Enterprise Financial Services (EFSC) CEO reports stock awards and tax withholding

Rhea-AI Filing Summary

Enterprise Financial Services Corp CEO James Brian Lally reported several equity compensation transactions dated February 10, 2026. He acquired 4,176 common shares upon conversion of restricted share units at $0 per share and received additional stock awards of 6,849 and 5,513 shares under the 2018 Stock Incentive Plan.

To cover tax obligations on these issuances, 1,673, 2,776 and 2,208 shares of common stock were withheld at $59.22 per share. After these transactions, he directly owned 111,216 common shares, plus 19,570 shares indirectly via a 401(k) plan and 4,107 shares held jointly with his spouse.

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

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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^*

LALLY JAMES BRIAN

(Last) (First) (Middle)

150 N. MERAMEC

(Street)

CLAYTON MO 63105

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ENTERPRISE FINANCIAL SERVICES CORP [ EFSC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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	02/10/2026		M		4,176	A	$0	105,511	D
Common Stock	02/10/2026		F		1,673(1)	D	$59.22	103,838	D
Common Stock	02/10/2026		A(2)		6,849	A	$0	110,687	D
Common Stock	02/10/2026		F		2,776(1)	D	$59.22	107,911	D
Common Stock	02/10/2026		A(2)		5,513	A	$0	113,424	D
Common Stock	02/10/2026		F		2,208(1)	D	$59.22	111,216	D
Common Stock								19,570	I	401 (K) Plan(3)
Common Stock								4,107	D(4)

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
Non Qualified Stock Option (Right to Buy)	$43.81							02/06/2024	02/25/2031	Common Stock	17,637		17,637	D
Non Qualified Stock Option (Right to Buy)	$48.34							02/03/2025	02/24/2032	Common Stock	20,325		20,325	D
Non Qualified Stock Option (Right to Buy)	$54.46							02/10/2026	02/28/2033	Common Stock	20,438		20,438	D
Non Qualified Stock Option (Right to Buy)	$39.5							(5)	02/28/2034	Common Stock	30,661		30,661	D
Non Qualified Stock Option (Right to Buy)	$57.17							(6)	03/04/2035	Common Stock	16,144		16,144	D
Restricted Share Units	(7)							(8)	(8)	Common Stock	5,857		5,857	D
Restricted Share Units	(7)							(9)	(9)	Common Stock	5,398		5,398	D
Restricted Share Units	(7)							(10)	(10)	Common Stock	15,964		15,964	D
Restricted Share Units	(7)	02/10/2026		M			4,176	(11)	(11)	Common Stock	4,176	$0	0	D

Explanation of Responses:

1. Withholding of stock to satisfy tax withholding obligation on issuance of common stock.

2. The shares of common stock were awarded pursuant to the Company's 2018 Stock Incentive Plan.

3. These securities are represented by units held in a unitized stock fund through the Company's 401(k) Plan. The unitized stock fund consists of cash and common stock in amounts that vary from time to time.

4. These shares are held jointly with spouse.

5. This option becomes exercisable in the first quarter of 2027, subject to continued employment by the reporting person.

6. The option becomes exercisable in the first quarter of 2028, subject to continued employment by the reporting person.

7. The RSU's were granted pursuant to the Company's 2018 Stock Incentive Plan. Each RSU represents the right to receive one share of Common Stock, subject to adjustment as provided in the Grant Agreement.

8. The RSU's vest 100% in the first quarter of 2027, subject to continued employment by the reporting person.

9. The RSU's vest 100% in the first quarter of 2028, subject to continued employment by the reporting person.

10. The RSUs vest over six years in one-third installments on each of February 24, 2024, February 24, 2026, and February 24, 2028. Vesting is subject to continued employment of the reporting person. On each vesting date, for each RSU vesting on such date, the reporting person will receive one share of Common Stock.

11. The RSU vest 100% in the first quarter of 2026, subject to continued employment by the reporting person.

	/s/James Brian Lally	02/12/2026
	** 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

What insider transactions did EFSC CEO James Brian Lally report on February 10, 2026?

He reported equity compensation activity, including RSU vesting and stock awards. Lally acquired 4,176 shares from RSU conversion and received additional awards of 6,849 and 5,513 shares, all at $0 per share as part of company incentive plans.

Were any EFSC shares sold by CEO James Brian Lally in this Form 4 filing?

Shares were disposed of only to cover taxes, not as open-market sales. The filing shows 1,673, 2,776 and 2,208 shares withheld at $59.22 per share to satisfy tax obligations tied to stock issuances and RSU vesting.

How many EFSC shares does CEO James Brian Lally own after these transactions?

After the reported transactions, he directly owned 111,216 EFSC common shares. In addition, he held 19,570 shares indirectly through a 401(k) plan and 4,107 shares jointly with his spouse, reflecting combined direct and indirect ownership.

What equity awards did EFSC grant to CEO James Brian Lally in this Form 4?

He received stock awards of 6,849 and 5,513 common shares at $0 per share under Enterprise Financial Services Corp’s 2018 Stock Incentive Plan. These are non-cash equity grants that increase his direct share ownership in the company.

What does the RSU conversion of 4,176 EFSC shares mean for James Brian Lally?

The RSU conversion delivered 4,176 EFSC common shares to Lally at no cash cost. These restricted share units vested under prior grant terms, turning into actual shares while triggering related tax withholding reported separately in the filing.

What derivative and RSU holdings does EFSC CEO James Brian Lally report?

He reports multiple nonqualified stock options and restricted share units outstanding. These include option positions and RSU blocks such as 5,857, 5,398 and 15,964 units, each tied to future vesting or exercisability subject to continued employment conditions.