SEC Form 4 · accession 0001127602-17-033720
ENTERPRISE FINANCIAL SERVICES CORP · EFSC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott Richard Goodman
Officer — President
Period of report
Nov 30, 2017
Accepted (ET)
Dec 4, 2017 · 10:41 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 StockF1 | Nov 30, 2017 | S | 3,700 | $45.85 | D | 38,269 | D | |
| Common StockF2 | holding | — | — | — | 4,326 | I | 401(k) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share UnitsF3,F4 | $0.00 | holding | — | — | — | — | — | Common Stock | 1,525 | 1,525 | D |
| Restricted Share UnitsF5,F6 | — | holding | — | — | — | — | — | Common Stock | 10,457 | 10,457 | D |
| Stock Settled Stock Appreciation RightsF7 | $20.63 | holding | — | — | — | Dec 15, 2008 | Jun 13, 2018 | Common Stock | 7,500 | 7,500 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.80 to $45.95, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F2The 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.
- F3The 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.
- F4The 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.
- F5The RSUs were granted pursuant to the Company's 2013 Stock Incentive Plan. Each RSU represents the right to receive one share of Common Stock, subject to adjustment as provided in the Grant Agreement.
- F6The RSUs cliff vest on the two year anniversary date of the grant, subject to continued employment of the reporting person. On the vesting date, the reporting person will receive one share of Common Stock for each RSU.
- 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 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.