[Form 4] Enterprise Bancorp Inc. Insider Trading Activity

Rhea-AI Filing Summary

Enterprise Bancorp Inc. (EBTC) – Form 4 insider filing

Director Michael T. Putziger reported the automatic disposition of 208,701.8155 directly-held shares and 600.4119 shares held through a trust on 07/01/2025. The disposition was not an open-market sale; it reflects the closing of the merger between Enterprise Bancorp and Independent Bank Corp. Under the Agreement and Plan of Merger dated 12/08/2024, each EBTC share converted into $2.00 in cash plus 0.60 shares of Independent Bank Corp. (INDB) common stock, with cash paid for fractional shares. All previously unvested restricted stock vested at the effective time and was included in the conversion.

As a result, the reporting person now shows zero beneficial ownership of EBTC common stock. No derivative positions were listed. The filing is largely administrative, confirming consummation of the merger and the related share conversion rather than indicating discretionary trading activity.

Positive

• Confirms merger consummation: shareholders receive $2.00 cash plus 0.60 INDB shares per EBTC share, providing immediate liquidity and upside via INDB equity.

Negative

• EBTC equity effectively terminated: insider ownership now zero, signalling the end of Enterprise Bancorp’s standalone listing.

Insights

Financial Analyst

TL;DR: Insider shares converted in merger; no market sale—neutral for valuation.

This Form 4 documents the mechanical conversion of Mr. Putziger’s 209 k EBTC shares into the agreed merger consideration of $2 cash plus 0.60 INDB shares per EBTC share. Because the transaction was mandated by the December 2024 merger agreement, it does not signal a change in insider sentiment or fundamentals. The filing confirms that the merger has closed and that unvested restricted stock vested automatically. From a valuation standpoint, the economics were known when the merger was announced; therefore, today’s disclosure is administrative and neutral for both EBTC (which will cease trading) and INDB investors.

Corporate Governance Expert

TL;DR: Filing shows clean execution of merger and Section 16 compliance.

The report demonstrates proper compliance with Section 16 reporting requirements at the merger’s effective time. All shares—including newly vested restricted stock—were converted uniformly, eliminating any residual insider holdings in EBTC. No preferential treatment or side arrangements are disclosed. Governance impact is minimal: it merely finalizes the transition to Independent Bank Corp.’s share registry. The disclosure is routine and should not influence investor perception beyond confirming the merger’s completion.

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

X

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^*

PUTZIGER MICHAEL T

(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)
07/01/2025

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

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	07/01/2025		D		208,701.8155	D	(1)	0(2)	D
Common Stock	07/01/2025		D		600.4119	D	(1)	0	I	By Trust For Granddaughter

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. Pursuant to the Agreement and Plan of Merger, dated as of December 8, 2024 (the "Merger Agreement"), by and among Enterprise Bancorp, Inc. ("Enterprise"), Enterprise Bank and Trust Company, Independent Bank Corp. ("Independent") and Rockland Trust Company, each issued and outstanding share of Enterprise common stock was converted into the right to receive (i) $2.00 in cash and (ii) 0.60 shares of Independent common stock (subject to the payment of cash in lieu of fractional shares).

2. In accordance with the Merger Agreement, all unvested shares of restricted stock automatically vested in full at the Effective Time (as defined in the Merger Agreement) to the extent not previously forfeited, and was considered outstanding shares of Enterprise common entitled to receive the Merger Consideration (as defined in the Merger Agreement).

	/s/ Joseph R. Lussier attorney-in-fact for Michael T. Putziger	07/01/2025
	** 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.
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FAQ

What transaction did Michael T. Putziger report for EBTC on 07/01/2025?

He reported the automatic disposition of all EBTC shares due to the closing of the merger with Independent Bank Corp.

How many EBTC shares were converted in the Form 4 filing?

208,701.8155 shares held directly and 600.4119 shares held in a trust were converted.

What consideration did each EBTC share receive under the merger agreement?

Each share received $2.00 in cash plus 0.60 shares of Independent Bank Corp. (INDB) common stock.

Does the insider retain any EBTC shares after the transaction?

No. The filing shows zero beneficial ownership of EBTC shares after conversion.

Were any derivative securities involved in this filing?

No derivative positions were reported; only common stock was converted.