Esquire Financial (ESQ) director reports multiple sales, retains indirect holdings

Rhea-AI Filing Summary

Melohn Joseph, a director of Esquire Financial Holdings, Inc. (ESQ), reported multiple dispositions of common stock on 08/22/2025 and 08/25/2025. The Form 4 shows a series of sales (transaction code S) at prices ranging from $99 to $100.0043. Following the reported transactions, the filing records 136,531 shares beneficially owned indirectly through an LLC, plus separately disclosed indirect holdings of 9,786 shares (LLC) and 6,000 shares (mother). The filing includes restricted stock schedules that vest in three equal annual installments beginning in December 2026 and December 2027 for certain grants. The Form 4 was signed by Gary A. Lax under power of attorney on 08/26/2025.

Positive

• None.

Negative

• Multiple dispositions of common stock were reported on 08/22/2025 and 08/25/2025 by a company director, indicating insider selling.
• Significant reduction in reported indirect holdings through an LLC down to 136,531 shares following the transactions.
• Sales occurred at market prices between $99 and $100.0043, which may reflect insider liquidity rather than long-term accumulation.

Insights

Financial Analyst

TL;DR: Director reported several sales over two days, reducing indirect holdings while retaining indirect and family-linked positions.

The transactions are outright dispositions at market prices between $99 and $100.0043 reported on 08/22/2025 and 08/25/2025. The filer continues to hold shares indirectly through an LLC and family-related holdings. For investors, these sales are a disclosure of insider liquidity but the filing alone does not indicate change to company fundamentals. The presence of restricted stock with multi-year vesting schedules shows some ongoing alignment with future company performance.

Corporate Governance Expert

TL;DR: Multiple insider sales in a short window raise governance transparency questions though all appear reported per Section 16 requirements.

The Form 4 discloses several near-term sales by a director and notes indirect ownership structures via an LLC and a family member. The filing documents restricted stock vesting schedules beginning in December 2026 and December 2027, which indicates some continued incentive alignment. The signature via power of attorney is disclosed and dated 08/26/2025. The filings are routine but warrant attention to future insider activity and board-level communications.

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
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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).

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^*

Melohn Joseph

(Last) (First) (Middle)

100 JERICHO QUADRANGLE

SUITE 100

(Street)

JERICHO NY 11753

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Esquire Financial Holdings, Inc. [ ESQ ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025

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	08/22/2025		S		500	D	$99	148,357	I	By LLC I
Common Stock	08/22/2025		S		500	D	$99.25	147,857	I	By LLC I
Common Stock	08/22/2025		S		500	D	$99.5	147,357	I	By LLC I
Common Stock	08/22/2025		S		7,500	D	$100	139,857	I	By LLC I
Common Stock	08/22/2025		S		2,000	D	$100.0043	137,857	I	By LLC I
Common Stock	08/25/2025		S		1,326	D	$100	136,531	I	By LLC I
Common Stock								3,683(1)(2)(3)	D
Common Stock								9,786	I	By LLC II
Common Stock								6,000	I	By Mother

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

Explanation of Responses:

1. Includes shares of restricted stock which vest in three equal annual installments commencing on December 19, 2026.

2. Includes shares of restricted stock which vest in three equal annual installments commencing on December 3, 2027.

3. Includes shares of restricted stock which vest in three equal annual installments commencing on December 15, 2027.

	/s/ Gary A. Lax, pursuant to power of attorney	08/26/2025
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transactions did Melohn Joseph report for ESQ on this Form 4?

The Form 4 reports multiple sales of ESQ common stock on 08/22/2025 and 08/25/2025 at prices between $99 and $100.0043.

How many ESQ shares does Melohn Joseph beneficially own after these transactions?

The filing shows 136,531 shares beneficially owned indirectly through an LLC, plus separate indirect holdings of 9,786 shares (LLC) and 6,000 shares (mother).

Are there any restricted shares disclosed in the Form 4 for ESQ?

Yes. The filing includes restricted stock that vests in three equal annual installments beginning in December 2026 and in December 2027 for certain grants.

Who signed the Form 4 for Melohn Joseph and when?

The Form 4 was signed by Gary A. Lax pursuant to power of attorney on 08/26/2025.