8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 17, 2023

FS BANCORP, INC.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code:  (425) 771-5299

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [   ]

Item 8.01  Other events

FS Bancorp, Inc. the parent company of 1st Security Bank of Washington (“1st Security Bank”) today announced that all the required regulatory approvals had been received for 1st Security Bank to purchase seven branches from Columbia Bank, a subsidiary of Columbia Banking System. The branches are located in Washington and Oregon.  The completion of the transaction remains subject to customary closing conditions and is expected to occur on February 27, 2023.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01    Financial Statements and Exhibits

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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Exhibit 99.1

FOR IMMEDIATE RELEASE

January 17, 2023

1ST SECURITY BANK ANNOUNCES RECEIPT OF REGULATORY

APPROVALS TO BUY SEVEN WASHINGTON AND OREGON BRANCHES

FROM COLUMBIA STATE BANK

MOUNTLAKE TERRACE, Wash. ― January 17, 2023 ― FS Bancorp, Inc. (Nasdaq: FSBW), the parent company of 1st Security Bank of Washington (“1st Security Bank”), today announced that all required regulatory approvals had been received for 1st Security Bank to purchase seven branches from Columbia State Bank, a subsidiary of Columbia Banking System, in Washington and Oregon.

The completion of the transaction remains subject to customary closing conditions and is expected to occur on February 27, 2023.

Joe Adams, CEO of 1st Security Bank commented, “We have received the necessary regulatory approvals and the employees at 1st Security Bank and Columbia Bank are enthusiastically working to make this a smooth conversion for our customers.”

About 1st Security Bank

    1st Security Bank of Washington, member FDIC and Equal Housing Lender, provides loan and deposit services to customers at its twenty branches, and mortgage services at each branch as well as lending offices in
      the greater Puget Sound area, Vancouver, and the Tri-Cities. FS Bancorp, Inc., a Washington corporation, \(NASDAQ: FSBW\) is the holding company for the Bank. The Bank was rated the number one Community Bank nationally in Bank Director’s 2022
      “Ranking Banking” study, as well as the #1 Leadership Team of all banks studied nationally. 1st Security Bank is the top bank in its category in the Puget Sound Business Journals “Washington’s Best Workplaces” from 2015-2022 and named one of
      American Banker’s "Best Banks to Work For" from 2017-2021. For more information visit 1st Security Bank’s website at www.fsbwa.com.

Note Regarding Forward Looking Statements

This news release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which can be identified by words such as "may," "expected," "anticipate", "continue," or other comparable words. In addition, all statements other than statements of historical facts that address activities that FS Bancorp expects or anticipates will or may occur in the future are forward-looking statements. Readers are encouraged to read the Securities and Exchange Commission reports of FS Bancorp, particularly its annual report on Form 10-K for the fiscal year ended December 31, 2021, for meaningful cautionary language discussing why actual results may vary materially from those anticipated by management.