FS Bancorp and Pacific West Announce Merger Agreement Valued at Approximately $34.6M
FS Bancorp and Pacific West Bancorp announced the signing of a definitive merger agreement and plan of merger whereby Pacific West will merge into FS Bancorp in a stock and cash transaction valued at approximately $34.6M. As of December 31, 2025, on a pro forma consolidated basis, the combined company would have approximately $3.6B in assets, $3B in loans, $3B in deposits, and 31 branch locations throughout the Pacific Northwest. Pacific West, headquartered in West Linn, Oregon, is the holding company for Pacific West Bank, with approximately $386M in assets as of December 31, 2025. Under terms of the agreement, the aggregate consideration will consist of 430,176 shares of FS Bancorp common stock and $16.83M in cash. Pacific West shareholders will have the right to elect shares of FS Bancorp common stock or cash, subject to proration as provided in the agreement. Based on the closing price of FS Bancorp common stock of $41.26 on February 25, the consideration value for Pacific West was $34.6M, or approximately $12.52 per share. Upon completion of the merger, Pacific West shareholders would hold, in aggregate, approximately 5.4% of FS Bancorp's outstanding common stock. The transaction is expected to be immediately accretive to FS Bancorp's earnings per share, with projected 2027 EPS accretion of 7.4%, and dilutive to FS Bancorp's tangible book value with projected TBV dilution at close of 2.2% and an earnback period of approximately 2.4 years. The boards of directors of FS Bancorp and Pacific West have unanimously approved the proposed merger. The closing is expected to occur in the third quarter of 2026 and is subject to customary closing considerations, including obtaining approval by Pacific West's shareholders and bank regulatory authorities.
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- Merger Agreement Signed: FS Bancorp and Pacific West have signed a merger agreement valued at approximately $34.6 million, with the combined company expected to have $3.6 billion in assets, $3.0 billion in loans, and $3.0 billion in deposits, enhancing their market position in the Pacific Northwest.
- Shareholder Equity Distribution: Under the agreement, Pacific West shareholders can elect to receive FS Bancorp common stock or cash, with an expected aggregate ownership of about 5.4% in FS Bancorp post-merger, increasing shareholder liquidity and potential returns on investment.
- Earnings Outlook Improvement: The merger is projected to be immediately accretive to FS Bancorp's earnings per share by 7.4%, while also expected to dilute tangible book value by 2.2% at closing, indicating the short-term financial implications of the merger.
- Regulatory Approval Process: The merger has received unanimous approval from the boards of both companies and is expected to close in the third quarter of 2026, pending approval from Pacific West's shareholders and bank regulatory authorities, ensuring compliance and smooth execution of the merger.
- Executive Appointment: FS Bancorp's CEO Matthew Mullet has been appointed to the Seattle Branch Board of the Federal Reserve Bank of San Francisco, marking a significant role in financial policy-making that is expected to enhance the company's influence in the local banking sector.
- Banking Background: Mullet joined 1st Security Bank in 2011 as CFO and was promoted to CEO in 2025, bringing over 20 years of banking experience that will provide valuable industry insights to the board.
- Role in Federal Reserve System: The SF Fed is part of the U.S. central banking system, responsible for advancing the nation's monetary and financial systems, and Mullet's appointment is expected to strengthen the connection between local banks and federal policies, promoting economic growth.
- Community Impact: Mullet expressed that it is an honor to participate in decisions affecting monetary policy for local banks and their customers, and his expertise is anticipated to guide future decisions, thereby enhancing the quality of services provided by community banks.
- Dividend Increase: FS Bancorp has declared a quarterly dividend increase from $0.28 to $0.29 per share, reflecting a 3.6% growth that underscores the company's robust profitability and commitment to shareholder returns.
- Dividend Yield: The forward yield of 2.67% provides investors with a relatively attractive return, enhancing the company's appeal in the capital markets and potentially attracting more investment.
- Record Dates: The dividend will be payable on February 19, with a record date of February 6 and an ex-dividend date also set for February 6, ensuring shareholders receive their dividends promptly.
- Share Repurchase Program: FS Bancorp has authorized an additional $5 million share repurchase program aimed at enhancing earnings per share by reducing the number of shares outstanding, thereby increasing shareholder value.
- Profit Growth: FS Bancorp's Q4 earnings reached $8.42 million, or $1.10 per share, up from $7.38 million and $0.92 per share last year, indicating an improvement in profitability but falling short of analysts' expectations of $1.13 per share, highlighting challenges in sustaining earnings growth.
- Revenue Increase: The company's revenue rose 12% year-over-year to $40.01 million from $35.72 million last year, reflecting sales growth amid recovering market demand, yet this was insufficient to offset the earnings miss.
- Market Reaction: Despite the increase in revenue and profit, the failure to meet market expectations may lead to a decline in investor confidence regarding the company's future performance, potentially negatively impacting its stock price.
- Analyst Expectations: Analysts typically exclude special items in their estimates, and FS Bancorp's performance not meeting these expectations could affect its reputation among investors and future financing capabilities.

- Net Income Growth: FS Bancorp reported a net income of $33.3 million for 2025, translating to $4.29 per diluted share, reflecting stable profitability despite a decrease from $35.0 million in 2024.
- Increased Shareholder Returns: The Board of Directors announced a quarterly cash dividend increase to $0.29 per share, marking the 52nd consecutive increase, which is expected to be paid on February 19, 2026, enhancing shareholder confidence.
- Improved Asset Quality: As of December 31, 2025, net loans reached $2.62 billion, a 4.8% increase from 2024, indicating robust performance in the lending market, although consumer loans saw a slight decline.
- Stable Capital Ratios: FS Bancorp maintained a total risk-based capital ratio of 14.0%, demonstrating a strong capital foundation under regulatory requirements, ensuring resilience against future market fluctuations.

- Leadership Change: FS Bancorp appoints Omeed Salashoor as SVP and Director of Home Lending, leveraging over 35 years of mortgage banking experience, which is expected to enhance the bank's lending performance and strengthen its market position.
- Customer Relationship Focus: Salashoor emphasizes a customer-centric service approach aimed at building long-term relationships, which will likely drive business growth and increase the bank's community impact.
- Community Engagement: Salashoor actively participates in community service, particularly with the Salvation Army and local children's summer camps, reflecting the bank's commitment to community responsibility and potentially attracting more customer support.
- Strategic Alignment: Salashoor's values align closely with FS Bancorp's community banking philosophy, which is expected to drive further development in responsible home lending, addressing customer needs for housing loans.





