Enterprise Bancorp(EBTC) - 2023 Q2 - Quarterly Report

Cover Page Reports Enterprise Bancorp, Inc.'s Q2 2023 Form 10-Q filing, common stock details, and outstanding shares - Enterprise Bancorp, Inc. filed its Quarterly Report on Form 10-Q for the period ended June 30, 2023[1] Common Stock Information | Title of each class | Trading Symbol(s) | Name of each exchange on which registered | | :------------------ | :---------------- | :---------------------------------------- | | Common Stock, $0.01 par value per share | EBTC | NASDAQ Stock Market | - The registrant is an accelerated filer[3] - As of August 4, 2023, 12,242,817 shares of common stock were outstanding[4] Index Provides a comprehensive listing of all sections and items included within this quarterly report PART I - FINANCIAL INFORMATION Contains unaudited consolidated financial statements and management's discussion and analysis of financial performance Item 1 - Financial Statements (unaudited) Presents unaudited consolidated interim financial statements and comprehensive notes on accounting policies and financial performance Consolidated Balance Sheets Details the Company's financial position, including assets, liabilities, and equity, at June 30, 2023, and December 31, 2022 | (Dollars in millions) | June 30, 2023 | December 31, 2022 | | :--------------------- | :------------ | :---------------- | | Total assets | $ 4,502.34 | $ 4,438.33 | | Total liabilities | $ 4,194.85 | $ 4,156.07 | | Total shareholders' equity | $ 307.49 | $ 282.27 | | Deposits | $ 4,075.60 | $ 4,035.81 | | Net loans | $ 3,288.77 | $ 3,127.88 | | Debt securities at fair value | $ 706.95 | $ 816.10 | Consolidated Statements of Income Reports the Company's net income and earnings per share for the three and six months ended June 30, 2023 and 2022 Consolidated Statements of Income (Three months ended June 30) | (Dollars in millions, except per share data) | 2023 | 2022 | | :------------------------------------------ | :--- | :--- | | Net income | $ 9.68 | $ 8.16 | | Basic earnings per share | $ 0.79 | $ 0.67 | | Diluted earnings per share | $ 0.79 | $ 0.67 | | Net interest income | $ 38.09 | $ 35.82 | | Total interest and dividend income | $ 48.68 | $ 37.32 | | Total interest expense | $ 10.59 | $ 1.50 | | Provision for credit losses | $ 2.27 | $ 2.41 | Consolidated Statements of Income (Six months ended June 30) | (Dollars in millions, except per share data) | 2023 | 2022 | | :------------------------------------------ | :--- | :--- | | Net income | $ 20.45 | $ 18.45 | | Basic earnings per share | $ 1.68 | $ 1.53 | | Diluted earnings per share | $ 1.67 | $ 1.52 | | Net interest income | $ 78.06 | $ 69.85 | | Total interest and dividend income | $ 95.52 | $ 72.79 | | Total interest expense | $ 17.46 | $ 2.93 | | Provision for credit losses | $ 5.00 | $ 2.94 | Consolidated Statements of Comprehensive Income Reports the Company's comprehensive income and loss for the three and six months ended June 30, 2023 and 2022 Consolidated Statements of Comprehensive Income (Three months ended June 30) | (Dollars in millions) | 2023 | 2022 | | :--------------------- | :--- | :--- | | Net income | $ 9.68 | $ 8.16 | | Total comprehensive (loss) income, net | $ (1.95) | $ (23.92) | Consolidated Statements of Comprehensive Income (Six months ended June 30) | (Dollars in millions) | 2023 | 2022 | | :--------------------- | :--- | :--- | | Net income | $ 20.45 | $ 18.45 | | Total comprehensive (loss) income, net | $ 29.07 | $ (58.59) | Consolidated Statements of Changes in Shareholders' Equity Details changes in shareholders' equity, including net income, comprehensive income, and dividends, for periods ended June 30, 2023 Shareholders' Equity Changes (Three months ended June 30, 2023) | (Dollars in millions) | Balance at March 31, 2023 | Net income | Other comprehensive loss, net | Common stock dividend declared | Balance at June 30, 2023 | | :--------------------- | :------------------------ | :--------- | :---------------------------- | :----------------------------- | :----------------------- | | Total Shareholders' Equity | $ 311.32 | $ 9.68 | $ (11.63) | $ (2.81) | $ 307.49 | Shareholders' Equity Changes (Six months ended June 30, 2023) | (Dollars in millions) | Balance at December 31, 2022 | Net income | Other comprehensive income, net | Common stock dividend declared | Balance at June 30, 2023 | | :--------------------- | :--------------------------- | :--------- | :------------------------------ | :----------------------------- | :----------------------- | | Total Stockholders' Equity | $ 282.27 | $ 20.45 | $ 8.61 | $ (5.60) | $ 307.49 | Consolidated Statements of Cash Flows Presents the Company's cash flows from operating, investing, and financing activities for the six months ended June 30, 2023 and 2022 Consolidated Statements of Cash Flows (Six months ended June 30) | (Dollars in millions) | 2023 | 2022 | | :--------------------- | :--- | :--- | | Net cash provided by operating activities | $ 8.07 | $ 15.52 | | Net cash used in investing activities | $ (51.62) | $ (175.26) | | Net cash provided by financing activities | $ 34.79 | $ 29.62 | | Net decrease in cash and cash equivalents | $ (8.76) | $ (130.12) | | Cash and cash equivalents at end of period | $ 258.83 | $ 306.46 | Notes to Unaudited Consolidated Interim Financial Statements Provides detailed explanations and disclosures supporting the unaudited consolidated interim financial statements (1) Summary of Significant Accounting Policies Outlines the Company's key accounting policies and recent accounting pronouncements, noting no material changes from the prior annual report - The Company has not materially changed its significant accounting policies from those disclosed in its 2022 Annual Report on Form 10-K[26] - The Company early adopted ASU 2023-02, ASU 2022-01, and ASU 2022-02 effective January 1, 2023, with no significant impact on the financial statements[38][39][40] - The NMTC Investment Fund, formed in February 2023, is the Company's only unconsolidated Variable Interest Entity (VIE)[28][32] (2) Investment Securities Details the Company's investment securities portfolio, including fair values, unrealized losses, and management's assessment of credit losses Debt Securities Fair Value and Unrealized Losses | (Dollars in millions) | June 30, 2023 | December 31, 2022 | | :--------------------- | :------------ | :---------------- | | Total debt securities, at fair value | $ 706.95 | $ 816.10 | | Total unrealized losses | $ 113.16 | $ 124.25 | - Debt security sales during the three and six months ended June 30, 2023, amounted to $87.2 million (amortized cost), realizing net losses of $2.4 million, to improve balance sheet positioning and enhance future earnings[46] - Management concluded no Allowance for Credit Losses (ACL) for available-for-sale securities was necessary as of June 30, 2023, as losses were primarily due to market interest rate increases and securities are anticipated to mature or be called at par[43] (3) Loans Provides a breakdown of the Company's loan portfolio by classification and highlights growth trends Loan Portfolio Classifications | (Dollars in millions) | June 30, 2023 | December 31, 2022 | | :--------------------- | :------------ | :---------------- | | Total loans | $ 3,345.67 | $ 3,180.52 | | Commercial real estate | $ 2,009.26 | $ 1,921.41 | | Commercial and industrial | $ 420.10 | $ 414.49 | | Commercial construction | $ 487.02 | $ 424.05 | | Total commercial loans | $ 2,916.38 | $ 2,759.95 | | Total retail loans | $ 429.29 | $ 420.57 | - Total loans increased by $165.1 million (5%) since December 31, 2022[193] - Commercial loans constituted 87% of total loans at both June 30, 2023, and December 31, 2022[193] (4) ACL for Loans Discusses the Allowance for Credit Losses (ACL) for loans, including changes in provision and non-accrual loan trends Allowance for Credit Losses (ACL) for Loans | (Dollars in millions) | June 30, 2023 | December 31, 2022 | | :--------------------- | :------------ | :---------------- | | ACL for loans | $ 56.90 | $ 52.64 | | ACL for loans to total loans | 1.70 % | 1.66 % | | Total non-accrual loans | $ 7.65 | $ 6.12 | | Non-accrual loans to total loans | 0.23 % | 0.19 % | - The provision for credit losses for the six months ended June 30, 2023, increased by $2.1 million to $5.0 million, primarily due to loan portfolio growth, off-balance sheet commitments, and an increased probability and severity of forecasted economic conditions[181] - The total amortized cost basis of adversely classified loans amounted to $42.1 million (1.26% of total loans) at June 30, 2023, a decrease from $47.0 million (1.48%) at December 31, 2022[58] (5) Leases Outlines the Company's operating lease commitments, including the number of facilities and weighted average remaining lease term - The Company had 16 facilities under non-cancelable operating leases as of June 30, 2023[84] - The weighted average remaining lease term for operating leases was 29.0 years at June 30, 2023[86] Operating Lease Liabilities (June 30, 2023) | (Dollars in thousands) | Operating Leases | | :--------------------- | :--------------- | | Total lease payments | $ 38,849 | | Total lease liability | $ 24,148 | (6) Deposits Provides a breakdown of customer deposits by type, highlighting growth trends and the impact of higher-yielding products Deposit Summary | (Dollars in millions) | June 30, 2023 | December 31, 2022 | | :--------------------- | :------------ | :---------------- | | Deposits | $ 4,075.60 | $ 4,035.81 | | Non-interest checking | $ 1,273.97 | $ 1,361.59 | | Interest-bearing checking | $ 701.70 | $ 678.72 | | Savings | $ 310.32 | $ 326.67 | | Money market | $ 1,373.82 | $ 1,381.65 | | CDs $250,000 or less | $ 244.11 | $ 187.76 | | CDs greater than $250,000 | $ 171.68 | $ 99.43 | - Customer deposits increased by $39.8 million (1%) since December 31, 2022, with Certificates of Deposit (CDs) increasing by $128.6 million (45%) as customers sought higher-yielding products[205] - Reciprocal balances from enhanced FDIC insured products amounted to $796.8 million at June 30, 2023, up from $589.7 million at December 31, 2022[88] (7) Borrowed Funds and Subordinated Debt Details the Company's borrowed funds, primarily FHLB advances, and subordinated debt, including their terms and purposes Borrowed Funds and Subordinated Debt | (Dollars in thousands) | June 30, 2023 | December 31, 2022 | | :--------------------- | :------------ | :---------------- | | Total borrowed funds | $ 3,334 | $ 3,216 | | Subordinated debt | $ 59,340 | $ 59,182 | - Borrowed funds are primarily FHLB advances for community development and affordable housing programs[89] - Subordinated notes are due July 15, 2030, and callable at the Company's option on or after July 15, 2025[90] (8) Derivatives and Hedging Activities Describes the Company's derivative instruments and hedging strategies, including interest rate swaps and risk participation agreements - During Q2 2023, the Company entered into two pay fixed, receive float interest rate swaps with a combined notional value of $50.0 million and a two-year term, designated as fair value hedges[94][216] Derivative Financial Instruments (June 30, 2023) | (Dollars in thousands) | Asset Notional Amount | Asset Derivatives | Liability Notional Amount | Liability Derivatives | | :--------------------- | :-------------------- | :---------------- | :------------------------ | :-------------------- | | Interest-rate contracts - pay fixed, receive floating (hedging) | $ 50,000 | $ 260 | $ — | $ — | | Interest-rate contracts - pay floating, receive fixed (non-hedging) | $ — | $ — | $ 7,652 | $ 753 | | Interest-rate contracts - pay fixed, receive floating (non-hedging) | $ 7,652 | $ 753 | $ — | $ — | | Risk participation agreements sold | $ — | $ — | $ 46,910 | $ 81 | - The notional value of Risk Participation Agreements (RPAs) sold increased to $46.9 million at June 30, 2023, from $24.7 million at December 31, 2022[218] (9) Regulatory Capital Requirements Assesses the Company's and the Bank's compliance with regulatory capital requirements, confirming 'well-capitalized' status - As of June 30, 2023, both the Company and the Bank met the definition of 'well-capitalized' under applicable regulations[103] Regulatory Capital Ratios (June 30, 2023) | (Dollars in thousands) | Actual Amount | Actual Ratio | Minimum Capital for Capital Adequacy Purposes Ratio | | :--------------------- | :------------ | :----------- | :-------------------------------------------------- | | The Company | | | | | Total Capital to RWA | $ 495,246 | 13.37 % | 8.00 % | | Tier 1 Capital to RWA | $ 389,427 | 10.52 % | 6.00 % | | Tier 1 Capital to AA, Leverage Ratio | $ 389,427 | 8.62 % | 4.00 % | | Common Equity Tier 1 Capital to RWA | $ 389,427 | 10.52 % | 4.50 % | | The Bank | | | | | Total Capital to RWA | $ 494,658 | 13.36 % | 8.00 % | | Tier 1 Capital to RWA | $ 448,179 | 12.10 % | 6.00 % | | Tier 1 Capital to AA, Leverage Ratio | $ 448,179 | 9.92 % | 4.00 % | | Common Equity Tier 1 Capital to RWA | $ 448,179 | 12.10 % | 4.50 % | - Both the Company's and the Bank's actual ratios exceeded the Basel III risk-based capital requirement with the capital conservation buffer (2.50%) as of June 30, 2023[105] (10) Comprehensive Income (Loss) Reports changes in accumulated other comprehensive loss, primarily influenced by the fair value of debt securities Accumulated Other Comprehensive Loss (Net of Tax) | (Dollars in thousands) | June 30, 2023 | December 31, 2022 | | :--------------------- | :------------ | :---------------- | | Accumulated other comprehensive loss - ending balance | $ (87,593) | $ (96,207) | - The accumulated other comprehensive loss decreased by $8.6 million from December 31, 2022, to June 30, 2023, primarily due to an increase in the fair value of debt securities[106] (11) Stock-Based Compensation Details stock-based compensation expense and restricted stock awards granted for the periods ended June 30, 2023 Stock-Based Compensation Expense | (Dollars in thousands) | Three months ended June 30, 2023 | Six months ended June 30, 2023 | | :--------------------- | :------------------------------- | :----------------------------- | | Total stock-based compensation expense | $ 629 | $ 1,200 | Restricted Stock Awards Granted (Six months ended June 30, 2023) | Restricted Stock Awards (number of underlying shares) | 2023 | | :------------------------------------ | :--- | | Two-year vesting | 9,915 | | Four-year vesting | 32,719 | | Performance-based vesting | 31,270 | | Total restricted stock awards granted | 73,904 | - No stock options were issued during the six months ended June 30, 2023[109] (12) Earnings per Share Presents basic and diluted earnings per share, along with weighted average common shares outstanding, for the periods ended June 30, 2023 Earnings Per Share Data | | Three months ended June 30, 2023 | Six months ended June 30, 2023 | | :---------------------------------- | :------------------------------- | :----------------------------- | | Basic earnings per share | $ 0.79 | $ 1.68 | | Diluted earnings per share | $ 0.79 | $ 1.67 | | Basic weighted average common shares outstanding | 12,228,081 | 12,191,857 | | Diluted weighted average common shares outstanding | 12,244,863 | 12,218,735 | - Stock options outstanding that were anti-dilutive amounted to 105,719 for the three months and 48,373 for the six months ended June 30, 2023[114] (13) Fair Value Measurements Explains the fair value measurement of financial instruments, categorizing them by input levels (Level 1, 2, or 3) - Debt securities, equity securities, FHLB stock, and interest-rate swaps are measured at fair value using Level 1 or Level 2 inputs[118][119][120][121] - Individually evaluated loans deemed collateral dependent are measured at fair value using Level 3 inputs, with a specific reserve of $371 thousand at June 30, 2023[122][123] Fair Value of Financial Instruments Not Recognized on Balance Sheet (June 30, 2023) | (Dollars in thousands) | Carrying Value | Fair Value | Fair Value Measurement Level | | :--------------------- | :------------- | :--------- | :--------------------------- | | Loans, net | $ 3,288,768 | $ 3,112,928 | Level 3 | | CDs | $ 415,792 | $ 410,528 | Level 2 | | Borrowed funds | $ 3,334 | $ 2,217 | Level 2 | | Subordinated debt | $ 59,340 | $ 53,366 | Level 2 | (14) Supplemental Cash Flow Information Details cash payments for interest, income taxes, and lease liabilities for the six months ended June 30, 2023 Supplemental Cash Flow Information (Six months ended June 30, 2023) | (Dollars in thousands) | 2023 | | :--------------------- | :--- | | Cash paid for: interest | $ 16,187 | | Cash paid for: income taxes | $ 7,786 | | Cash paid for: lease liability | $ 686 | Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the Company's financial condition and operating results, highlighting performance, liquidity, asset quality, and risk management Special Note Regarding Forward-Looking Statements Warns that forward-looking statements are subject to risks and uncertainties, and actual results may differ materially - The Form 10-Q contains forward-looking statements subject to substantial risks and uncertainties, including potential recession, bank failures, increased competition for deposits, and changes in market interest rates[132][133] - The Company cautions that actual results may differ materially from forward-looking statements and undertakes no obligation to publicly update or revise them[132][135] Overview Summarizes key financial highlights for the quarter, including net income, loan and deposit growth, and strategic actions - Net income for the three months ended June 30, 2023, amounted to $9.7 million, or $0.79 per diluted common share, an increase of 19% compared to the prior year period[139] - The Company recorded $3.4 million in Employee Retention Credits (ERC) as a reduction to salary and benefits expense during the three months ended June 30, 2023[139] - Total loans increased by 4% compared to March 31, 2023, and 9% compared to June 30, 2022, reaching $3.35 billion[139] - Total customer deposits increased by 1% compared to March 31, 2023, and 1% compared to June 30, 2022, reaching $4.08 billion[139] - The Company sold $84.8 million in debt securities and reinvested proceeds into higher-yielding short-term investments, and entered into two interest rate swaps ($50.0 million notional) to increase asset sensitivity and enhance future earnings by an estimated $2.0 million annually[139] - Uninsured deposits amounted to 36% of total deposits at June 30, 2023[139] - FHLB and Federal Reserve Bank of Boston secured borrowing capacity amounted to $1.1 billion[139] Risk Management Framework Describes management's comprehensive enterprise risk management framework for identifying, assessing, and mitigating risks - Management uses a comprehensive enterprise risk management framework to identify, assess, and manage risks, ensuring consistency with strategic planning and regulations[143] Accounting Policies/Critical Accounting Estimates Identifies significant areas for critical accounting assumptions and estimates, noting no material changes from the prior annual report - Significant areas for critical assumptions and estimates include the Allowance for Credit Losses (ACL) for loans and available-for-sale securities, the reserve for unfunded commitments, and goodwill impairment review[146] - The Company has not materially changed its significant accounting and reporting policies from those disclosed in its 2022 Annual Report on Form 10-K[146] Recent Accounting Pronouncements Refers to Note 1 for information regarding recently adopted accounting standards - Refer to Note 1, Item (e), 'Recent Accounting Pronouncements,' for information regarding recently adopted accounting standards[148] Results of Operations for the three months ended June 30, 2023 and June 30, 2022 Analyzes financial performance for the three months ended June 30, 2023, compared to prior year, focusing on net income and interest margins - Net income increased by $1.5 million (19%) to $9.7 million for the three months ended June 30, 2023, compared to the prior year period[150] - Net interest income increased by $2.3 million (6%) to $38.1 million, driven by higher loan interest income ($9.7 million) and other interest-earning asset income ($1.5 million), partially offset by a $9.0 million increase in deposit interest expense[151] - Tax-equivalent net interest margin was 3.55% for the three months ended June 30, 2023, up from 3.45% in the prior year period[152] - Non-interest income decreased by $1.3 million (32%) to $2.8 million, primarily due to $2.4 million in net losses on sales of debt securities[165] - Non-interest expense decreased by $1.2 million (5%) to $25.6 million, mainly due to the $3.4 million Employee Retention Credits (ERC) recorded as a reduction to salary and benefits expense[166] Results of Operations for the six months ended June 30, 2023 and June 30, 2022 Analyzes financial performance for the six months ended June 30, 2023, compared to prior year, focusing on net income and interest margins - Net income increased by $2.0 million (11%) to $20.5 million for the six months ended June 30, 2023, compared to the prior year period[169] - Net interest income increased by $8.2 million (12%) to $78.1 million, driven by higher loan interest income ($18.5 million) and other interest-earning asset income ($3.6 million), partially offset by a $14.4 million increase in deposit interest expense[170] - Tax-equivalent net interest margin was 3.65% for the six months ended June 30, 2023, up from 3.36% in the prior year period[171] - Provision for credit losses increased by $2.1 million to $5.0 million, primarily due to loan portfolio growth and off-balance sheet commitments, and an increased probability and severity of forecasted economic conditions[181] - Non-interest income decreased by $2.2 million (22%) to $7.6 million, primarily due to $2.4 million in net losses on sales of debt securities (compared to $1.1 million gains in the prior year)[182] - Non-interest expense increased by $1.1 million (2%) to $53.7 million. Excluding $3.6 million in ERC, non-interest expense increased by $4.7 million (9%)[183] Financial Condition Reviews the Company's financial position, including asset and liability trends, loan and deposit growth, asset quality, and equity - Total assets increased by $64.0 million (1%) to $4.50 billion at June 30, 2023, compared to December 31, 2022[186] - The fair value of the investment securities portfolio decreased by $107.5 million (13%) to $712.9 million, primarily due to sales of debt securities and principal pay-downs[188] - Total loans increased by $165.1 million (5%) since December 31, 2022, with commercial construction loans increasing by 15% due to strong demand[193][194] - Non-performing loans increased to $7.6 million (0.23% of total loans) at June 30, 2023, from $6.1 million (0.19%) at December 31, 2022[195] - The Allowance for Credit Losses (ACL) for loans to total loans was 1.70% at June 30, 2023[195] - Customer deposits increased by $39.8 million (1%) since December 31, 2022, with Certificates of Deposit (CDs) increasing by 45% as customers sought higher yields[205] - Total shareholders' equity increased by $25.2 million (9%) to $307.5 million, driven by an increase in retained earnings and a decrease in accumulated other comprehensive loss[211] - Wealth assets under management increased by $117.9 million (13%) to $1.0 billion at June 30, 2023[231] Item 3 - Quantitative and Qualitative Disclosures About Market Risk Discusses the Company's exposure to market risk, particularly interest rate risk, through a sensitivity analysis of net interest income Net Interest Income Sensitivity Analysis (24-month period) | Changes in interest rates | June 30, 2023 Percentage Change | December 31, 2022 Percentage Change | | :------------------------ | :-------------------------------- | :---------------------------------- | | Rates Rise 400 Basis Points | 0.12 % | 1.20 % | | Rates Rise 200 Basis Points | (0.10)% | 0.45 % | | Rates Unchanged | — % | — % | | Rates Decline 200 Basis Points | (2.22)% | (5.34)% | - Net interest income was projected to be relatively flat in increasing interest rate scenarios (200 and 400 basis points) at June 30, 2023, compared to an increase at December 31, 2022, primarily due to a shift in deposit composition to higher interest rate sensitivity[235] - The percent decrease in net interest income in a 200 basis point decreasing interest rate scenario was lower at June 30, 2023, compared to December 31, 2022, as higher deposit yields allow for greater rate declines before impacting NII[235] Item 4 - Controls and Procedures Management evaluated the effectiveness of disclosure controls and procedures, concluding they were effective with no significant changes - The Company's disclosure controls and procedures were effective as of June 30, 2023[238] - There have been no significant changes in the Company's internal control over financial reporting during the three months ended June 30, 2023, that materially affected, or are reasonably likely to materially affect, internal control over financial reporting[240] PART II - OTHER INFORMATION Contains disclosures on legal proceedings, risk factors, equity security sales, and other miscellaneous information Item 1 - Legal Proceedings The Company is not involved in any material pending legal proceedings beyond ordinary routine litigation incidental to its business - There are no material pending legal proceedings to which the Company or its subsidiaries are a party[242] - Management does not believe resolution of any present litigation will have a material adverse effect on the business, consolidated financial condition or results of operations[242] Item 1A - Risk Factors Highlights potential economic stress and recent bank failures as key risks, noting no material changes from the 2022 Annual Report - Management believes there have been no material changes in the Company's risk factors as reported in the 2022 Annual Report on Form 10-K, but sustained economic stress or recession could heighten existing risks[243] - Recent bank failures and related negative impact on customer confidence may adversely affect the Company's business, earnings, and financial condition, potentially leading to deposit withdrawals and higher funding costs[244] Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds Details common stock repurchases for employee tax settlements, not part of a publicly announced repurchase plan Common Stock Repurchases (Three months ended June 30, 2023) | | Total number of shares repurchased | Average Price Paid Per Share | | :---- | :------------------------------- | :--------------------------- | | April | 1,410 | $ 28.45 | | June | 240 | $ 28.94 | | Total | 1,650 | | - Shares repurchased were primarily owned and tendered by employees as payment for taxes upon vesting of restricted stock (net settlement of shares) and were not part of a publicly announced repurchase plan or program[247] Item 3 - Defaults Upon Senior Securities Not Applicable Item 4 - Mine Safety Disclosures Not Applicable Item 5 - Other Information No directors or officers adopted or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the quarter - No directors or officers adopted or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement" during the three months ended June 30, 2023[250] Item 6 - Exhibits Lists exhibits filed with the Form 10-Q, including certifications from executive officers and XBRL financial statements - Exhibit 31.1 and 31.2 include Certifications of Principal Executive Officer and Principal Financial Officer under Securities Exchange Act Rule 13a-14(a)[252] - Exhibit 32 includes Certifications of Principal Executive Officer and Principal Financial Officer under 18 U.S.C. § 1350[252] - Financial statements for the quarter ended June 30, 2023, were formatted in Inline XBRL (eXtensible Business Reporting Language) as Exhibit 101[252] SIGNATURES Confirms the official signing of the report by the Company's Executive Vice President, Treasurer, and Chief Financial Officer - The report was signed on August 8, 2023, by Joseph R. Lussier, Executive Vice President, Treasurer and Chief Financial Officer of Enterprise Bancorp, Inc[256]