Enterprise Financial CEO Trims Stake; Holds 102k Shares Post-Sale

Rhea-AI Filing Summary

Enterprise Financial Services Corp. (EFSC) – Form 4 insider activity: On 06/24/2025, President & CEO James Brian Lally sold 1,655 shares of EFSC common stock at a weighted-average price of $55.04, representing roughly 1.6% of his directly held shares. Following the sale, Lally still directly owns 102,713 shares, plus 18,535 shares via the 401(k) plan and 4,107 shares held jointly with his spouse.

No new derivative transactions occurred; the filing merely restates existing equity awards, including 105,205 in-the-money options with strike prices between $39.50 and $57.17 expiring 2031-2035, and 31,395 unvested RSUs that settle between 2026-2028. Vesting and exercise schedules remain unchanged and are contingent on continued employment.

The cash value of the sale (~$91k) is immaterial relative to Lally’s remaining equity exposure, which exceeds $5.5 million at the filing price, indicating his overall alignment with shareholders remains intact. No indication of a 10b5-1 trading plan is referenced, and the filing does not cite any material corporate developments.

Insights

Capital Markets Analyst

TL;DR: Routine, low-value insider sale; minimal impact on EFSC investment thesis.

The 1,655-share disposition equals about 0.01% of EFSC’s 37 million shares outstanding and 1.6% of Lally’s direct stake, thus lacking signaling power. Lally retains over 150k share equivalents through stock, options, and RSUs, preserving strong insider alignment. The trade was an open-market sale (code “S”) and not linked to a disclosed 10b5-1 plan; however, the modest dollar amount (~$91k) suggests liquidity rather than a bearish outlook. Overall, the filing is non-impactful for valuation or governance assessments.

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

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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)
06/24/2025

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	06/24/2025		S		1,655	D	$55.04(1)	102,713	D
Common Stock								18,535	I	401 (K) Plan(2)
Common Stock								4,107	D(3)

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							(4)	02/24/2032	Common Stock	20,325		20,325	D
Non Qualified Stock Option (Right to Buy)	$54.46							(5)	02/28/2033	Common Stock	20,438		20,438	D
Non Qualified Stock Option (Right to Buy)	$39.5							(6)	02/28/2034	Common Stock	30,661		30,661	D
Non Qualified Stock Option (Right to Buy)	$57.17							(7)	03/04/2035	Common Stock	16,144		16,144	D
Restricted Share Units	(8)							(9)	(9)	Common Stock	4,176		4,176	D
Restricted Share Units	(8)							(10)	(10)	Common Stock	5,857		5,857	D
Restricted Share Units	(8)							(11)	(11)	Common Stock	5,398		5,398	D
Restricted Share Units	(8)							(12)	(12)	Common Stock	15,964		15,964	D

Explanation of Responses:

1. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.00 to $55.13. The reporting person undertakes to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

2. 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.

3. These shares are held jointly with spouse.

4. This option becomes exercisable in the first quarter of 2025, subject to continued employment by the reporting person.

5. This option becomes exercisable in the first quarter of 2026, subject to continued employment by the reporting person.

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

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

8. 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.

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

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

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

12. 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/James Brian Lally	06/26/2025
	** 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

How many EFSC shares did CEO James Brian Lally sell on 06/24/2025?

He sold 1,655 common shares at a weighted-average price of $55.04.

What is Lally’s remaining direct ownership in Enterprise Financial Services (EFSC)?

After the transaction, he directly holds 102,713 EFSC shares.

Does the Form 4 disclose any new option grants for EFSC’s CEO?

No. It only restates existing options totaling 105,205 shares; no new derivative securities were granted or exercised.

Are the reported RSUs for EFSC’s CEO fully vested?

No. 31,395 RSUs remain unvested and will cliff-vest between 2026 and 2028, subject to continued employment.

Is this insider transaction considered material to EFSC investors?

Given the small size (~$91k) versus Lally’s overall stake, analysts view it as not materially impactful.