Form 4: ESQ CFO Disposes Shares for Tax Obligations

Esquire Financial Holdings' SVP & CFO Michael Lacapria reported a disposition of 240 common shares valued at $106.82 each, primarily for tax purposes related to equity vesting.

Summary

• Michael Lacapria, SVP & Chief Financial Officer of Esquire Financial Holdings, Inc. (ESQ), reported a transaction involving the company's common stock.
• On December 16, 2025, 240 shares of common stock were disposed of at a price of $106.82 per share.
• This disposition was coded as 'F', indicating it was for the payment of tax liability incident to the vesting of a restricted stock award or the exercise of a stock option, and was made pursuant to a Rule 10b5-1(c) plan.
• Following this transaction, Mr. Lacapria directly beneficially owns 16,622 shares of common stock and indirectly owns 3,250 shares through an IRA.
• Mr. Lacapria also holds various stock options with exercise prices ranging from $20.85 to $48.32, with some fully vested and others vesting in future installments.

Sentiment

Score: 5

Explanation: The transaction is a routine disposition for tax purposes, which is neutral in sentiment. The executive maintains significant holdings, indicating continued alignment with shareholder interests.

Positives

• The CFO retains a significant direct beneficial ownership of 16,622 common shares, demonstrating continued alignment with shareholder interests.
• Additional indirect ownership of 3,250 shares through an IRA further strengthens the CFO's stake in the company.
• A substantial number of stock options are held, with several tranches already fully vested, indicating potential future upside for the executive.

Negatives

• A disposition of 240 shares occurred, although it was for tax purposes and not a discretionary sale.

Risks

• Future stock price fluctuations could impact the value of the remaining beneficially owned shares and unexercised stock options.
• Changes in tax laws or regulations could affect the net benefit of future equity awards.

Future Outlook

This Form 4 filing does not contain forward-looking statements or guidance regarding the company's future performance.

Industry Context

This insider transaction report is a routine disclosure of executive stock activity and does not provide specific insights into broader industry trends or competitive landscape. It reflects standard equity compensation practices within the financial services sector.

Stakeholder Impact

• Shareholders: The transaction is a routine tax-related disposition and does not indicate a change in management's confidence or strategy. The CFO retains substantial equity, aligning interests.
• Employees: No direct impact on employees is indicated by this filing.
• Customers: No direct impact on customers is indicated by this filing.
• Suppliers: No direct impact on suppliers is indicated by this filing.
• Creditors: No direct impact on creditors is indicated by this filing.

Next Steps

• Continued vesting of restricted stock awards in three equal annual installments commencing on December 19, 2023, December 16, 2024, December 9, 2025, December 19, 2026, December 15, 2027, and January 30, 2028.
• Continued vesting of stock options with an exercise price of $42.3 in three equal annual installments commencing on December 19, 2023.
• Continued vesting of stock options with an exercise price of $48.32 in three equal annual installments commencing on December 15, 2024.

Key Dates

Keywords

Esquire Financial Holdings, ESQ, Michael Lacapria, SVP & CFO, Form 4, Insider Transaction, Common Stock, Stock Options, Restricted Stock, Equity Compensation, Tax Withholding, 10b5-1 Plan