Enterprise Financial (EFSC) CLO exercises RSUs, withholds stock for taxes

Rhea-AI Filing Summary

Enterprise Financial Services Corp executive reports equity award activity. SEVP and Chief Legal Officer Nicole M. Iannacone exercised 3,326 restricted share units into 3,326 shares of common stock at a stated price of $0.00 per share.

To cover tax obligations on this issuance, 1,466 shares of common stock were disposed of at $57.57 per share through share withholding, a non-open-market transaction. Following these transactions, she directly owns 22,855 shares of common stock. The filing also lists multiple non-qualified stock options and additional restricted share units that vest or become exercisable in future years, subject to continued employment.

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^*

IANNACONE NICOLE M

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SEVP, Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

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	02/24/2026		M		3,326	A	$0	24,321	D
Common Stock	02/24/2026		F		1,466(1)	D	$57.57	22,855	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
Non Qualified Stock Option (Right to Buy)	$43.81							02/06/2024	02/25/2031	Common Stock	4,521		4,521	D
Non Qualified Stock Option (Right to Buy)	$48.34							02/03/2025	02/24/2032	Common Stock	4,946		4,946	D
Non Qualified Stock Option (Right to Buy)	$54.46							02/10/2026	02/28/2033	Common Stock	4,985		4,985	D
Non Qualified Stock Option (Right to Buy)	$39.5							(2)	02/28/2034	Common Stock	7,551		7,551	D
Non Qualified Stock Option (Right to Buy)	$57.17							(3)	03/04/2035	Common Stock	3,976		3,976	D
Restricted Share Units	(4)							(5)	(5)	Common Stock	1,443		1,443	D
Restricted Share Units	(4)							(6)	(6)	Common Stock	1,330		1,330	D
Restricted Share Units	(4)	02/24/2026		M			3,326	(7)	(7)	Common Stock	3,326	$0	3,326	D

Explanation of Responses:

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

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

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

4. 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.

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

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

7. 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.

	/s/ Nicole M. Iannacone	02/26/2026
	** 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 executive Nicole Iannacone report?

Nicole M. Iannacone reported exercising 3,326 restricted share units into common stock and a related tax-withholding share disposition. The disposition involved 1,466 common shares withheld at $57.57 per share to satisfy tax obligations on the stock issuance.

How many EFSC shares does Nicole Iannacone own after the Form 4 filing?

After the reported transactions, Nicole M. Iannacone directly owns 22,855 shares of Enterprise Financial Services Corp common stock. This figure reflects the 3,326-share RSU conversion and the 1,466-share tax-withholding disposition on the same transaction date.

Were EFSC shares sold on the open market in this Form 4?

The filing shows a 1,466-share disposition at $57.57 per share classified as payment of tax liability by delivering securities. This indicates shares were withheld for taxes rather than sold as a typical open-market transaction by the executive.

What type of equity awards are involved in EFSC executive Nicole Iannacone’s filing?

The filing involves restricted share units converting into 3,326 common shares and several non-qualified stock options. Footnotes explain that certain options and RSUs vest or become exercisable in future quarters, subject to Nicole Iannacone’s continued employment with the company.

Does the EFSC Form 4 indicate future vesting of RSUs for Nicole Iannacone?

Yes. Footnotes state specific restricted share unit grants vest 100% in the first quarter of 2027 and 2028, and another RSU grant vests in one-third installments on February 24, 2024, 2026, and 2028, contingent on continued employment at Enterprise Financial Services Corp.