Filing Analysis
FS Bancorp, Inc. announced that its Board of Directors has authorized a share repurchase program of up to $5.0 million of the company's common stock. The program is scheduled to commence no sooner than the second trading day following the announcement.
📋 Key Facts
- Board authorized a share repurchase program of up to $5.0 million.
- The program involves the company's common stock.
- Repurchase program commences no sooner than the second trading day after the announcement (August 24, 2026).
- The company is the holding company for 1st Security Bank of Washington.
FS Bancorp, Inc. has completed its acquisition of Pacific West Bancorp, effective August 19, 2026. The transaction involved the merger of Pacific West Bank into 1st Security Bank of Washington.
📋 Key Facts
- Transaction effective date: August 19, 2026.
- Acquisition target: Pacific West Bancorp (parent of Pacific West Bank).
- Aggregate consideration: 430,176 shares of FS Bancorp common stock and $16,832,742 in cash.
- Structure: Pacific West Bank merged into FS Bancorp; 1st Security Bank of Washington is the surviving entity.
- Original Merger Agreement dated February 25, 2026.
FS Bancorp, Inc. announced that its senior management team will be attending the D.A. Davidson Western Bank Summit virtually on August 11-12, 2026. The company provided investor materials related to this event as an exhibit.
📋 Key Facts
- CEO Matthew D. Mullet, CRO Erin Burr, and CLO Benjamin G. Crowl are attending the D.A. Davidson Western Bank Summit virtually.
- The summit takes place on August 11-12, 2026.
- Investor materials were provided as Exhibit 99.1.
FS Bancorp, Inc. released its quarterly earnings for the period ending June 30, 2026, and declared a regular quarterly cash dividend of $0.29 per share.
📋 Key Facts
- Earnings release issued for the quarter ended June 30, 2026 (Item 2.02).
- Board of Directors declared a regular quarterly cash dividend of $0.29 per share (Item 8.01).
- Dividend record date is August 7, 2026.
- Dividend payment date is August 21, 2026.
FS Bancorp, Inc. disclosed change of control agreements for three key executives at its wholly-owned subsidiary, 1st Security Bank of Washington. These agreements provide severance protections in the event of a change in control or involuntary termination under specific conditions.
🚩 Red Flags
- Potential liquidity drain if a change in control occurs, as multiple key executives are entitled to significant lump-sum severance payments (12 months' salary each).
📋 Key Facts
- Effective date of agreements: December 2, 2025.
- Executives covered: Robert Nesbitt (CCO), Sean McCormick (CCAA), and Phillip Whittington (CFO).
- Severance trigger: Involuntary termination within six months before or twelve months after a change in control.
- Severance amount: Twelve months of the executive's then-current salary, paid as a lump sum within 45 days.
- Definition of 'involuntary termination' includes: non-cause termination, base salary reduction, material adverse change in benefits, relocation >20 miles, or material demotion.
FS Bancorp, Inc. announced that its Board of Directors has authorized a new share repurchase program totaling up to $5.0 million of the company's common stock.
📋 Key Facts
- Board authorization for an additional share repurchase program.
- Total maximum repurchase amount: $5.0 million.
- Repurchase program commences no sooner than the third trading day after public announcement.
- The company is the holding company for 1st Security Bank of Washington.
FS Bancorp, Inc. issued its quarterly earnings release for the period ending September 30, 2025 and announced a regular quarterly cash dividend.
📋 Key Facts
- Earnings release for the quarter ended September 30, 2025 was issued on October 21, 2025.
- Board of Directors declared a regular quarterly cash dividend of $0.28 per share.
- Dividend is payable on November 20, 2025.
- Record date for the dividend is the close of business on November 6, 2025.
FS Bancorp, Inc. announced that senior management will attend the Raymond James U.S. Bank and Banking on Technology Conference in Chicago on September 3, 2025.
📋 Key Facts
- Management attendance: President Matthew D. Mullet, Chief Retail Banking Officer Kelli Nielsen, and Chief Credit Operations Officer Robert Nesbitt.
- Event: Raymond James U.S. Bank and Banking on Technology Conference.
- Location: Chicago, Illinois.
- Date of event/filing: September 3, 2025.
FS Bancorp, Inc. announced a leadership transition where Matthew D. Mullet will become President and CEO of the Bank effective September 1, 2025. Long-time CEO Joseph C. Adams will retire from his bank role but remain CEO of the holding company until May 2026.
📋 Key Facts
- Matthew D. Mullet to be named President and CEO of 1st Security Bank effective September 1, 2025.
- Mr. Mullet has served as President since July 2024 and was CFO from September 2011.
- Joseph C. Adams will retire as Bank CEO on September 1, 2025.
- Joseph C. Adams will continue to serve as CEO of the holding company (FS Bancorp, Inc.) until May 2026.
FS Bancorp, Inc. issued its quarterly earnings release for the period ending June 30, 2025 and announced a dividend declaration.
📋 Key Facts
- Released Q2 2025 financial results on July 22, 2025.
- Declared a regular quarterly cash dividend of $0.28 per share.
- Declared a special dividend of $0.22 per common share.
- Record date for dividends is August 7, 2025; payable date is August 21, 2025.
FS Bancorp, Inc. announced that its Board of Directors has authorized a new share repurchase program totaling up to $5.0 million. This is in addition to the approximately $400,000 remaining from a previous repurchase plan initiated on April 4, 2025.
📋 Key Facts
- New share repurchase authorization of up to $5.0 million.
- Approximately $400,000 remains available under the prior April 4, 2025 repurchase plan.
- Repurchase program is scheduled to commence no sooner than the third trading day after announcement.
This is an amendment to a previously filed 8-K regarding the results of a non-binding shareholder advisory vote. The Board has decided to follow the shareholders' recommendation to hold 'say on pay' votes for executive compensation on an annual basis.
📋 Key Facts
- The filing is an Amendment No. 1 (Form 8-K/A) to an Original Form 8-K filed on May 29, 2025.
- Shareholders voted in favor of conducting the advisory vote on executive compensation annually at the May 22, 2025, Annual Meeting.
- The Board has officially determined that future 'say on pay' votes will be held on an annual basis.
FS Bancorp, Inc. announced a change in its independent registered public accounting firm following the merger of Moss Adams LLP with Baker Tilly US, LLP. The company has appointed Baker Tilly as its successor auditor.
🚩 Red Flags
- None identified; the change is driven by a merger of the audit firm rather than a dispute with management.
📋 Key Facts
- Effective date of change: June 3, 2025
- Outgoing Auditor: Moss Adams LLP (due to merger)
- Incoming Auditor: Baker Tilly US, LLP
- Moss Adams resigned following their merger with Baker Tilly
- No disagreements with the previous auditor regarding accounting principles or auditing scope were reported for FY2023, FY2024, or interim 2025.
FS Bancorp, Inc. held its Annual Meeting of Shareholders on May 22, 2025. The filing reports the results of shareholder votes regarding director elections, executive compensation advisory votes, and the ratification of the company's independent auditor.
📋 Key Facts
- Annual Meeting held on May 22, 2025.
- Quorum was present with 6,786,064 shares represented in person or by proxy out of 7,756,000 total outstanding shares.
- Ted A. Leech and Marina Cofer-Wildsmith were elected to three-year terms expiring in 2028; Terri L. Degner was elected to a one-year term expiring in 2026.
- Shareholders approved the compensation of named executive officers (Say-on-Pay).
- Shareholders voted to hold advisory votes on executive compensation annually.
- Moss Adams LLP was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2025.
FS Bancorp, Inc. announced that key executives will attend the 27th Annual Financial Institutions Conference in Scottsdale, Arizona, from May 5-7, 2025.
📋 Key Facts
- Executives attending: Matthew D. Mullet (President), Vickie A. Jarman (EVP/CHRO/WOW! Officer), and Shana C. Allen (EVP/CIO).
- Event: 27th Annual Financial Institutions Conference.
- Location: Fairmont Princess, Scottsdale, Arizona.
- Dates: May 5-7, 2025.
FS Bancorp, Inc. issued its quarterly earnings release for the period ended March 31, 2025 and declared a regular quarterly cash dividend.
📋 Key Facts
- Earnings release issued for the quarter ended March 31, 2025.
- Board of Directors declared a regular quarterly cash dividend of $0.28 per share.
- Dividend payable date: May 22, 2025.
- Record date for dividend: May 8, 2025.
FS Bancorp, Inc. announced that its Board of Directors has authorized a new share repurchase program totaling up to $5.0 million of common stock. This is in addition to approximately $900,000 remaining from a previous repurchase plan initiated on November 15, 2024.
📋 Key Facts
- Board authorized an additional $5.0 million share repurchase program on April 4, 2025.
- Approximately $900,000 remains available from the previous plan announced on November 15, 2024.
- Repurchase program is scheduled to commence no sooner than the third trading day after the announcement.
FS Bancorp, Inc. announced the appointment of Phillip Whittington as the new Chief Financial Officer (CFO) effective May 1, 2025. Mr. Whittington is an internal promotion from his current role as Controller.
📋 Key Facts
- Phillip Whittington appointed CFO of FS Bancorp, Inc. and 1st Security Bank effective May 1, 2025.
- Whittington has served as Controller for both the Company and the Bank since January 2020.
- Matthew D. Mullet will remain as President but is stepping down from the CFO role.
- The appointment involves no family relationships or reportable related-party transactions.
FS Bancorp, Inc. is announcing the participation of its senior management team in the 2025 Janney CEO Forum scheduled for January 29-30, 2025. The filing includes investor materials to be presented at the conference.
📋 Key Facts
- Management attendees: President/CFO Matthew D. Mullet, SVP Director of Finance Susan Dumontet, and VP Controller Phil Whittington.
- Event name: 2025 Janney CEO Forum.
- Event location: Scottsdale, Arizona.
- Event dates: Wednesday, January 29th through Thursday, January 30th, 2025.
FS Bancorp, Inc. issued its Q4 2024 earnings release and announced a regular quarterly cash dividend increase.
📋 Key Facts
- Earnings release for the quarter ended December 31, 2024 was issued on January 21, 2025.
- The Board of Directors declared a regular quarterly cash dividend of $0.28 per share.
- Dividend represents an increase from the previous rate of $0.27 per share.
- Record date for the dividend is February 6, 2025.
- Payment date for the dividend is February 20, 2025.
FS Bancorp, Inc. announced that its Board of Directors has authorized an additional share repurchase program totaling up to $5.0 million of the Company's common stock.
📋 Key Facts
- Board authorization for a new share repurchase program of up to $5.0 million.
- The company previously completed a $5.0 million repurchase program announced on July 11, 2024.
- Announcement date: November 15, 2024.
FS Bancorp, Inc. issued its quarterly earnings release for the period ending September 30, 2024 and announced a regular quarterly cash dividend.
📋 Key Facts
- Issued earnings release for the quarter ended September 30, 2024 on October 22, 2024.
- Declared a regular quarterly cash dividend of $0.027 per share.
- Dividend payable date: November 21, 2024.
- Record date for dividend: November 7, 2024.
FS Bancorp, Inc. announced the retirement of Margaret R. Piesik from its Board of Directors and various committees effective September 30, 2024. She was succeeded on the Board by Terri L. Degner.
🚩 Red Flags
- None identified; departure was characterized as a standard retirement without disagreement.
📋 Key Facts
- Margaret R. Piesik retired from the Board of Directors of FS Bancorp, Inc. and its subsidiary, 1st Security Bank of Washington, effective September 30, 2024.
- Ms. Piesik had served as a director since 2006.
- Terri L. Degner was appointed to the Company's Board of Directors effective September 30, 2024.
- Ms. Degner will serve on the Bank's Asset Quality and Audit Committees.
- The company confirmed Ms. Piesik did not cite any disagreements with the Company regarding operations, policies, or practices upon her resignation.
- As part of her retirement, the Compensation Committee vested her stock/options and will pay director fees through March 31, 2025.
FS Bancorp, Inc. announced that its President/CFO Matthew D. Mullet and EVP Robert Nesbitt will attend the Raymond James U.S. Bank and Banking on Technology Conference on September 5, 2024.
📋 Key Facts
- Executives attending: Matthew D. Mullet (President & CFO) and Robert Nesbitt (EVP, Chief Credit Operations Officer).
- Event: Raymond James U.S. Bank and Banking on Technology Conference.
- Date of event/filing: September 5, 2024.
- Location: Chicago, Illinois.
FS Bancorp, Inc. filed an 8-K to furnish its earnings release for the quarterly period ended June 30, 2024.
📋 Key Facts
- The filing was made on July 23, 2024.
- The report pertains to the quarter ended June 30, 2024.
- The company is the parent corporation of 1st Security Bank of Washington.
FS Bancorp, Inc. announced the promotion of Matthew D. Mullet to President of both the Company and its subsidiary, 1st Security Bank of Washington, effective July 19, 2024. Mr. Mullet will continue to serve in his existing role as Chief Financial Officer.
📋 Key Facts
- Matthew D. Mullet promoted to President of FS Bancorp, Inc. and 1st Security Bank of Washington on July 19, 2024.
- Mr. Mullet will retain his current role as Chief Financial Officer (CFO) for both the Company and the Bank.
- Joseph C. Adams remains as CEO for both entities.
- Mr. Mullet has served as CFO since September 2011.
FS Bancorp, Inc. held its Annual Meeting of Shareholders on May 23, 2024. The meeting resulted in the election of three directors and the ratification of the company's independent auditor.
📋 Key Facts
- Annual Meeting held on May 23, 2024.
- Quorum was present with 7,217,308 shares represented out of 7,805,795 outstanding.
- Joseph C. Adams (98.56%), Pamela M. Andrews (80.37%), and Joseph P. Zavaglia (78.71%) were elected to the Board for three-year terms expiring in 2027.
- Shareholders approved executive compensation via a non-binding advisory vote (Say-on-Pay).
- Moss Adams LLP was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2024.
FS Bancorp, Inc. announced the promotion of two executives to Executive Vice President roles within its subsidiary, 1st Security Bank of Washington.
📋 Key Facts
- Kelli Nielsen promoted to EVP, Chief Retail Banking Officer.
- Donn Costa promoted to EVP, Chief Home Lending Officer.
- Promotions effective as of May 24, 2024.
FS Bancorp, Inc. announced the promotion of two key executives within its banking subsidiary, 1st Security Bank of Washington.
📋 Key Facts
- Sean McCormick promoted to Chief Credit Administration Officer.
- Robert Nesbitt promoted to Chief Credit Operations Officer.
- Promotions effective as of May 20, 2024.
FS Bancorp, Inc. announced that its CFO and Chief Human Resources Officer will be attending the D.A. Davidson 26th Annual Financial Institutions Conference from May 8-10, 2024.
📋 Key Facts
- CFO Matthew D. Mullet and CHRO Vickie Jarman are attending the conference in Colorado Springs, CO.
- The event is the D.A. Davidson 26th Annual Financial Institutions Conference.
- Investor materials were provided as Exhibit 99.1.
FS Bancorp, Inc. released its quarterly earnings for the period ending March 31, 2024, and declared a regular quarterly cash dividend.
📋 Key Facts
- Earnings release issued for the quarter ended March 31, 2024 (Item 2.02).
- Board of Directors declared a regular quarterly cash dividend of $0.26 per share (Item 8.01).
- Dividend payable date: May 23, 2024.
- Record date for dividend: May 9, 2024.
FS Bancorp, Inc. announced the departure of Stephanie Nicklaus from her role as Chief Credit Officer at its subsidiary, 1st Security Bank of Washington, effective February 23, 2024.
🚩 Red Flags
- Departure of a key risk-management officer (Chief Credit Officer) without an immediate successor in place.
📋 Key Facts
- Stephanie Nicklaus departed as Chief Credit Officer on February 23, 2024.
- The Company has not yet named a successor for the position.
- Responsibilities will be temporarily absorbed by Bank personnel reporting to the Chief Risk Officer and CEO.
FS Bancorp, Inc. announced that its CFO and CRO will attend the Piper Sandler 2024 Western Financial Services Conference on February 29, 2024. The filing includes investor materials provided in connection with this event.
📋 Key Facts
- CFO Matthew D. Mullet and CRO Erin Burr are attending the Piper Sandler’s 2024 Western Financial Services Conference.
- The conference is scheduled for February 29, 2024, in Las Vegas, Nevada.
- Investor materials were attached as Exhibit 99.1.
FS Bancorp, Inc. announced that its wholly-owned subsidiary, 1st Security Bank of Washington, has entered into change in control agreements with three key executives: the CIO, CCO, and CLO.
🚩 Red Flags
- Potential liquidity drain in the event of an M&A transaction due to guaranteed lump-sum severance payments for multiple senior officers.
📋 Key Facts
- Effective date of agreements: January 29, 2024.
- Executives involved: Shana Allen (CIO), Stephanie Nicklaus (CCO), and Ben Crowl (CLO).
- Severance trigger: Involuntary termination within six months before or twelve months after a change in control event.
- Severance amount: Twelve months of the executive's then-current salary, paid as a lump sum within 45 days of termination.
- Conditions for severance: Execution of a comprehensive release of claims and protection against 'involuntary termination' (defined to include salary reduction, material benefit changes, relocation >20 miles, or material demotion).
FS Bancorp, Inc. is disclosing that several executives and a director will be attending the Janney Montgomery Scott CEO Forum in Scottsdale, Arizona on January 31-February 1, 2024.
📋 Key Facts
- Executives Ben Crowl (EVP, Chief Lending Officer) and Kelli Nielsen (EVP, Retail Banking/Marketing) are attending the forum.
- Director of Finance Susan Dumontet is also attending the event.
- The company provided investor materials as Exhibit 99.1 in connection with these meetings.
FS Bancorp, Inc. issued its quarterly earnings release for the period ending December 31, 2023 and announced a regular quarterly cash dividend increase.
📋 Key Facts
- Earnings release for the quarter ended December 31, 2023 was issued on January 24, 2024.
- Board of Directors declared a quarterly cash dividend of $0.26 per share.
- The dividend represents a $0.01 (4.0%) increase over the previous quarter's dividend.
- Dividend record date is February 8, 2024; payable date is February 22, 2024.