FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 11th, 2021 • FS Bancorp, Inc. • Savings institutions, not federally chartered • New York
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is dated as of February 10, 2021 and is made by and among FS Bancorp, Inc., a Washington corporation (the “Company”), and the several purchasers of the Subordinated Notes (as defined below) identified on the signature pages to the Purchase Agreement (as defined below) (collectively, the “Purchasers”).
FS BANCORP, INC. As Issuer, and As Trustee INDENTURE Dated as of February 10, 2021Indenture • February 11th, 2021 • FS Bancorp, Inc. • Savings institutions, not federally chartered • New York
PURCHASE AND ASSUMPTION AGREEMENT dated as of September 1, 2015 between BANK OF AMERICA, NATIONAL ASSOCIATION and 1st SECURITY BANKPurchase and Assumption Agreement • September 2nd, 2015 • FS Bancorp, Inc. • Savings institutions, not federally chartered • New York
This PURCHASE AND ASSUMPTION AGREEMENT, dated as of September 1, 2015 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and 1st Security Bank, a state chartered savings bank, organized under the laws of the State of Washington, with its principal office located in Mountlake Terrace, Washington (“Purchaser”).
510,638 Shares FS BANCORP, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 11th, 2017 • FS Bancorp, Inc. • Savings institutions, not federally chartered • New York
FS Bancorp, Inc., a Washington corporation (the "Company"), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (the "Underwriters"), an aggregate of 510,638 shares of its Common Stock, $0.01 par value per share (the "Common Stock"). The aggregate of 510,638 shares to be purchased from the Company are called the "Firm Shares." In addition, the Company has agreed to sell to the Underwriters, upon the terms and conditions stated herein, up to an additional 76,596 shares of Common Stock (the "Additional Shares") to cover over-allotments by the Underwriters, if any. The Firm Shares and the Additional Shares are collectively referred to in this agreement (this "Agreement") as the "Shares." Raymond James & Associates, Inc. is acting as the representative of the several Underwriters and in such capacity is referred to in this Agreement as "you" or the "Representative."
Form of Incentive Stock Option Award Agreement under the FS Bancorp, Inc. 2018 Equity Incentive PlanIncentive Stock Option Award Agreement • May 23rd, 2018 • FS Bancorp, Inc. • Savings institutions, not federally chartered
This Incentive Stock Option Award ("ISO") is granted by FS Bancorp, Inc. ("Corporation") to [Name] ("Option Holder") in accordance with the terms of this Incentive Stock Option Award Agreement ("Agreement") and subject to the provisions of the FS Bancorp, Inc. 2018 Equity Incentive Plan, as amended from time to time ("Plan"). The Plan is incorporated herein by reference.
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • February 2nd, 2024 • FS Bancorp, Inc. • Savings institutions, not federally chartered • Washington
THIS AGREEMENT is entered into as of the _____ day of __________, 202__ (the “Effective Date”) by and between 1ST SECURITY BANK OF WASHINGTON (the “Bank”), a Washington chartered savings bank, and _______________________ (the “Executive”).
Form of Non-Qualified Stock Option Award Agreement under the FS Bancorp, Inc. 2018 Equity Incentive PlanNon-Qualified Stock Option Award Agreement • May 23rd, 2018 • FS Bancorp, Inc. • Savings institutions, not federally chartered
This Non-Qualified Stock Option Award ("NQSO") is granted by FS Bancorp, Inc. ("Corporation") to [Name] ("Option Holder") in accordance with the terms of this Non-Qualified Stock Option Award Agreement ("Agreement") and subject to the provisions of the FS Bancorp, Inc. 2018 Equity Incentive Plan, as amended from time to time ("Plan"). The Plan is incorporated herein by reference.
Matthew Mullet, Chief Financial Officer 1st Security Bank of Washington Mountlake Terrace, Washington 98043-2172 Dear Mr. Mullet:Appraisal Services Agreement • March 1st, 2012 • FS Bancorp, Inc. • Savings institutions, not federally chartered
This letter sets forth the agreement between 1st Security Bank of Washington, Mountlake Terrace, Washington (the “Bank”), and RP® Financial, LC (“RP Financial”) for independent appraisal services in connection with the stock to be issued concurrent with the Bank’s proposed mutual-to-stock conversion transaction. The specific appraisal services to be rendered by RP Financial are described below.
FS BANCORP, INC. INCENTIVE STOCK OPTION AWARD AGREEMENTIncentive Stock Option Award Agreement • December 20th, 2013 • FS Bancorp, Inc. • Savings institutions, not federally chartered
This Incentive Stock Option Award (“ISO”) is granted by FS Bancorp, Inc. (“Corporation”) to [Name] (“Option Holder”) in accordance with the terms of this Incentive Stock Option Award Agreement (“Agreement”) and subject to the provisions of the FS Bancorp, Inc. 2013 Equity Incentive Plan, as amended from time to time (“Plan”). The Plan is incorporated herein by reference.
FS BANCORP, INC. NON-QUALIFIED STOCK OPTION AWARD AGREEMENTNon-Qualified Stock Option Award Agreement • December 20th, 2013 • FS Bancorp, Inc. • Savings institutions, not federally chartered
This Non-Qualified Stock Option Award (“NQSO”) is granted by FS Bancorp, Inc. (“Corporation”) to [Name] (“Option Holder”) in accordance with the terms of this Non-Qualified Stock Option Award Agreement (“Agreement”) and subject to the provisions of the FS Bancorp, Inc. 2013 Equity Incentive Plan, as amended from time to time (“Plan”). The Plan is incorporated herein by reference.
SUBORDINATED NOTE PURCHASE AGREEMENTSubordinated Note Purchase Agreement • February 11th, 2021 • FS Bancorp, Inc. • Savings institutions, not federally chartered • New York
This SUBORDINATED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of February 10, 2021, and is made by and among FS Bancorp, Inc., a Washington corporation (“Company”), and the several purchasers of the Subordinated Notes identified on the signature pages hereto (each a “Purchaser” and collectively, the “Purchasers”).
FS Bancorp, Inc. up to 2,817,500 Shares (subject to increase up to 3,240,125 shares) COMMON SHARES ($0.01 Par Value) Subscription Price $10.00 Per Share AGENCY AGREEMENTAgency Agreement • March 1st, 2012 • FS Bancorp, Inc. • Savings institutions, not federally chartered • New York
Law OfficesAgreement and Plan of Merger • September 7th, 2018 • FS Bancorp, Inc. • Savings institutions, not federally chartered
We have acted as special tax counsel for Anchor Bancorp, a Washington corporation ("Anchor"), in connection with the preparation and filing on September 7, 2018, with the Securities and Exchange Commission (the "Commission") under the Securities Act of 1933, as amended (the "Securities Act"), of the Registration Statement on Form S-4 (as such may thereafter be amended or supplemented) (the "Registration Statement"). The Registration Statement relates to a plan of reorganization involving the merger of Anchor with and into FS Bancorp, Inc., a Washington corporation ("FS Bancorp"), with FS Bancorp being the surviving corporation (the "Merger") and the resulting exchange by Anchor shareholders of shares of Anchor Common Stock for shares of FS Bancorp Common Stock and cash pursuant to the terms of the Agreement and Plan of Merger by and between FS Bancorp and Anchor dated July 17, 2018 (the "Merger Agreement"), as further set forth in the proxy statement/prospectus contained in the Registr
Subordinated Loan AgreementSubordinated Loan Agreement • October 19th, 2015 • FS Bancorp, Inc. • Savings institutions, not federally chartered • New York
This Subordinated Loan Agreement (this “Agreement”) is dated as of September 30, 2015 (the “Agreement Date”), and is made by and between FS Bancorp, Inc., a Washington corporation (“Borrower”), and Community Funding CLO, Ltd., a Cayman Islands exempted company incorporated with limited liability (“Initial Lender”).
SEVERANCE AGREEMENTSeverance Agreement • October 3rd, 2011 • FS Bancorp, Inc. • Washington
Joseph C. Adams (“Employee”) 1st Security Bank of Washington /s/ Joseph C. Adams By: /s/Robert E. D’Amicol Its: Chairman of the Board Date: 11/30/06 Date: 11/27/06
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • December 20th, 2013 • FS Bancorp, Inc. • Savings institutions, not federally chartered
This Restricted Stock Award (“Restricted Stock Award”) is granted by FS Bancorp, Inc. (“Corporation”) to [Name] (“Grantee”) in accordance with the terms of this Restricted Stock Award Agreement (“Agreement”) and subject to the provisions of the FS Bancorp, Inc. 2013 Equity Incentive Plan, as amended from time to time (“Plan”). The Plan is incorporated herein by reference.
Form of Restricted Stock Award Agreement under the FS Bancorp, Inc. 2018 Equity Incentive PlanRestricted Stock Award Agreement • May 23rd, 2018 • FS Bancorp, Inc. • Savings institutions, not federally chartered
This Restricted Stock Award ("Restricted Stock Award") is granted by FS Bancorp, Inc. ("Corporation") to [Name] ("Grantee") in accordance with the terms of this Restricted Stock Award Agreement ("Agreement") and subject to the provisions of the FS Bancorp, Inc. 2018 Equity Incentive Plan, as amended from time to time ("Plan"). The Plan is incorporated herein by reference.
