ENTERPRISE FINANCIAL SERVICES CORP — Director's Dealing 2011

Jan 24, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ENTERPRISE FINANCIAL SERVICES CORP (EFSC)
CIK: 0001025835
Period of Report: 2011-01-21

Reporting Person: SANFILIPPO FRANK H (EVP & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-01-21	Common Stock	A	3779	—	Acquired	12839	Direct
2011-01-21	Common Stock	F	1397	$11.55	Disposed	11442	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2268	Indirect
Common Stock	15161	Indirect
Common Stock	12360	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Incentive Stock Option (right to buy)	$10.25	2012-09-24	Common Stock (5100)	5100	Direct
Incentive Stock Option (right to buy)	$11.75	2011-07-01	Common Stock (15000)	15000	Direct
Non-Qualified Stock Option (right to buy)	$13.40	2013-05-13	Common Stock (11194)	11194	Direct
Resticted Share Units	$		Common Stock (929)	929	Direct
Stock Settled Stock Appreciation Rights	$25.63	2017-06-15	Common Stock (8843)	8843	Direct
Stock Settled Stock Appreciation Rights	$20.63	2018-06-13	Common Stock (5000)	5000	Direct
Stock Settled Stock Appreciation Rights	$21.49	2018-09-24	Common Stock (36000)	36000	Direct

Footnotes

F1: The shares of restricted stock were initially awarded on January 21, 2011 and will vest 100% upon the earliest to occur of (i) the second anniversary of the award (subject to continuous employment of the reporting person), (ii) the death of the reporting person, (iii) the reporting person becoming disabled or (iv) certain change in control events.

F2: The shares of restricted stock were awarded pursuant to the Company's 2002 Stock Incentive Plan.

F3: Withholding of stock to satisfy tax withholding obligation on issuance of salary stock.

F4: The 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.

F5: Effective 10/01/2004 the Board fully vested the oustanding employee and Director stock options.

F6: Each RSU represents the right to recieve one share of Common Stock, subject to adjustment as provided in the Grant Agreement.

F7: The 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.

F8: Each 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.

F9: Each 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.

F10: Each 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 September 24 of each year, commencing September 24, 2009.