[144] FS Bancorp, Inc. SEC Filing

Rhea-AI Filing Summary

FS Bancorp, Inc. (FSBW) filing reports a proposed sale under Rule 144 of 6,674 common shares by a reporting person through Wells Fargo Clearing Services with an aggregate market value of $266,987.36. The filing lists the securities' total outstanding shares as 7,596,336 and an approximate sale date of 08/21/2025. Acquisition history shows grants and option exercises from 2019 through 2024 totaling the lots being sold, including stock-option cash payments in 2021 and 2024. The filer also disclosed two recent sales in the prior three months: 10,864 shares sold on 08/19/2025 for $436,257.43 and 4,914 shares sold on 08/20/2025 for $197,199.34. The notice includes the required representation that the seller is not aware of undisclosed material adverse information.

Positive

• Regulatory compliance: The filer provided a complete Rule 144 notice including broker, lot-level acquisition history, and insider attestation.
• Transparency on provenance: Acquisition dates and transaction types (grants and option exercises) are disclosed, clarifying the source of the shares.

Negative

• Insider share sales: The reporting person sold 15,778 shares in the prior three months and proposes an additional 6,674-share sale, indicating ongoing insider disposition.
• Potential market perception: Multiple recent insider sales in a short period could be viewed negatively by some investors, despite being routine disclosures.

Insights

Securities Analyst

TL;DR: Insider selling reported: modest block relative to shares outstanding, with recent prior sales disclosed.

The filing documents a Rule 144 proposed sale of 6,674 common shares valued at $266,987.36 and reports two recent sales totaling 15,778 shares for approximately $633,456.77 in gross proceeds over two days. Relative to the issuer's reported outstanding shares of 7,596,336, the proposed sale represents approximately 0.09% of the outstanding common shares, which is immaterial on a share-count basis but notable as insider liquidity events. The schedule of acquisition dates shows the shares originate from prior grants and option exercises, with cash consideration recorded for option exercises in 2021 and 2024. From a market-impact perspective this disclosure is routine compliance with Rule 144 but signals insider monetization over a short timeframe.

Corporate Governance Expert

TL;DR: Filing meets disclosure requirements; signals insider disposition but contains no indication of undisclosed adverse facts.

The notice includes the mandatory attestation that no material nonpublic information is known to the seller and lists the broker, planned sale date, and exact lots being sold. The provenance of the shares is documented (grants and option exercises between 2019 and 2024). This provides transparency about the source and timing of the securities offered for sale. There is no text in the filing indicating any change in governance, control, or material corporate developments beyond the sales themselves.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
common	Wells Fargo Clearing Services 1 North Jefferson Avenue St. Louis MO 63103	6674	266987.36	7596336	08/21/2025	Nasdaq

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
common	08/15/2019	Grant	Issuer			913	08/15/2019	N/A
common	08/15/2020	Grant	Issuer			1095	08/15/2020	N/A
common	08/15/2021	Grant	Issuer			913	08/15/2021	N/A
common	08/15/2022	Grant	Issuer			856	08/15/2022	N/A
common	08/15/2023	Grant	Issuer			741	08/15/2023	N/A
common	08/26/2024	Stock Options	Issuer			14646	08/26/2024	Cash
common	08/11/2021	Stock Options	Issuer			18336	08/11/2021	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Joseph C Adams 6920 220th Street SW Mountlake Terrace WA 98043	FS Bancorp, Inc.	08/19/2025	10864	436257.43
Joseph C Adams 6920 220th Street SW Mountlake Terrace WA 98043	FS Bancorp, Inc.	08/20/2025	4914	197199.34

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What is the size and value of the proposed Rule 144 sale by the filer in FSBW?

The proposed sale is 6,674 common shares with an aggregate market value of $266,987.36, slated approximately for 08/21/2025.

How many FSBW shares were reported sold by the filer in the past three months?

The filer reported two sales: 10,864 shares on 08/19/2025 for $436,257.43 and 4,914 shares on 08/20/2025 for $197,199.34.

What is the total number of outstanding shares reported in the filing?

The filing lists 7,596,336 shares outstanding for the issuer.

What types of acquisitions produced the shares being sold?

The shares originated from grants (2019–2023) and stock option exercises (2021 and 2024), with cash payment noted for the option exercises.

Through which broker will the proposed sale be executed?

The proposed sale is to be executed through Wells Fargo Clearing Services located in St. Louis, MO.