[Form 4] Enterprise Financial Services Corporation Insider Trading Activity

Rhea-AI Filing Summary

Enterprise Financial Services Corp. (EFSC) Form 4: Chief Financial Officer Keene S. Turner reported the acquisition of 450 common shares on 06/30/2025 through the company’s 2018 Employee Stock Purchase Plan (ESPP). The shares were purchased at $46.84, equal to 85% of the closing price on the purchase date, and qualify for Section 16b-3(c) exemption (transaction code J).

Following the transaction, Turner beneficially owns 57,176 shares directly and 1,594 shares indirectly through the 401(k) plan, as well as 2,000 Depositary Shares representing interests in the company’s 5.00% Series A preferred stock.

The filing also lists substantial derivative positions, including

• 51,733 non-qualified stock options with strike prices between $39.50 and $57.17, expiring 2031-2035,
• 17,509 restricted share units (RSUs) vesting between 2024 and 2028.

While the direct purchase is modest in size, it marginally increases insider ownership and signals ongoing alignment with shareholders. Because the shares were acquired via a routine ESPP at a discount rather than an open-market buy, the transaction carries limited incremental informational value for investors.

Positive

• CFO increased direct holdings by 450 shares, demonstrating continued personal investment in EFSC.
• Total direct ownership now 57,176 shares, indicating meaningful equity alignment with investors.

Negative

• Purchase executed via discounted ESPP rather than open-market, limiting strength of bullish signal.
• Transaction size immaterial relative to existing stake and EFSC’s share float, offering little insight into insider sentiment.

Insights

Securities Analyst

TL;DR Routine ESPP purchase adds 450 shares; insider ownership rises to 57k shares—signal mildly positive but not materially impactful.

The CFO’s purchase is small (≈0.8% of his direct holdings) and executed through the automatic ESPP, reducing the signaling power usually associated with open-market buys. Still, cumulative ownership of over 57 k shares, plus options and RSUs, shows meaningful equity exposure, which aligns management with shareholder interests. No sales were reported, and option/RSU schedules remain unchanged. Overall impact on valuation or near-term sentiment is neutral.

Corporate Governance Expert

TL;DR Filing reflects transparent reporting; transaction exempt and immaterial—governance standards maintained.

The prompt disclosure underscores EFSC’s compliance culture. Use of transaction code J and detailed footnotes clearly identify the ESPP mechanism and vesting conditions for outstanding equity awards. Because the purchase was pre-programmed and modest, it does not materially alter ownership percentages or control dynamics. Nonetheless, continued accumulation reinforces alignment between senior leadership and long-term shareholders. No governance concerns emerge.

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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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^*

KEENE S TURNER

(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 Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

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	06/30/2025		J(1)	V	450	A	$46.84(2)	57,176	D
Common Stock								1,594	I	401(k) Plan(3)
Depository Shares(4)								2,000	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	9,042		9,042	D
Non Qualified Stock Option (Right to Buy)	$48.34							(5)	02/24/2032	Common Stock	9,934		9,934	D
Non Qualified Stock Option (Right to Buy)	$54.46							(6)	02/28/2033	Common Stock	9,610		9,610	D
Non Qualified Stock Option (Right to Buy)	$39.5							(7)	02/28/2034	Common Stock	15,163		15,163	D
Non Qualified Stock Option (Right to Buy)	$57.17							(8)	03/04/2035	Common Stock	7,984		7,984	D
Restricted Share Units	(9)							(10)	(10)	Common Stock	1,964		1,964	D
Restricted Share Units	(9)							(11)	(11)	Common Stock	2,897		2,897	D
Restricted Share Units	(9)							(12)	(12)	Common Stock	2,670		2,670	D
Restricted Share Units	(9)							(13)	(13)	Common Stock	9,978		9,978	D

Explanation of Responses:

1. The reporting person is voluntarily reporting the acquisition of shares of the Issuer's common stock pursuant to the Issuer's 2018 Employee Stock Purchase Plan ("ESPP") for the ESPP purchase period of January 1, 2025, through June 30, 2025. This transaction is exempt under Section 16b-3(c).

2. In accordance with the terms of the ESPP, the reported shares were acquired based on 85% of the closing price of the Issuer's common stock on June 30, 2025.

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. Each Depositary Share represents a 1/40th interest in a share of the Issuer's 5.00% Series A Fixed-Rate Non-Cumulative Perpetual Preferred Stock. Depositary Shares were purchased in an underwritten public offering.

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

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

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

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

9. 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.

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

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

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

13. 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/ Keene S. Turner	07/09/2025
	** 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 CFO Keene S. Turner acquire on 06/30/2025?

He acquired 450 common shares under the Employee Stock Purchase Plan.

What was the purchase price for the newly acquired EFSC shares?

The shares were purchased at $46.84, equal to 85% of the closing price on 06/30/2025.

What is the CFO’s total direct ownership after the transaction?

Following the purchase, Turner directly owns 57,176 EFSC common shares.

Was this an open-market purchase?

No. The transaction was executed through the company’s Employee Stock Purchase Plan and is coded as an exempt acquisition (J).

What derivative securities does the CFO hold?

Turner holds 51,733 non-qualified stock options (strike prices $39.50-$57.17) and 17,509 RSUs vesting between 2024-2028.

What does transaction code "J" indicate in this Form 4?

Code J denotes an exempt transaction; in this case, shares were acquired via the ESPP, qualifying under Section 16b-3(c).