Esquire Financial (NASDAQ: ESQ) director Joseph Melohn exits board, size cut to nine

Rhea-AI Filing Summary

Esquire Financial Holdings, Inc. reported that director Joseph Melohn resigned from the company’s board and all committee and affiliate positions effective January 28, 2026, to focus on other professional and personal commitments. The company stated that his resignation did not result from any disagreement with Esquire or its affiliates.

Following his departure, the size of the board of directors was reduced from ten to nine members, keeping the remaining structure intact. The company expressed appreciation for Mr. Melohn’s service, and his resignation letter was filed as an exhibit to this report.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): January 28, 2026

Esquire Financial Holdings, Inc.

(Exact name of the registrant as specified in its charter)

Maryland	001-38131	27-5107901
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

100 Jericho Quadrangle, Suite 100
Jericho, New York		11753
(Address of principal executive offices)		(Zip Code)

(516) 535-2002

(Registrant’s telephone number)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.01 par value		ESQ		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 28, 2026, Mr. Joseph Melohn resigned from his director and committee positions at Esquire Financial Holdings, Inc. (the “Company”) and from all its affiliates in order to focus on his other professional and personal commitments, which resignation was effective on that date. Mr. Melohn’s resignation was not the result of any disagreement with the Company or any of its affiliates. The Company thanks him for his service and wishes him well in his future endeavors.

A copy of Mr. Melohn’s resignation letter is attached as Exhibit 99.1 hereto and incorporated herein by reference.

Effective upon Mr. Melohn’s resignation as a director, the size of the Company’s Board of Directors was reduced from ten to nine directors.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		Resignation Letter of Joseph Melohn
104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

	ESQUIRE FINANCIAL HOLDINGS, INC.
Dated:  January 30, 2026	By:	/s/ Andrew C. Sagliocca
		Andrew C. Sagliocca
		Vice Chairman, Chief Executive Officer and President

FAQ

Why did Joseph Melohn resign from Esquire Financial Holdings (ESQ)?

Joseph Melohn resigned from Esquire Financial Holdings’ board to focus on other professional and personal commitments. The company specifically noted that his resignation was not due to any disagreement with Esquire or its affiliates, indicating a voluntary and amicable departure from his director and committee roles.

Did Esquire Financial Holdings (ESQ) report any disagreement related to Melohn’s resignation?

Esquire Financial Holdings stated that Joseph Melohn’s resignation was not the result of any disagreement with the company or its affiliates. This language signals that no reported disputes, policy conflicts, or governance issues triggered his departure from the board or its committees.

How did Joseph Melohn’s resignation affect Esquire Financial Holdings’ board size?

Effective upon Joseph Melohn’s resignation, Esquire Financial Holdings reduced the size of its board of directors from ten members to nine. This adjustment aligns the formal board size with the remaining seated directors, without disclosing any broader restructuring or replacement plans in this report.

What additional documents about Joseph Melohn’s resignation did Esquire (ESQ) file?

Esquire Financial Holdings filed Joseph Melohn’s resignation letter as Exhibit 99.1, providing the formal written notice of his decision. The filing also includes an inline XBRL cover page data file as Exhibit 104, which supports electronic reporting requirements but does not change the substantive resignation disclosure.

Which roles did Joseph Melohn leave at Esquire Financial Holdings (ESQ)?

Joseph Melohn resigned from his director position and all related committee roles at Esquire Financial Holdings, as well as from positions with all its affiliates. The filing emphasizes that the resignation applied broadly across the corporate group, effective January 28, 2026, rather than just a single board assignment.