally lifts insider ownership but does not materially affect Enterprise Bancorp’s capital structure or valuation. Importantly, no sales occurred, and the amendment rectifies an earlier reporting error, underscoring transparency. Because the shares were awarded, not bought on the open market, the signalling value is weaker, so I view the net effect on investor sentiment as neutral to modestly positive.

Corporate Governance Expert

TL;DR: Amendment improves disclosure accuracy; neutral financial impact.

Correcting the prior omission demonstrates adherence to Section 16 reporting standards and reduces potential governance risk. While the added ownership aligns director and shareholder interests, the transaction’s scale is too small to influence control dynamics. Overall, the filing reflects good compliance practice without altering the strategic outlook.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BARONI GINO J

(Last) (First) (Middle)

C/O ENTERPRISE BANCORP, INC.

222 MERRIMACK STREET

(Street)

LOWELL MA 01852

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ENTERPRISE BANCORP INC /MA/ [ EBTC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/21/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
01/23/2025

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/21/2025		A		684(1)	A	$29.24	19,660.8407(2)(3)(4)	D
Common Stock								40	I	through UTMA

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares were issued in pursuant to the Enterprise Bancorp, Inc. 2016 Stock Incentive Plan in lieu of director cash compensation.

2. Includes 121.7364 shares acquired through dividend reinvestment on 9/3/24.

3. Includes 103.2662 shares acquired through dividend reinvestment on 12/2/24.

4. On January 23, 2025, the reporting person filed a Form 4 that inadvertently omitted shares acquired as a result of dividend reinvestment since the last reported transaction.

	/s/ Joseph R. Lussier as attorney-in-fact for Gino J. Baroni	06/26/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many EBTC shares did Director Gino J. Baroni acquire on 01/21/2025?

He acquired 684 common shares under the 2016 Stock Incentive Plan.

What is Gino J. Baroni’s total direct EBTC ownership after the filing?

His direct stake stands at 19,660.8407 shares.

Why was the Enterprise Bancorp Form 4 amended?

To add 225.0026 dividend-reinvestment shares that were inadvertently omitted from the 01/23/2025 filing.

Were any EBTC shares sold in this Form 4/A?

No, no sales were reported; only share acquisitions were disclosed.

Does the filing show any derivative security transactions?

No, the derivative securities table is blank, indicating none occurred.

What price per share was reported for the stock award?

The shares were valued at $29.24 each.