Esquire Financial insider receives shares in merger

Q: What insider transactions did Esquire Financial (ESQ) report for Michael G. O'Rourke?

Michael G. O'Rourke reported acquisitions of Esquire Financial common stock and stock options on 2026-08-01. These reflect conversions of his Signature Bancorporation equity into Esquire equity under the merger exchange ratio, not open-market purchases or sales.

Q: How many Esquire Financial (ESQ) common shares does O'Rourke now hold?

O'Rourke holds 66726 Esquire common shares directly and 18630 shares indirectly via an IRA. These share positions result from converting his Signature common stock into Esquire stock at the agreed merger exchange ratio.

Q: Are O'Rourke’s Esquire Financial (ESQ) stock options vested?

Most reported stock options are described as fully vested. One stock option grant for 1861 shares at an exercise price of $111.1400 per share vests in five equal annual installments commencing on May 26, 2027.

Q: Were the ESQ insider transactions made under a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not marked as being pursuant to such a plan. The transactions are reported as merger-related equity conversions and awards rather than trades executed under a pre-arranged Rule 10b5-1 plan.

Esquire Financial Holdings, Inc. reporting person Michael G. O'Rourke, President of the Chicago Bank Division, reported multiple acquisitions on 2026-08-01 tied to the merger with Signature Bancorporation.

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Filing Sentiment

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Form Type

Rhea-AI Filing Summary

Esquire Financial Holdings, Inc. reporting person Michael G. O'Rourke, President of the Chicago Bank Division, reported multiple acquisitions on 2026-08-01 tied to the merger with Signature Bancorporation. Signature common stock and stock options converted into Esquire equity at a 2.671-for-1 ratio, resulting in 66726 common shares held directly and 18630 held indirectly via an IRA, plus several Esquire stock option awards with exercise prices from $19.5700 to $111.1400 per share. Most options are fully vested; one grant vests in five equal annual installments commencing on May 26, 2027.

Insider Trade Summary

Grant/Award: 118,000 shares

Grant/Award 14 txns

Insider O'ROURKE MICHAEL G

Role President of Chicago Bank Div

Type	Security	Shares	Price	Value
Grant/Award	Stock Options ^{F2, F3}	5,953	--	--
Grant/Award	Stock Options ^{F2, F3}	4,807	--	--
Grant/Award	Stock Options ^{F2, F3}	4,137	--	--
Grant/Award	Stock Options ^{F2, F3}	2,671	--	--
Grant/Award	Stock Options ^{F2, F3}	1,976	--	--
Grant/Award	Stock Options ^{F2, F3}	2,003	--	--
Grant/Award	Stock Options ^{F2, F3}	1,816	--	--
Grant/Award	Stock Options ^{F2, F3}	1,842	--	--
Grant/Award	Stock Options ^{F2, F3}	1,856	--	--
Grant/Award	Stock Options ^{F2, F3}	1,861	--	--
Grant/Award	Stock Options ^{F2, F4}	1,861	--	--
Grant/Award	Stock Options ^{F2, F3}	1,861	--	--
Grant/Award	Common Stock ^F1	66,726	--	--
Grant/Award	Common Stock ^F1	18,630	--	--

Holdings After Transaction: Stock Options — 32,644 contracts (Direct); Common Stock — 66,726 shares (Direct); Common Stock — 18,630 shares (Indirect, By IRA)

Footnotes (4)

F1. Pursuant to the Agreement and Plan of Merger dated March 11, 2026 between the Issuer, Signature Bancorporation, Inc. ("Signature") and Esquire Merger Sub, Inc., each issued and outstanding share of Signature common stock was converted into the right to receive 2.671 shares of common stock of Issuer. Holders of Signature Common Stock will receive cash in lieu of fractional shares of Issuer common stock in accordance with the terms of the Agreement and Plan of Merger.
F2. This option converted into a stock option exercisable for a number of shares of Issuer common stock equal to the number of shares of Signature common stock underlying the option multiplied by 2.671, rounded down to the nearest whole share, with an exercise price per share of Issuer common stock equal to the exercise price applicable to the underlying option divided by 2.671, rounded up to the nearest cent.
F3. Stock options are fully vested.
F4. Stock options vest in five equal annual installments commencing on May 26, 2027.

Key Figures

Merger share exchange ratio: 2.671 shares of common stock of Issuer Direct common shares held: 66726 shares Indirect common shares via IRA: 18630 shares +2 more

5 metrics

Merger share exchange ratio 2.671 shares of common stock of Issuer Each Signature common share converted into 2.671 Esquire common shares under the merger agreement.

Direct common shares held 66726 shares Direct Esquire common stock holdings reported after merger-related acquisition on 2026-08-01.

Indirect common shares via IRA 18630 shares Indirect Esquire common stock held through an IRA after merger conversion on 2026-08-01.

Stock option block at lowest exercise price 5953 options at $19.5700 Converted option exercisable for 5953 shares at $19.5700 per share, expiring 2026-10-01.

Highest option exercise price $111.1400 per share Option for 1861 shares at $111.1400 per share, expiring 2036-05-26, vesting over five annual installments.

Key Terms

Agreement and Plan of Merger, stock options, cash in lieu of fractional shares, fully vested

4 terms

Agreement and Plan of Merger regulatory

"Pursuant to the Agreement and Plan of Merger dated March 11, 2026 between the Issuer"

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

stock options financial

"This option converted into a stock option exercisable for a number of shares of Issuer"

Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.

cash in lieu of fractional shares financial

"Holders of Signature Common Stock will receive cash in lieu of fractional shares of Issuer common stock"

fully vested financial

"Stock options are fully vested."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did Esquire Financial (ESQ) report for Michael G. O'Rourke?

Michael G. O'Rourke reported acquisitions of Esquire Financial common stock and stock options on 2026-08-01. These reflect conversions of his Signature Bancorporation equity into Esquire equity under the merger exchange ratio, not open-market purchases or sales.

How many Esquire Financial (ESQ) common shares does O'Rourke now hold?

O'Rourke holds 66726 Esquire common shares directly and 18630 shares indirectly via an IRA. These share positions result from converting his Signature common stock into Esquire stock at the agreed merger exchange ratio.

What merger exchange ratio applied to Signature shares in the ESQ filing?

Each share of Signature common stock was converted into the right to receive 2.671 shares of Esquire common stock. Holders of Signature stock will receive cash in lieu of fractional shares according to the Agreement and Plan of Merger dated March 11, 2026.

How were Signature stock options treated in the Esquire Financial (ESQ) merger?

Each Signature stock option converted into an Esquire option for a number of shares equal to the original underlying shares multiplied by 2.671. The exercise price per share was divided by 2.671, rounded up to the nearest cent, preserving the option’s overall economic value.

Are O'Rourke’s Esquire Financial (ESQ) stock options vested?

Most reported stock options are described as fully vested. One stock option grant for 1861 shares at an exercise price of $111.1400 per share vests in five equal annual installments commencing on May 26, 2027.

Were the ESQ insider transactions made under a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not marked as being pursuant to such a plan. The transactions are reported as merger-related equity conversions and awards rather than trades executed under a pre-arranged Rule 10b5-1 plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/03/2026 - 02:50 PM Accepted by SEC EDGAR 08/03/2026 - 02:50 PM

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).

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^*

O'ROURKE MICHAEL G

(Last)

(First)

(Middle)

100 JERICHO QUADRANGLE

SUITE 100

(Street)

JERICHO

NEW YORK

11753

(City)

(State)

(Zip)

UNITED STATES

(Country)

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
X	Officer (give title below)	Other (specify below)
	President of Chicago Bank Div

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/01/2026		A		66,726⁽¹⁾	A	⁽¹⁾	66,726⁽¹⁾	D
Common Stock	08/01/2026		A		18,630⁽¹⁾	A	⁽¹⁾	18,630⁽¹⁾	I	By IRA

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options	$19.57⁽²⁾	08/01/2026		A		5,953⁽²⁾⁽³⁾		10/01/2017	10/01/2026	Common Stock	5,953⁽²⁾⁽³⁾	⁽²⁾	5,953⁽²⁾⁽³⁾	D
Stock Options	$22.41⁽²⁾	08/01/2026		A		4,807⁽²⁾⁽³⁾		08/01/2018	08/01/2027	Common Stock	4,807⁽²⁾⁽³⁾	⁽²⁾	4,807⁽²⁾⁽³⁾	D
Stock Options	$29.66⁽²⁾	08/01/2026		A		4,137⁽²⁾⁽³⁾		07/01/2019	07/01/2028	Common Stock	4,137⁽²⁾⁽³⁾	⁽²⁾	4,137⁽²⁾⁽³⁾	D
Stock Options	$36.73⁽²⁾	08/01/2026		A		2,671⁽²⁾⁽³⁾		10/01/2020	10/01/2029	Common Stock	2,671⁽²⁾⁽³⁾	⁽²⁾	2,671⁽²⁾⁽³⁾	D
Stock Options	$35.39⁽²⁾	08/01/2026		A		1,976⁽²⁾⁽³⁾		10/01/2021	10/01/2030	Common Stock	1,976⁽²⁾⁽³⁾	⁽²⁾	1,976⁽²⁾⁽³⁾	D
Stock Options	$42.97⁽²⁾	08/01/2026		A		2,003⁽²⁾⁽³⁾		07/01/2022	07/01/2031	Common Stock	2,003⁽²⁾⁽³⁾	⁽²⁾	2,003⁽²⁾⁽³⁾	D
Stock Options	$52.23⁽²⁾	08/01/2026		A		1,816⁽²⁾⁽³⁾		07/01/2023	07/01/2032	Common Stock	1,816⁽²⁾⁽³⁾	⁽²⁾	1,816⁽²⁾⁽³⁾	D
Stock Options	$62.34⁽²⁾	08/01/2026		A		1,842⁽²⁾⁽³⁾		07/01/2024	07/01/2033	Common Stock	1,842⁽²⁾⁽³⁾	⁽²⁾	1,842⁽²⁾⁽³⁾	D
Stock Options	$70.77⁽²⁾	08/01/2026		A		1,856⁽²⁾⁽³⁾		07/01/2025	07/01/2034	Common Stock	1,856⁽²⁾⁽³⁾	⁽²⁾	1,856⁽²⁾⁽³⁾	D
Stock Options	$80.87⁽²⁾	08/01/2026		A		1,861⁽²⁾⁽³⁾		07/01/2026	07/01/2035	Common Stock	1,861⁽²⁾⁽³⁾	⁽²⁾	1,861⁽²⁾⁽³⁾	D
Stock Options	$111.14⁽²⁾	08/01/2026		A		1,861⁽²⁾⁽⁴⁾		05/26/2027	05/26/2036	Common Stock	1,861⁽²⁾⁽⁴⁾	⁽²⁾	1,861⁽²⁾⁽⁴⁾	D
Stock Options	$80.87⁽²⁾	08/01/2026		A		1,861⁽²⁾⁽³⁾		07/01/2026	07/01/2035	Common Stock	1,861⁽²⁾⁽³⁾	⁽²⁾	1,861⁽²⁾⁽³⁾	D

Explanation of Responses:

1. Pursuant to the Agreement and Plan of Merger dated March 11, 2026 between the Issuer, Signature Bancorporation, Inc. ("Signature") and Esquire Merger Sub, Inc., each issued and outstanding share of Signature common stock was converted into the right to receive 2.671 shares of common stock of Issuer. Holders of Signature Common Stock will receive cash in lieu of fractional shares of Issuer common stock in accordance with the terms of the Agreement and Plan of Merger.

2. This option converted into a stock option exercisable for a number of shares of Issuer common stock equal to the number of shares of Signature common stock underlying the option multiplied by 2.671, rounded down to the nearest whole share, with an exercise price per share of Issuer common stock equal to the exercise price applicable to the underlying option divided by 2.671, rounded up to the nearest cent.

3. Stock options are fully vested.

4. Stock options vest in five equal annual installments commencing on May 26, 2027.

	/s/ Gary A. Lax, pursuant to power of attorney	08/01/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

Esquire Financial insider receives shares in merger

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