SEC Form 4 · accession 0001127602-16-070346

ENTERPRISE FINANCIAL SERVICES CORP · EFSC

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Peter Benoist

Officer — President & CEO · Director

Period of report

Dec 15, 2016

Accepted (ET)

Dec 19, 2016 · 9:45 am EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001025835

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Dec 15, 2016	M	278	$0.00	A	107,593	D
Common Stock	Dec 15, 2016	F	134	$40.90	D	107,459	D
Common Stock^F1	holding	—	—		—	1,178	I	401 (k) Plan
Common Stock	holding	—	—		—	128,756	I	By Trust
Common Stock	holding	—	—		—	24,272	I	Charitable Remainder Trust

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Share Units^F2,F3	—	Dec 15, 2016	M	278	D	—	—	Common Stock	278	280	D
Non Qualified Stock Option (Right to Buy)^F4	$22.90	holding	—	—	—	Jan 5, 2011	Jan 5, 2018	Common Stock	3,970	3,970	D
Stock Settled Stock Appreciation Rights^F5	$25.63	holding	—	—	—	Dec 15, 2007	Jun 15, 2017	Common Stock	16,508	16,508	D
Stock Settled Stock Appreciation Rights^F6	$20.63	holding	—	—	—	Dec 15, 2008	Jun 13, 2018	Common Stock	43,178	43,178	D
Stock Settled Stock Appreciation Rights^F7	$21.49	holding	—	—	—	Sep 24, 2009	Sep 24, 2018	Common Stock	50,000	50,000	D

Explanation of responses

F1The reporting person holds units in the stock fund and the number of shares reported as indirectly held in the 401 (k) plan in this row is an estimate of the number of shares of the issuer's Common Stock held in the unitized stock fund and allocated to the reporting person's account.
F2The RSUs were granted pursuant to the Company's 2002 Stock Incentive Plan. Each RSU represents the right to receive one share of Common Stock, subject to adjustment as provided in the Grant Agreement.
F3The RSUs vest at a rate of 20% annually over five years, subject to continued employment of the reporting person. Vesting occurs on December 15 of each year, commencing in the calendar year of the grant. On each vesting date, for each RSU vesting on such date, the reporting person will receive one share of Common Stock.
F4Options vest 33% per year for three years
F5Each SSAR consists of the right to receive an amount, in common stock, equal to the excess of the fair market value of a share of common stock on the date of exercise over the exercise price of the SSAR. The SSARs vest at a rate of 20% annually over five years, subject to continued employement of the reporting person. Vesting occurs on December 15 of each year, commencing December 15, 2007.
F6Each SSAR consists of the right to receive an amount, in common stock, equal to the excess of the fair market value of a share of common stock on the date of exercise over the exercise price of the SSAR. The SSARs vest at a rate of 20% annually over five years, subject to continued employment of the reporting person. Vesting occurs on December 15 of each year, commencing December 15, 2008.
F7Each SSAR consists of the right to receive an amount, in common stock, equal to the excess of the fair market value of a share of common stock on the date of exercise over the exercise price of the SSAR. The SSARs vest at a rate of 33% annually over three years, subject to continued employment of the reporting person. Vesting occurs on September 24 of each year, commencing September 24, 2009.