Donn C Costa Form 3 FS Bancorp / DONN C COSTA ownership change

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

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1. Name and Address of Reporting Person^*

COSTA DONN C

(Last) (First) (Middle)

6920 220TH STREET, SUITE 300

(Street)

MOUNTLAKE TERRACE WA 98043

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/24/2016

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

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Executive VP Home Lending

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.01 per share	45,546	D(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	05/08/2015(2)	05/08/2024	Common Stock	14,000	16.89	D

Explanation of Responses:

1. Includes 4,500 shares of restricted stock awards received on May 8, 2014 pursuant to the FS Bancorp, Inc. 2013 Equity Incentive Plan and which vest in equal installments of 20% per year beginning on May 8, 2015.

2. Reflects the grant of 17,500 stock options on May 8, 2014 pursuant to the FS Bancorp, Inc. 2013 Equity Incentive Plan which vest in equal installments of 20% per year on the grant anniversary date. On May 8, 2015, 3,500 vested and were exercised by the reporting person with the remaining options vesting every year on May 8, until 2019.

	/s/Donn C. Costa	02/22/2016
	** 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 5 (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).
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