SEC Form 4 · accession 0001127602-18-035381
ENTERPRISE FINANCIAL SERVICES CORP · EFSC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James Brian Lally
Officer — CEO
Period of report
Nov 30, 2018
Accepted (ET)
Dec 6, 2018 · 4:27 pm 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 StockF2 | Nov 30, 2018 | J | 306 | $37.99 | A | 37,804 | D | |
| Common StockF3 | holding | — | — | — | 12,012 | I | 401 (K) Plan | |
| Common StockF4 | holding | — | — | — | 9,270 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share UnitsF5,F6 | — | holding | — | — | — | — | — | Common Stock | 1,052 | 1,052 | D |
| Stock Settled Stock Appreciation RightsF7 | $10.14 | holding | — | — | — | Aug 2, 2011 | Aug 2, 2020 | Common Stock | 15,000 | 15,000 | D |
Explanation of responses
- F1The reporting person is voluntarily reporting the acquisition of shares of the Issuer's common stock pursuant to the Issuer's 2018 Employee Stock Purchase Plan ("ESPP") for the ESPP purchase period of June 1, 2018 through November 30, 2018. This transaction is exempt under Section 16b-3(c).
- F2In accordance with the terms of the ESPP, the reported shares were acquired based on 85% of the closing price of the Issuer's common stock on November 30, 2018.
- F3The 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.
- F4These shares are held jointly with spouse.
- F5The 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.
- F6The RSU's vest 100% in the first quarter of 2021, subject to continued employment by the reporting person.
- 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 August 2, of each year, commencing August 2, 2011.