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Heyneman John M JR

Filed: 29 Mar 22, 7:26pm
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
HEYNEMAN JOHN M JR

(Last) (First) (Middle)
P.O. BOX 7113,

(Street)
BILLINGS MT 59103

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FIRST INTERSTATE BANCSYSTEM INC [ FIBK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/25/2022
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 03/25/2022 C(1) 15,000 A $0 20,554 D
Class A Common Stock 03/25/2022 C(1) 1,400,617 A $0 1,403,322(2) I see footnote(2)(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock $0.0 03/25/2022 C(1) 15,000 (1) (1) Class A Common Stock 15,000 $0 0 D
Class B Common Stock $0.0 03/25/2022 C(1) 1,400,617 (1) (1) Class A Common Stock 1,400,617(4) $0 0 I see footnote(3)(4)
1. Name and Address of Reporting Person*
HEYNEMAN JOHN M JR

(Last) (First) (Middle)
P.O. BOX 7113,

(Street)
BILLINGS MT 59103

(City) (State) (Zip)
1. Name and Address of Reporting Person*
John M Heyneman Jr. Trust

(Last) (First) (Middle)
4100 BIG HORN AVE.

(Street)
SHERIDAN WY 82801

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Rae Ann Morss & John Heyneman Jr., Trustees FBO Rae Ann Morss Exemption Trust Under the Scott Family 1996 Trust

(Last) (First) (Middle)
P.O. BOX 7113

(Street)
BILLINGS MT 59103

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Riki Rae Scott Davidson & John Heyneman Jr., Trustees FBO Riki Scott Davidson Exemption Trust Under the Scott Family 1996 Trust

(Last) (First) (Middle)
P.O. BOX 7113

(Street)
BILLINGS MT 59103

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Towanda Investments Limited Partnership

(Last) (First) (Middle)
4100 BIG HORN AVE

(Street)
SHERIDAN MT 82801

(City) (State) (Zip)
Explanation of Responses:
1. Pursuant to the Issuer's amended and restated articles of incorporation, as amended, because the aggregate number of shares of Class B common stock constituted less than twenty percent (20%) of the aggregate number of shares of the Issuer's issued and outstanding common stock as of March 25, 2022, the record date of the Issuer's 2022 annual meeting of shareholders, each outstanding share of Class B common stock was automatically converted into one share of Class A common stock.
2. Composed of 775 shares held of record by John Heyneman, Jr.'s spouse, 890 shares held by Child 1, 1070 by Child 2, 139,921 shares held of record by John M Heyneman Jr. Trust, 85,836 shares held of record by Riki Rae Scott Davidson & John Heyneman Jr., Trustees FBO Riki Scott Davidson Exemption Trust Under the Scott Family 1996 Trust, 85,836 shares held of record by Rae Ann Morss & John Heyneman Jr., Trustees FBO Rae Ann Morss Exemption Trust Under the Scott Family 1996 Trust, 1,085,792 shares held of record by Towanda Investments Limited Partnership, and 3,232 shares held of record by John Heyneman, Jr.'s spouse.
3. As a result of certain agreements entered into by and among the reporting persons, the Issuer, and certain other stockholders of the Issuer, the reporting persons may be deemed members of a group with the other signatories thereto and may be deemed to share beneficial ownership of the securities reported herein. Each of the reporting persons disclaims beneficial ownership of any such securities, except to the extent of its pecuniary interest therein. The reporting persons expect to file future Forms 4 and 5, if any, together with John Heyneman, Jr. with the indication of direct or indirect ownership in Tables I and II being made from John Heyneman, Jr.'s perspective. The nature of beneficial ownership is described in detail by footnote for all reporting persons. (by see footnote)
4. Composed of 139,921 shares held of record by John M Heyneman Jr. Trust, 85,836 shares held of record by Riki Rae Scott Davidson & John Heyneman Jr., Trustees FBO Riki Scott Davidson Exemption Trust Under the Scott Family 1996 Trust, 85,836 shares held of record by Rae Ann Morss & John Heyneman Jr., Trustees FBO Rae Ann Morss Exemption Trust Under the Scott Family 1996 Trust, 1,085,792 shares held of record by Towanda Investments Limited Partnership, and 3,232 shares held of record by John Heyneman, Jr.'s spouse.
Remarks:
JOHN M. HEYNEMAN, JR., By:** 03/29/2022
JOHN M HEYNEMAN JR. TRUST, By** 03/29/2022
RAE ANN MORSS & JOHN HEYNEMAN JR., TRUSTEES FBO RAE ANN MORSS EXEMPTION TRUST UNDER THE SCOTT FAMILY 1996 TRUST, By:** 03/29/2022
RIKI RAE SCOTT DAVIDSON & JOHN HEYNEMAN JR., TRUSTEES FBO RIKI SCOTT DAVIDSON EXEMPTION TRUST UNDER THE SCOTT FAMILY 1996 TRUST, By:** 03/29/2022
TOWANDA INVESTMENTS LIMITED PARTNERSHIP, By:** 03/29/2022
**By:/s/ Tim Leuthold, Attorney-In-Fact 03/29/2022
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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