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FIRST INTERSTATE BANCSYSTEM INC

For the period ended Dec 31, 2025. Filed Feb 26, 2026.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 26, 2026

FIBK$38.42+1.6%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

PART I

Cautionary Note Regarding Forward-Looking Statements

When we refer to “we,” “our,” “us,” “First Interstate,” or the “Company” in this report, we mean First Interstate BancSystem, Inc. and our consolidated subsidiaries, including our wholly-owned subsidiary, First Interstate Bank, unless the context indicates that we refer only to the parent company, First Interstate BancSystem, Inc. When we refer to the “Bank” or “FIB” in this report, we mean only First Interstate Bank.

This report contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and Rule 3b-6 promulgated thereunder, that involve inherent risks and uncertainties. Any statements about our plans, objectives, expectations, strategies, beliefs, or future performance, financial condition, results of operations, investment portfolio, market position, or events constitute forward-looking statements. Such statements are identified by words or phrases such as “believes,” “expects,” “anticipates,” “plans,” “trends,” “objectives,” “continues,” “projected,” as well as the negative forms of those words or similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “may,” or similar expressions. Forward-looking statements involve known and unknown risks, uncertainties, assumptions, estimates and other important factors that could cause actual results to differ materially from any results, performance or events expressed or implied by such forward-looking statements. The factors included below under the caption “Summary Risk Factors” and described in further detail below under Item 1A Risk Factors of this report, among others, may cause actual results to differ materially from current expectations in the forward-looking statements, including those set forth in this report.

All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements set forth herein. Interested parties are urged to read in their entirety the referenced risk factors prior to making any investment decision with respect to the Company. Forward-looking statements speak only as of the date they are made and we do not undertake or assume any obligation to update publicly any of these statements to reflect actual results, new information, or future events, changes in assumptions or changes in other factors affecting forward-looking statements, except to the extent required by applicable laws. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.

Summary Risk Factors

An investment in shares of our common stock involves a high degree of risk. If any of the factors enumerated below and described in more detail in the section entitled "Risk Factors" under Item 1A of this report occurs, our business, financial condition, liquidity, and results of operations could be materially and adversely affected. In that case, the market price for our common stock could decline, and you may lose some or all of your investment. Some of the most material risks relating to an investment in our common stock include the impact or effect on our Company and its operating results, or its investors, of:

Regulatory and Compliance Risks, including:

new or changes in existing governmental regulations or in the way such regulations are interpreted or enforced;

negative developments in the banking industry and increased regulatory scrutiny;

tax legislative initiatives or assessments;

more stringent capital requirements, to the extent they may become applicable to us;

changes in accounting standards;

any failure to comply with applicable laws and regulations, including, but not limited to, the Community Reinvestment Act ("CRA") and fair lending laws, the USA PATRIOT ACT, OFAC guidelines and requirements, the BSA, and the related FinCEN and FFIEC Guidelines and regulations (as each of such terms and acronyms is defined below); and

federal deposit insurance assessment rate increases;

Credit Risks, including:

lending risks and risks associated with loan portfolio concentrations;

a decline in economic conditions that could reduce demand for our products and services and negatively impact the credit quality of loans;

credit losses on loans exceeding estimates;

potential effects on the U.S. economy resulting from the implementation of governmental policies, including tax regulations and changes to United States trade policies, including the imposition of tariffs and retaliatory tariffs and geopolitical uncertainty; and

the soundness of other financial institutions;

Liquidity Risks, including:

the ability to meet cash flow needs and availability of financing sources for working capital and other needs;

a loss of deposits or a change in product mix that increases the Company’s funding costs; and

inability to access funding or to monetize liquid assets;

Market Risks, including:

changes in interest rates; and

interest rate effect on the value of our investment securities;

Operational Risks, including:

cybersecurity risks, including business disruptions from denial-of-service attacks, network intrusions, business e-mail compromise, and other malicious behavior that could result in the disclosure of confidential information;

privacy, information security, and data protection laws, rules, and regulations that affect or limit how we collect and use personal information or otherwise have an adverse effect on us;

the potential impairment of our goodwill and other intangible assets;

our reliance on third parties that provide key components of our business infrastructure;

events that may tarnish our reputation;

mainstream and social media contagion;

the loss of the services of key members of our management team and directors;

our ability to attract and retain qualified employees to operate our business;

costs associated with repossessed properties, including potential environmental remediation;

the effectiveness of our operational processes, policies and procedures, and internal control over financial reporting;

our ability to implement technology-facilitated products and services or be successful in marketing these products and services to our clients; and

the development and use of artificial intelligence ("AI");

Strategic Risks, including:

risks related to acquisitions, mergers, strategic partnerships, divestitures, and other transactions;

competition from new or existing financial institutions and non-banks;

investing in technology; and

incurrence of significant costs related to mergers and related integration activities;

Common Stock Risks, including:

the volatility in the price and trading volume of our common stock;

“anti-takeover” provisions in our certificate of incorporation and regulations, which may make it more difficult for a third party to acquire control of us even in circumstances that could be deemed beneficial to stockholders;

changes in our dividend policy or our ability to pay dividends;

the possibility that we may fail to realize the anticipated benefits of our stock repurchase program;

our common stock not being an insured deposit;

the potential dilutive effect of future equity issuances; and

the subordination of our common stock to our existing and future indebtedness;

General Risk Factors, including:

the effect of global conditions, earthquakes, volcanoes, tsunamis, floods, fires, drought, and other natural catastrophic events; and

the impact of climate change and environmental sustainability matters.

The foregoing risk factors are not necessarily all of the factors that could cause our actual results, performance, or achievements to differ materially from expectations. Other unknown or unpredictable factors also could harm our results. Investors and other interested parties are encouraged to read the information included under the section captioned “Risk Factors” below in its entirety before making an investment decision about our securities.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.