FIRST INTERSTATE BANCSYSTEM INC
For the period ended Dec 31, 2025. Filed Feb 26, 2026.
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FY2025 · Filed Feb 26, 2026
FIBK$38.42+1.6%Stored close · as of Nov 9, 2026
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Exhibits
(a)(2) Financial statement schedules.
All other schedules to the consolidated financial statements of the Registrant are omitted since the required information is either not applicable, deemed immaterial, or is shown in the financial statements filed herewith or in notes thereto.
(a)(3) Exhibits.
| ExhibitNumber | Description |
| 3.1 | Certificate of Incorporation of the Company (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on May 25, 2023) |
| 3.2 | Amended and Restated Bylaws of the Company (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on May 23, 2025) |
| 4.1 | Description of the Company’s securities registered under Section 12 of the Exchange Act (incorporated herein by reference to Exhibit 4.1 to the Company’s Annual Report on Form 10-K, File No. 001-34653, filed on February 29, 2024) |
| 4.2 | Indenture, dated May 15, 2020, between the Company and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, as trustee (incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on May 18, 2020) |
| 4.3 | Second Supplemental Indenture dated June 10, 2025, between the Company and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, as trustee (incorporated herein by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on June 10, 2025) |
| 4.4 | Form of 7.625% Fixed-to-Floating Rate Subordinated Notes due 2035 (incorporated herein by reference to Exhibit A of Exhibit 4.2 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on June 10, 2025) |
| 4.5 | Stockholders’ Agreement, dated September 15, 2021, between the Company and the individuals and entities listed therein (incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on September 20, 2021) |
| 10.1 | Lease Agreement, dated September 20, 1985, as amended and with addenda, between Billings 401 LLC and the Company (incorporated herein by reference to Exhibit 10.1 to the Company’s Annual Report on Form 10-K, File No. 001-34653, filed on February 28, 2018) |
| 10.2† | Deferred Compensation Plan of the Company (incorporated herein by reference to Exhibit 10.2 to the Company’s Annual Report on Form 10-K, File No. 001-34653, filed on February 28, 2025) |
| 10.3† | 2015 Equity and Incentive Plan of the Company, amended and restated as of January 1, 2019 (incorporated herein by reference to Exhibit 10.8 to the Company’s Annual Report on Form 10-K, File No. 001-34653, filed on February 27, 2019) |
| 10.4† | Form of 2015 Equity and Incentive Plan Time Vested Restricted Stock Grant Agreement (incorporated herein by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on March 21, 2022) |
| 10.5† | 2023 Equity and Incentive Plan (incorporated herein by reference to Appendix C to the Company’s definitive proxy statement on Schedule 14A, File No. 001-34653, filed on April 11, 2023) |
| 10.6† | Amendment to the Company’s 2023 Equity and Incentive Plan (incorporated herein by reference to Exhibit 99.2 to the Company’s Registration Statement on Form S-8, File No. 333-279687, filed on May 23, 2024) |
| 10.7† | Form of 2023 Equity and Incentive Plan Restricted Stock Unit Grant Agreement (2023) (incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on May 25, 2023) |
| 10.8† | Form of 2023 Equity and Incentive Plan Performance Restricted Stock Unit Grant Agreement (incorporated herein by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on May 25, 2023) |
| 10.9† | Form of 2023 Equity and Incentive Plan Restricted Stock Unit Grant Agreement (2024 and 2025) (incorporated herein by reference to Exhibit 10.12 to the Company’s Annual Report on Form 10-K, File No. 001-34653, filed on February 29, 2024) |
| 10.10† | Form of 2023 Equity and Incentive Plan Performance Restricted Stock Unit Grant Agreement (2024 Core Return on Average Equity) (incorporated herein by reference to Exhibit 10.14 to the Company’s Annual Report on Form 10-K, File No. 001-34653, filed on February 29, 2024) |
| 10.11† | Form of 2023 Equity and Incentive Plan Performance Restricted Stock Unit Grant Agreement (2025 Core Return on Average Tangible Common Equity) (incorporated herein by reference to Exhibit 10.12 to the Company’s Annual Report on Form 10-K, File No. 001-34653, filed on February 28, 2025) |
| 10.12† | Form of 2023 Equity and Incentive Plan Performance Restricted Stock Unit Grant Agreement (2024 and 2025 Total Shareholder Return) (incorporated herein by reference to Exhibit 10.15 to the Company’s Annual Report on Form 10-K, File No. 001-34653, filed on February 29, 2024) |
| 10.13† | Form of 2023 Equity and Incentive Plan Restricted Stock Unit Grant Agreement (2025 Non-Employee Directors) (incorporated herein by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q, File No. 001-34653, filed on August 6, 2025) |
| 10.14† | Form of 2023 Equity and Incentive Plan Restricted Stock Unit Grant Agreement (2026) |
| 10.15† | Form of 2023 Equity and Incentive Plan Performance Restricted Stock Unit Grant Agreement (2026 Total Shareholder Return) |
| 10.16† | Form of 2023 Equity and Incentive Plan Performance Restricted Stock Unit Grant Agreement (2026 Core Return on Average Tangible Common Equity) |
| 10.17† | Company Director Compensation Summary |
| 10.18† | Employment Agreement, dated October 8, 2024, between James Reuter, the Company and the Bank (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on October 9, 2024) |
| 10.19† | Employment Agreement by and between David P. Della Camera, the Company and First Interstate Bank, effective June 1, 2025 (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on June 2, 2025) |
| 10.20† | Employment Agreement, dated December 14, 2021, between Kirk D. Jensen, the Company and the Bank (incorporated herein by reference to Exhibit 10.14 to the Company’s Annual Report on Form 10-K, File No. 001-34653, filed on February 25, 2022) |
| 10.21† | Employment Agreement, dated January 23, 2024, between Kris Robbins, the Company and the Bank (incorporated herein by reference to Exhibit 10.23 to the Company’s Annual Report on Form 10-K, File No. 001-34653, filed on February 29, 2024) |
| 10.22† | Employment Agreement, dated November 14, 2025, between Chris Shepler, the Company and the Bank (incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on November 18, 2025) |
| 10.23† | Employment Agreement, dated November 30, 2023, between Lori Meyer, the Company and the Bank (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on December 1, 2023) |
| 10.24† | Employment Agreement, dated April 22, 2025, between Nathan R. Jones, the Company and the Bank |
| 10.25† | Employment Agreement, dated December 14, 2021, between Marcy D. Mutch, the Company and the Bank (incorporated herein by reference to Exhibit 10.13 to the Company’s Annual Report on Form 10-K, File No. 001-34653, filed on February 25, 2022) |
| 10.26† | Transition and Separation Agreement and General Release by and between Marcy D. Mutch, the Company and the Bank, effective February 24, 2025 (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on February 25, 2025) |
| 10.27† | Employment Agreement, dated August 24, 2023, between Lorrie Asker, the Company and the Bank (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on August 28, 2023) |
| 10.28† | Transition and Separation Agreement and General Release by and between Lorrie Asker, the Company and the Bank, effective November 14, 2025 (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, File No. 001-34653, filed on November 18, 2025) |
| 14.1 | Code of Ethics for Chief Executive Officer and Senior Financial Officers (incorporated herein by reference to Exhibit 14.1 to the Company’s Annual Report on Form 10-K, File No. 001-34653, filed on February 29, 2024) |
| 19.1 | Insider Trading Policy of the Company |
| 21.1 | Subsidiaries of the Company |
| 23.1 | Consent of Ernst & Young Independent Registered Public Accounting Firm |
| 23.2 | Consent of RSM US LLP Independent Registered Public Accounting Firm |
| 31.1 | Certification by Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) under the Securities Exchange Act of 1934, as amended |
| 31.2 | Certification by Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) under the Securities Exchange Act of 1934, as amended |
| 32** | 18 U.S.C. Section 1350 Certifications |
| 97 | Clawback Policy of the Company (incorporated herein by reference to Exhibit 97 to the Company’s Annual Report on Form 10-K, File No. 001-34653, filed on February 29, 2024) |
| 101.INS | Interactive Data File - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document |
| 104 | Cover Page Interactive Data File - The cover page XBRL tags are embedded within the inline XBRL document (included in Exhibit 101) |
† Denotes Management contract or compensatory plan or arrangement
** Furnished herewith
(b)The exhibits filed or incorporated herein by reference are as set forth in Item 15(a)(3) above.
(c)Financial Statements Schedules
See Item 15(a)(2) above.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.