[Form 4] Enterprise Bancorp Inc. Insider Trading Activity

Rhea-AI Filing Summary

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

Director Carole A. Cowan reported the disposition of her entire 27,395.6835-share holding of EBTC common stock on 07/01/2025. The transaction was coded “D” because it was executed automatically at the closing of the previously announced merger between Enterprise Bancorp and Independent Bank Corp. Under the Merger Agreement, each EBTC share converted into (i) $2.00 cash and (ii) 0.60 shares of Independent common stock, with cash paid in lieu of fractional shares. The filing shows zero EBTC shares remaining in Cowan’s direct ownership, confirming that all unvested restricted shares vested and were included in the conversion.

The form contains no derivative securities activity and no subsequent EBTC ownership. The transaction reflects completion of the merger rather than discretionary trading, and therefore has limited standalone market impact beyond confirming the deal’s consummation.

Insights

Financial Analyst

TL;DR: Director’s Form 4 confirms merger close and full conversion of 27.4k EBTC shares into cash and INDB stock; neutral for valuation.

Context. This Form 4 is a mechanical disclosure triggered by the 07/01/2025 closing of the Enterprise-Independent merger. All outstanding EBTC shares, including restricted stock, converted per the agreed $2.00 cash + 0.60 INDB share ratio.

Implications. 1) Confirms the legal effectiveness of the merger and extinguishment of EBTC equity. 2) Indicates insiders no longer hold EBTC, eliminating potential future insider-sale overhang. 3) Provides a precise share count (27,395.6835) that converts to roughly 16,437 INDB shares plus ~$54.8k cash for this director—immaterial to INDB’s float.

Investor impact. Neutral. The economic terms were already disclosed in December 2024; this filing simply documents settlement for one insider. No new financial performance data or valuation-sensitive information is introduced.

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^*

COWAN CAROLE A

(Last) (First) (Middle)

C/O ENTERPRISE BANCORP

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		27,395.6835(1)(2)	D	(3)	0(4)	D

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. Includes 213.3436 shares acquired through dividend reinvestment plan on 9/3/24.

2. Includes 176.5880 shares acquired through dividend reinvestment on 12/2/2024.

3. 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).

4. 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 as attorney-in-fact for Carole A. Cowan	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.
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

What did Director Carole A. Cowan report in the EBTC Form 4?

She reported the automatic disposition of 27,395.6835 EBTC shares due to the merger with Independent Bank Corp.

What consideration did EBTC shareholders receive at closing?

Each share converted into $2.00 cash plus 0.60 shares of Independent Bank Corp. common stock.

Does the filing indicate any remaining EBTC ownership for the director?

No. After conversion, 0 EBTC shares remain in the director’s account.

Were any derivative securities involved in this Form 4?

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

Why did the restricted shares vest immediately?

The Merger Agreement stipulated that all unvested restricted stock would vest at the merger’s effective time.