[Form 4] FS Bancorp, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Robert A. Nesbitt, identified as an officer (CCO/EVP) and director, reported transactions in FS Bancorp, Inc. (ticker FSBW) with a transaction date of 08/06/2025. The filing states some shares were purchased under the issuer's Nonqualified 2022 Stock Purchase Plan with a 25% match. The table lists an acquisition of 169 common shares at $39.20, a disposition of 2,732 common shares, and continued indirect beneficial ownership of 1,313 shares via an ESOP. The form is signed on 08/08/2025.

Positive

• Participation in the issuer's Nonqualified 2022 Stock Purchase Plan with an explicit 25% employer match
• Continued indirect ownership of 1,313 shares via ESOP, showing retained equity interest

Negative

• Reported disposition of 2,732 common shares, which reduces the reporting person's direct holdings
• No explanatory detail in the filing to clarify the reason or materiality of the disposition

Insights

Securities Analyst

TL;DR: Officer reported modest purchases under an employee plan, plus a larger disposition; transaction appears routine.

The filing shows an officer and director participating in the company's Nonqualified 2022 Stock Purchase Plan, receiving a 25% employer match, and acquiring 169 shares at a reported price of $39.20. The report also records a disposition of 2,732 shares and notes 1,313 shares held indirectly through an ESOP. These are specific, documented changes in beneficial ownership; the combination of purchases under a plan and a separate disposition is common for officers balancing tax/compensation events and personal liquidity needs. No additional financial metrics or material corporate events are disclosed in this filing.

Corporate Governance Expert

TL;DR: Insider activity disclosed; purchases under a matched plan are governance-positive, a sale is disclosed but context is limited.

The report clearly identifies the reporting person as an officer (CCO/EVP) and director and documents plan-based purchases with a 25% match, which demonstrates use of company compensation programs. The separate disposition of 2,732 shares is disclosed without explanatory detail. Because the filing does not link the sale to a Rule 10b5-1 plan or provide pro rata significance versus total holdings, its governance implications are neutral based solely on the presented facts.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Nesbitt Robert A

(Last) (First) (Middle)

6920 220TH STREET SW

(Street)

MOUNTLAKE TERRACE WA 98043

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FS Bancorp, Inc. [ FSBW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CCO Officer/EVP

3. Date of Earliest Transaction (Month/Day/Year)
08/06/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/06/2025		J(1)		14	A	$39.2	169	D
Common Stock								2,732	D
Common Stock								1,313	I	By ESOP

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares were purchased under the Issuer's Nonqualified 2022 Stock Purchase Plan and includes a 25% match.

	/s/Robert Nesbitt	08/08/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

Who filed the Form 4 for FSBW?

Robert A. Nesbitt, identified as an officer (CCO/EVP) and director, filed the Form 4.

What transactions are reported on the FSBW Form 4 dated 08/06/2025?

The filing lists an acquisition of 169 shares at $39.20, a disposition of 2,732 shares, and 1,313 shares held indirectly via an ESOP.

Were any shares purchased under an employee plan in the FSBW filing?

Yes. The filing states purchases were made under the issuer's Nonqualified 2022 Stock Purchase Plan and included a 25% match.

What is the transaction date and signature date on the FSBW Form 4?

The transaction date is 08/06/2025 and the form is signed on 08/08/2025.

Does the Form 4 indicate indirect ownership?

Yes. The filing shows 1,313 shares held indirectly by an ESOP.