FS Bancorp (FSBW) Insider Sales: CEO Disposes of 7,076 Shares

Rhea-AI Filing Summary

Insider sales by FS Bancorp, Inc. (FSBW) director/CEO Joseph C. Adams were reported on Form 4. The filing shows Mr. Adams sold 6,674 shares on 08/21/2025 at a weighted average price of $40.01 per share and sold 402 shares on 08/22/2025 at $41.72 per share. After these transactions he beneficially owned 112,421 shares directly, plus an additional 1,625 shares shown separately as direct ownership and 17,818 shares indirectly through an ESOP.

The filing discloses the sale prices and a footnote stating the 08/21 price is a weighted average for multiple transactions between $40.00 and $40.22 per share. No options, grants, or other derivative transactions are reported.

Positive

• Timely, detailed disclosure of sale dates, quantities and weighted-average price for the 08/21/2025 transactions
• Clear ownership breakdown showing direct holdings and indirect ESOP holdings, improving transparency

Negative

• Executive sale disclosed: Director/CEO Joseph C. Adams sold a total of 7,076 shares (6,674 on 08/21/2025 and 402 on 08/22/2025)
• Potential investor concern due to sales by a senior executive, though no intent or trading-plan information is provided in the filing

Insights

Financial Analyst

TL;DR: Routine insider sales disclosed; amounts and weighted average prices are reported, suggesting standard liquidity transactions.

Mr. Adams, who is listed as both Director and CEO, reported small open-market sales of common stock over two days totaling 7,076 shares. The filing provides specific prices, including a weighted-average disclosure for the larger tranche, which supports transparency. There are no derivative transactions or other compensatory grants disclosed here that would complicate interpretation. Based solely on the filing, this appears to be a straightforward disposition rather than an award or exercise.

Corporate Governance Expert

TL;DR: Disclosure is timely and detailed; insider status heightens investor interest but the filing itself shows routine sales.

The report includes direct and indirect beneficial ownership lines and a clear explanatory footnote about the weighted average sale price. Because the reporting person is both Director and CEO, investors will note the executive-level sale; however, the form does not indicate any related-party transactions, option exercises, or trading plan language that would provide context about intent. The form complies with Section 16 reporting requirements as presented.

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
Estimated average burden
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^*

Adams Joseph C.

(Last) (First) (Middle)

C/O FS BANCORP, INC.

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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

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	08/21/2025		S		6,674	D	$40.01(1)	112,823	D
Common Stock	08/22/2025		S		402	D	$41.72	112,421	D
Common Stock								1,625	D
Common Stock								17,818	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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.00 to $40.22 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commissions, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (1).

	/s/Joseph C. Adams	08/22/2025
	** 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

What insider transactions did Joseph C. Adams report for FSBW?

The Form 4 shows Mr. Adams sold 6,674 shares on 08/21/2025 at a weighted average price of $40.01 and 402 shares on 08/22/2025 at $41.72.

How many FSBW shares does Joseph C. Adams beneficially own after these transactions?

The filing reports 112,421 shares as direct beneficial ownership after the reported sales, plus an additional 1,625 shares listed separately as direct and 17,818 shares held indirectly via an ESOP.

Did the Form 4 report any option exercises or derivative transactions for FSBW?

No. Table II for derivative securities contains no reported transactions; the filing shows only common stock sales in Table I.

Was the 08/21/2025 sale executed at a single price?

No. The filing notes the 08/21/2025 price is a weighted average for multiple transactions with prices ranging from $40.00 to $40.22 per share.

Does the filing state these sales were made under a trading plan (Rule 10b5-1)?

The Form 4 does not indicate that the transactions were made pursuant to a Rule 10b5-1 trading plan in the provided content.