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): December 11, 2012

FS BANCORP, INC.

(Exact name of registrant as specified in its charter)

Washington	001-35589	45-4585178
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

6920 220th Street SW, Suite 200, Mountlake Terrace, Washington	98043
(Address of principal executive offices)	(Zip Code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions.

[   ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[   ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[    ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act       

         (17 CFR 240.14d-2(b))

[    ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act       

         (17 CFR 240.13e-4(c))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(c)     Appointment of Certain Officers

(2)           Appointment of Additional Executive Officers.  On December 11, 2012, 1st Security Bank of Washington (“the Bank”), the financial institution subsidiary of FS Bancorp, Inc., determined to separate the oversight of the Bank’s credit and lending functions.  As a result, the Bank has created the position of Chief Credit Officer which will be filled by the Bank’s current Chief Lending Officer, Steven L. Haynes.  Mr. Haynes has served as Chief Lending Officer since he was employed by the Bank in November 2005 and also has been responsible for commercial, consumer and real estate lending.  In connection with Mr. Haynes promotion to Chief Credit Officer, the Bank is promoting Dennis V. O’Leary from Senior Vice President – Consumer, Small Business and Construction Lending to Chief Lending Officer of the Bank.  Mr. O’Leary has served as Senior Vice President – Consumer, Small Business and Construction Lending since he joined the Bank in August 2011.  Prior to his employment with the Bank, Mr. O’Leary previously served for five years as Senior Vice President and Puget Sound Regional Director of the residential construction lending division for Sterling Savings Bank.  Messrs. Haynes’ and O’Leary’s promotions will be effective December 19, 2012.

A press release announcing the promotions of Messrs. Haynes and O’Leary is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01  Financial Statements and Exhibits

(d)   Exhibits

          The following exhibit is being filed herewith and this list shall constitute the exhibit index:

                  99.1            Press release of FS Bancorp, Inc. dated December 11, 2012

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.

Date:  December 11, 2012	FS BANCORP, INC.
	/s/ Joseph C. Adams
	Joseph C. Adams
	Chief Executive Officer (Principal Executive Officer)

EX-99.1

Exhibit 99.1

Contact:   Joseph C. Adams,

Chief Executive Officer

      Matthew D. Mullet,

Chief Financial Officer

                      (425) 771-5299

                      www.FSBWA.com

FS Bancorp, Inc.Announces Appointment of

Chief Credit Officer and Chief Lending Officer

MOUNTLAKE TERRACE, WA – December 11, 2012 - FS Bancorp, Inc. (NASDAQ: FSBW) (“FS Bancorp” or “the Company”), the holding company for 1st Security Bank of Washington (“the Bank”), today reported that the Bank had appointed Steven L. Haynes as the Bank’s new Chief Credit Officer and Dennis V. O’Leary as the Bank’s new Chief Lending Officer.  Messrs. Haynes and O’Leary are currently both employed by the Bank.  The promotions are in connection with the Bank’s determination to distinguish the oversight of the Bank’s credit and lending functions.  Messrs. Haynes and O’Leary’s promotions will be effective December 19, 2012.

“We are delighted to announce the promotions of two current Bank executives, which we believe will complement our expanded lending platforms and enhance the oversight of our credit and lending functions” stated Joe Adams, CEO of the Company and the Bank.

Prior to his promotion, Mr. Haynes has served as the Bank’s Chief Lending Officer since November 2005 when he joined the Bank.  He was previously employed by US Bank for over 23 years, and served as Senior Vice President, Commercial Lending prior to his departure.  He held several senior lending positions at US Bank in commercial lending including middle-market, national and international, and credit review.  Prior to his employment at US Bank, Mr. Haynes held international and middle-market lending positions at Rainier Bank and Bank of America.

Mr. O’Leary joined the Bank in August 2011 in connection with the Bank’s newly formed construction lending division.  Prior to his employment with the Bank, Mr. O’Leary previously was employed by Sterling Savings Bank from July 2006 until August 2011 as Senior Vice President and Puget Sound Regional Director of the residential construction lending division.  Sterling Savings Bank acquired Golf Savings Bank in 2006 where Mr. O’Leary had served as Executive Vice President, Commercial Real Estate Lending, having served in various senior lending positions at Golf Savings Bank since June 1985.

The Bank believes that these changes in management will further enhance the knowledge and expertise of the Bank’s credit and lending functions.

About FS Bancorp

FS Bancorp, Inc., a Washington corporation, is the holding company for 1st Security Bank of Washington.  The Bank provides loan and deposit services to customers who are predominately small and middle-market businesses and individuals in western Washington through its six branches in suburban communities in the greater Puget Sound area.