ENTERPRISE FINANCIAL SERVICES CORP·4

Feb 12, 5:21 PM ET

LALLY JAMES BRIAN 4

4 · ENTERPRISE FINANCIAL SERVICES CORP · Filed Feb 12, 2026

Research Summary

AI-generated summary of this filing

Updated

Enterprise Financial (EFSC) CEO James Lally Exercises Options, Receives RSUs

What Happened

  • James B. Lally, CEO and director of Enterprise Financial Services Corp. (EFSC), exercised/converted derivatives and received stock awards on Feb 10, 2026. The filing shows acquisitions totaling 16,538 shares (4,176 via exercise/conversion and 12,362 via awards/RSUs) at $0.00 reported cost. To satisfy tax withholding on the stock issuance, 6,657 shares were withheld/disposed, generating proceeds of $394,228 (reported per-share tax withholding price $59.22).

Key Details

  • Transaction date: 2026-02-10; Form 4 filed: 2026-02-12 (timely filing).
  • Acquisitions: 4,176 shares (exercise/conversion, code M) + 6,849 shares (grant/award, code A) + 5,513 shares (grant/award, code A) = 16,538 shares acquired at $0.00 reported price.
  • Withholding/disposed for taxes (code F): 1,673 + 2,776 + 2,208 = 6,657 shares sold/withheld at $59.22 each, totaling $394,228.
  • Notable footnotes: F1 indicates shares were withheld to satisfy tax obligations; F10/F11 describe RSU vesting schedules (multi-year vesting and some RSUs vesting 100% in early 2026) and F2/F7 note awards were under the 2018 Stock Incentive Plan.
  • Shares owned after transaction: not specified in the provided excerpt of the filing.
  • No 10b5-1 plan or other trading plan disclosed in the excerpt.

Context

  • This looks like a routine exercise/settlement and vesting event followed by stock withholding to cover taxes — a common, administrative transaction that does not necessarily signal a buy or sell decision for market sentiment. The zero reported acquisition price reflects stock-settlement/RSU vesting rather than a cash-market purchase.

Insider Transaction Report

Form 4
Period: 2026-02-10
Transactions
  • Exercise/Conversion

    Common Stock

    2026-02-10+4,176105,511 total
  • Tax Payment

    Common Stock

    [F1]
    2026-02-10$59.22/sh1,673$99,075103,838 total
  • Award

    Common Stock

    [F2]
    2026-02-10+6,849110,687 total
  • Tax Payment

    Common Stock

    [F1]
    2026-02-10$59.22/sh2,776$164,395107,911 total
  • Award

    Common Stock

    [F2]
    2026-02-10+5,513113,424 total
  • Tax Payment

    Common Stock

    [F1]
    2026-02-10$59.22/sh2,208$130,758111,216 total
  • Exercise/Conversion

    Restricted Share Units

    [F7][F11]
    2026-02-104,1760 total
    Common Stock (4,176 underlying)
Holdings
  • Common Stock

    [F3]
    (indirect: 401 (K) Plan)
    19,570
  • Common Stock

    [F4]
    4,107
  • Non Qualified Stock Option (Right to Buy)

    Exercise: $43.81From: 2024-02-06Exp: 2031-02-25Common Stock (17,637 underlying)
    17,637
  • Non Qualified Stock Option (Right to Buy)

    Exercise: $48.34From: 2025-02-03Exp: 2032-02-24Common Stock (20,325 underlying)
    20,325
  • Non Qualified Stock Option (Right to Buy)

    Exercise: $54.46From: 2026-02-10Exp: 2033-02-28Common Stock (20,438 underlying)
    20,438
  • Non Qualified Stock Option (Right to Buy)

    [F5]
    Exercise: $39.50Exp: 2034-02-28Common Stock (30,661 underlying)
    30,661
  • Non Qualified Stock Option (Right to Buy)

    [F6]
    Exercise: $57.17Exp: 2035-03-04Common Stock (16,144 underlying)
    16,144
  • Restricted Share Units

    [F7][F8]
    Common Stock (5,857 underlying)
    5,857
  • Restricted Share Units

    [F7][F9]
    Common Stock (5,398 underlying)
    5,398
  • Restricted Share Units

    [F7][F10]
    Common Stock (15,964 underlying)
    15,964
Footnotes (11)
  • [F1]Withholding of stock to satisfy tax withholding obligation on issuance of common stock.
  • [F10]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.
  • [F11]The RSU vest 100% in the first quarter of 2026, subject to continued employment by the reporting person.
  • [F2]The shares of common stock were awarded pursuant to the Company's 2018 Stock Incentive Plan.
  • [F3]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.
  • [F4]These shares are held jointly with spouse.
  • [F5]This option becomes exercisable in the first quarter of 2027, subject to continued employment by the reporting person.
  • [F6]The option becomes exercisable in the first quarter of 2028, subject to continued employment by the reporting person.
  • [F7]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.
  • [F8]The RSU's vest 100% in the first quarter of 2027, subject to continued employment by the reporting person.
  • [F9]The RSU's vest 100% in the first quarter of 2028, subject to continued employment by the reporting person.
Signature
/s/James Brian Lally|2026-02-12

Documents

1 file
  • 4
    form4.xmlPrimary

    PRIMARY DOCUMENT