[Form 4] Esquire Financial Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Esquire Financial Holdings (ESQ) – Form 4

On 07/24/2025 director Todd Deutsch exercised 20,000 stock options granted 10/01/2016 at an exercise price of $12.50 (Code M), receiving an equal number of ESQ common shares. To cover withholding taxes, he disposed of 2,385 shares at $104.78 (Code F). Net result is an increase of 17,615 shares.

Deutsch now directly owns 71,648 shares, which include multiple restricted-stock awards vesting between 2023-2027. All options from the 2016 grant are fully exercised; remaining derivative holdings comprise:

• 2,000 options at $20.85, expiring 12/16/2030
• 1,750 options at $31.04, expiring 12/09/2031

No indirect ownership or additional transactions were reported.

Positive

• Director increased net ownership by 17,615 shares, suggesting continued commitment to ESQ’s long-term prospects.
• Exercise price of $12.50 versus implied market price above $100 highlights substantial intrinsic value captured from legacy options.

Negative

• 2,385 shares sold to cover withholding slightly dilutes the bullish signal.
• Transaction brings no new capital into the company, limiting direct financial benefit to ESQ.

Insights

Financial Analyst

TL;DR: Routine option exercise; director increases stake, signaling confidence but limited market impact.

The option exercise converts a legacy 2016 grant into equity at an attractive $12.50 strike versus a reported sale price of $104.78, implying a large intrinsic gain. Net share accumulation (≈17.6 k) lifts Deutsch’s direct ownership to 71.6 k shares, a modest but genuine vote of confidence. However, the sale for tax withholding reduces signaling strength and introduces no fresh cash to the company. Overall, the transaction is typical for long-tenured directors and unlikely to materially move ESQ’s valuation.

Corporate Governance Expert

TL;DR: Compliance clean; vesting schedules fully disclosed, no red flags detected.

The filing adheres to Section 16 reporting timelines, lists clear vesting tables, and shows option grants fully vested before exercise—mitigating potential governance concerns over timing. Restricted-stock schedules are transparent, spanning 2023-2027. No indirect holdings or joint filings suggest straightforward ownership. From a governance lens, the event is routine and non-controversial.

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).

1. Name and Address of Reporting Person^*

Deutsch Todd

(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)
07/24/2025

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	07/24/2025		M		20,000	A	$12.5	74,033(1)(2)(3)(4)(5)	D
Common Stock	07/24/2025		F		2,385	D	$104.78	71,648(1)(2)(3)(4)(5)	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
Stock Options	$12.5	07/24/2025		M			20,000	10/01/2016	10/01/2025	Common Stock	20,000(6)	$0	0	D
Stock Options	$20.85							12/16/2021	12/16/2030	Common Stock	2,000(6)		2,000(6)	D
Stock Options	$31.04							12/09/2022	12/09/2031	Common Stock	1,750(6)		1,750(6)	D

Explanation of Responses:

1. Includes shares of restricted stock which vest in three equal annual installments commencing on December 19, 2023.

2. Includes shares of restricted stock which vest in three equal annual installments commencing on December 9, 2025.

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

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

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

6. Stock options are fully vested.

	/s/ Eric S. Bader, pursuant to power of attorney	07/28/2025
	** 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

How many ESQ shares did Director Todd Deutsch acquire on 07/24/2025?

He exercised options for 20,000 shares of Esquire Financial common stock.

What is Todd Deutsch’s current direct ownership in ESQ after the Form 4 filing?

Deutsch now directly owns 71,648 common shares.

At what price were the stock options exercised?

The options were exercised at an exercise price of $12.50 per share.

Why were 2,385 ESQ shares sold immediately after the exercise?

The shares were disposed of to cover tax withholding obligations (Transaction Code F).

Does the director still hold unexercised options in ESQ?

Yes, he retains 2,000 options at $20.85 (exp. 12/16/2030) and 1,750 options at $31.04 (exp. 12/09/2031).