[Form 4] Enterprise Bancorp Inc. Insider Trading Activity

Rhea-AI Filing Summary

Perimeter Solutions, Inc. (PRM) – Form 4 insider transaction

Director W. Nicholas Howley reported a change in beneficial ownership effective 20 June 2025. The filing shows that 746,767 shares of common stock were acquired at no cost (Transaction Code J) through a pro rata distribution from EverArc Founders, LLC to its members. Following the distribution, Howley’s direct holdings stand at 1,352,967 PRM shares.

No derivative security activity was reported and there was no cash consideration involved in the transfer, indicating the transaction is non-dilutive to existing shareholders. The Form 4 was signed by attorney-in-fact Noriko Yokozuka on 24 June 2025.

Positive

• Director’s direct ownership increases to 1.35 million shares, improving perceived alignment with common shareholders.

Negative

• Shares were transferred, not bought; therefore, the transaction lacks the conviction signal that an open-market purchase would provide.

Insights

Equity Analyst

TL;DR: Director receives 746k PRM shares via founder distribution; raises direct stake to 1.35 m.

The Code J classification clarifies that the shares were transferred, not purchased, so no immediate cash signal or company-level capital movement occurs. Nevertheless, the shift puts a larger portion of equity directly in the hands of an active director, marginally enhancing management–shareholder alignment. Because the shares were already outstanding within EverArc Founders, aggregate float remains unchanged. Impact on valuation or liquidity is therefore limited, though investors may view the larger personal stake positively.

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

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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^*

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)
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		19,836.5367(1)(2)	D	(3)	0(4)	D
Common Stock	07/01/2025		D		40	D	(3)	0	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. Includes 82.881 shares acquired through dividend reinvestment on 3/3/2025.

2. Includes 92.815 shares acquired through dividend reinvestment on 6/2/2025.

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 Gino J. Baroni	07/01/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

How many PRM shares did director W. Nicholas Howley acquire on 20 June 2025?

746,767 common shares were transferred to him via a pro rata distribution.

What is the total PRM shareholding of the director after the transaction?

His direct beneficial ownership is 1,352,967 shares.

Was any cash paid for the shares reported in this Form 4?

No. The distribution carried a $0 transaction price (Code J transfer).

Does the transaction affect Perimeter Solutions’ share count?

No. The shares were already outstanding; ownership simply moved from EverArc Founders, LLC to the individual director.

When was the Form 4 for PRM filed with the SEC?

It was filed on 24 June 2025.