CoverageForm 410-K10-Q8-K13D13G13F

FSBW Fs Bancorp, Inc. - 8-K

Filed May 27, 2026. See issuer overview · financials · original on SEC.gov ↗
Accession
0000939057-26-000118
5.07

Item 5.07 - Submission of Matters to a Vote of Security Holders

383 words

Item 5.07  Submission of Matters to a Vote of Security Holders

(a)

The Annual Meeting of FS Bancorp, Inc. (the “Company”) was held on May 21, 2026 (“Annual Meeting”).

(b)

There were a total of 7,501,542 shares of the Company’s common stock
outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 6,542,872 shares of common stock were represented in person or by proxy, therefore, a quorum was
present. The following proposals were submitted by the Company’s Board of Directors to a vote of shareholders:

Proposal

1 .  Election of Directors.  The following two individuals were elected as directors for three-year terms:

FOR

WITHHELD

BROKER

NON-VOTES

No. of

Votes

Percentage of

shares

present

No. of

Votes

Percentage of

shares

present

No. of

votes

Terri L. Degner

4,744,149

84.29%

884,507

15.71%

914,216

Michael J. Mansfield

4,403,524

78.23%

1,225,132

21.77%

914,216

Based on the votes set forth above, Terri L. Degner and
Michael J. Mansfield were duly elected to each serve as directors of the Company for a three-year term expiring at the annual meeting of shareholders in 2029.

The terms of Directors Joseph C. Adams, Pamela M. Andrews and Joseph P. Zavaglia Ted A. Leech and Marina Cofer-Wildsmith continued.

Proposal 2 .  An advisory (non-binding) vote to approve the compensation of the Company’s named executive officers.  This proposal received the following votes:

For

Against

Abstain

Broker Non-Vote

5,144,997

304,385

179,274

914,216

Based on the votes set forth above, the compensation of the Company’s named executive officers was approved by shareholders.

Proposal 3. The adoption of the FS Bancorp, Inc. 2026 Equity Incentive Plan.  This proposal received the following votes:

For

Against

Abstain

Broker Non-Vote

5,461,736

103,062

63,858

914,216

Based on the votes set forth above, the adoption of the FS Bancorp, Inc. 2026 Equity Incentive Plan was approved by shareholders.

Proposal 4 .  Ratification of the appointment of Baker Tilly US, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026.  This proposal received the following votes:

For

Against

Abstain

Broker Non-Vote

6,459,742

60,717

22,413

--

Based on the votes set forth above, the appointment of Baker Tilly US, LLP as the Company’s independent registered public accounting
firm to serve for the year ending December 31, 2026 was duly ratified by the shareholders

(c)   None.