Form 4: First Interstate BancSystem Director James R. Scott Jr. Reports Routine Stock Acquisitions and Tax-Related Dispositions

Sentiment:

Insider Transaction Report


James R. Scott Jr., a Director and 10% owner of First Interstate BancSystem Inc. (FIBK), reported several transactions involving common stock, primarily related to the vesting of restricted stock units and subsequent tax withholdings.

Summary

  • James R. Scott Jr., a Director and 10% owner of First Interstate BancSystem Inc. (FIBK), reported multiple transactions of common stock.
  • On May 24, 2023, Mr. Scott acquired 192 shares of common stock at $0, stemming from the vesting of restricted stock units (RSUs) granted under the Registrant's Equity and Incentive Plan, with vesting scheduled in three equal annual installments beginning March 15, 2024.
  • On March 15, 2024, an additional 599 shares of common stock were acquired at $0, also from RSU vesting, with these units scheduled to vest in three equal annual installments beginning March 15, 2025.
  • On March 20, 2024, 23 shares of common stock were disposed of at a price of $25.21 per share to cover minimum required withholding taxes upon RSU vesting.
  • On March 15, 2025, 1,213 shares of common stock were acquired at $0, from RSU vesting, with these units scheduled to vest in three equal annual installments beginning March 15, 2026.
  • On March 17, 2025, a total of 92 shares (23 shares at $29.41 and 69 shares at $29.41) were disposed of to cover minimum required withholding taxes upon RSU vesting.
  • Following these reported transactions, James R. Scott Jr. directly beneficially owns 75,599 shares of common stock.
  • Additionally, Mr. Scott indirectly beneficially owns 51,284 shares, composed of 25,642 shares held by First Interstate Bank TTEE for Dana S Andersson GST Exempt Trust No 1 Dtd 12/11/2020 and 25,642 shares held by First Interstate Bank TTEE for James R Scott Jr. GST Exempt Trust No 1 Dtd 12/11/2020.
  • The reporting persons may be deemed members of a group with other stockholders and may share beneficial ownership of securities, though each disclaims beneficial ownership except to the extent of their pecuniary interest.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. The transactions are routine and expected compensation events for an insider, indicating continued alignment of interests through equity awards. The increase in beneficial ownership from RSU vesting is a positive, while the tax-related dispositions are standard and not indicative of negative sentiment.

Positives

  • The reporting person acquired a total of 2,004 shares of common stock through the vesting of restricted stock units, increasing direct beneficial ownership.
  • The RSU grants align the interests of the director with those of the shareholders, as future vesting is subject to continued employment.

Negatives

  • A total of 115 shares were disposed of to cover minimum required withholding taxes, reducing the net shares acquired from RSU vesting.

Future Outlook

The document indicates future vesting of restricted stock units for James R. Scott Jr. on March 15, 2025, and March 15, 2026, subject to his continued employment through each applicable vesting date. These vestings are scheduled in three equal annual installments.

Industry Context

NA

Related Party Transactions

  • Indirect beneficial ownership includes shares held by First Interstate Bank TTEE for Dana S Andersson GST Exempt Trust No 1 Dtd 12/11/2020 and First Interstate Bank TTEE for James R Scott Jr. GST Exempt Trust No 1 Dtd 12/11/2020, which are related entities to the reporting person.

Stakeholder Impact

  • Shareholders: The vesting of restricted stock units and the resulting increase in direct beneficial ownership for a director and 10% owner can be seen as a positive signal, aligning management's interests with long-term shareholder value.
  • Employees: The equity incentive plan, under which these RSUs were granted, is a common form of employee and executive compensation, potentially impacting employee retention and motivation.

Next Steps

  • Future installments of restricted stock units are scheduled to vest on March 15, 2025, and March 15, 2026, subject to continued employment.

Key Dates

DateDescription
2020-12-11Date of establishment for Dana S Andersson GST Exempt Trust No 1 and James R Scott Jr. GST Exempt Trust No 1.
2023-05-24Acquisition of 192 shares of common stock from RSU vesting.
2024-03-15Acquisition of 599 shares of common stock from RSU vesting; also the scheduled start date for the first installment of RSU vesting from the May 24, 2023 grant.
2024-03-20Disposition of 23 shares of common stock for tax withholding.
2025-03-15Acquisition of 1,213 shares of common stock from RSU vesting; also the scheduled start date for the first installment of RSU vesting from the March 15, 2024 grant.
2025-03-17Disposition of 23 shares and 69 shares of common stock for tax withholding.
2025-05-30Filing date of the Form 4, signed by Timothy Leuthold, Attorney-in-Fact for the reporting persons.
2026-03-15Scheduled start date for the first installment of RSU vesting from the March 15, 2025 grant.

Keywords

First Interstate BancSystem, FIBK, James R. Scott Jr., SEC Form 4, Insider Trading, Restricted Stock Units, RSU Vesting, Stock Ownership, Director, 10% Owner, Equity Incentive Plan, Beneficial Ownership

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