First Interstate BancSystem Inc. filed SEC Form 8-K: Termination of a Material Definitive Agreement, Other Events, Financial Statements and Exhibits
$FIBK
Major Banks
Finance
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (date of earliest event reported): August 15, 2025
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Item 1.02 Termination of a Material Definitive Agreement
The information set forth in Item 8.01 below, as to the satisfaction and discharge of the First Supplemental Indenture (as defined below), is incorporated by reference into this Item 1.02.
Item 8.01 Other Events.
On August 15, 2025 (the “Redemption Date”), First Interstate BancSystem, Inc. (the “Company”) redeemed all of its outstanding 5.25% Fixed-to-Floating Rate Subordinated Notes due 2030 (the “Notes”) at a redemption price equal to 100% of the principal amount of the Notes plus accrued and unpaid interest to, but excluding, the Redemption Date (the “Redemption Price”), in accordance with the terms of the Indenture, dated as of May 15, 2020 (the “Base Indenture”), as supplemented by the First Supplemental Indenture, dated as of May 15, 2020 (the “First Supplemental Indenture”), by and between the Company and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, as trustee (the “Trustee”), which permitted the redemption of the Notes on any interest payment date (February 15, May 15, August 15 and November 15 of each year) beginning on May 15, 2025. The Company, through the Depository Trust Company, previously notified the holders of the Notes on July 3, 2025 that it had elected to redeem the Notes on the Redemption Date.
The Company irrevocably deposited with the Trustee funds in an amount sufficient to pay the Redemption Price and satisfy and discharge its obligations under the Notes and the First Supplemental Indenture. As a result, the Company has been released from its obligations under the Notes and the First Supplemental Indenture pursuant to the satisfaction and discharge provisions thereunder, effective as of the Redemption Date.
The Base Indenture, as supplemented by the Second Supplemental Indenture, dated as of June 10, 2025, by and among the Company and the Trustee, will continue to govern the Company’s obligations with respect to its outstanding $125,000,000 aggregate principal amount of 7.625% Fixed-to-Floating Rate Subordinated Notes due 2035.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |||||||
| 104 | Cover Page Interactive Data File (embedded within Inline XBRL document). | |||||||
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: August 18, 2025
| FIRST INTERSTATE BANCSYSTEM, INC. | ||||||||
| By: | /s/ JAMES A. REUTER | |||||||
| James A. Reuter | ||||||||
| President and Chief Executive Officer | ||||||||