Form SC 13D/A - General statement of acquisition of beneficial ownership: [Amend]
2023年12月22日 - 7:29AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Amendment
No. 20)*
FIRST
INTERSTATE BANCSYSTEM, INC. |
(Name
of Issuer) |
|
Common
Stock |
(Title
of Class of Securities) |
|
32055Y
201 |
(CUSIP
Number) |
|
James
R. Scott |
c/o
First Interstate BancSystem, Inc. |
401
North 31st Street |
Billings,
Montana 59116 |
(406)
255-5390 |
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
|
December
14, 2023 |
(Date
of Event Which Requires Filing of This Statement) |
If
the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D,
and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☒
Note:
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7
for other parties to whom copies are to be sent.
* |
The
remainder of this cover page shall be filled out for a Reporting Person’s initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover
page. |
The
information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18
of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the Notes).
CUSIP
No. 32055Y 201 |
13D |
Page
1 of 19 pages |
1. |
Names
of Reporting Persons
Shareholders
affiliated with Risa K. Scott |
|
2. |
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
☒ (b) ☐ |
|
3. |
SEC
Use Only
|
|
4. |
Source
of Funds (See Instructions)
PF;
OO |
|
5. |
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) |
☐ |
6. |
Citizenship
or Place of Organization
(See
Item 2) |
|
Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person
With: |
7. |
Sole
Voting Power
400,756 |
8. |
Shared
Voting Power
85,836 |
9. |
Sole
Dispositive Power
400,756 |
10. |
Shared
Dispositive Power
85,836 |
11. |
Aggregate
Amount Beneficially Owned by Each Reporting Person
486,592 |
|
12. |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) |
☐ |
13. |
Percent
of Class Represented by Amount in Row (11)
0.46% |
|
14. |
Type
of Reporting Person (See Instructions)
IN,
OO (See Item 2) |
|
CUSIP
No. 32055Y 201 |
13D |
Page
2 of 19 pages |
1. |
Names
of Reporting Persons
Shareholders
affiliated with James R. Scott |
|
2. |
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
☒ (b) ☐ |
|
3. |
SEC
Use Only
|
|
4. |
Source
of Funds (See Instructions)
PF |
|
5. |
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) |
☐ |
6. |
Citizenship
or Place of Organization
(See
Item 2) |
|
Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person
With: |
7. |
Sole
Voting Power
3,972,381 |
8. |
Shared
Voting Power
428,287 |
9. |
Sole
Dispositive Power
3,972,381 |
10. |
Shared
Dispositive Power
428,287 |
11. |
Aggregate
Amount Beneficially Owned by Each Reporting Person
4,400,668 |
|
12. |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) |
☐ |
13. |
Percent
of Class Represented by Amount in Row (11)
4.19% |
|
14. |
Type
of Reporting Person (See Instructions)
IN,
OO (See Item 2) |
|
CUSIP
No. 32055Y 201 |
13D |
Page
3 of 19 pages |
1. |
Names
of Reporting Persons
Shareholders
affiliated with John M. Heyneman, Jr. |
|
2. |
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
☒ (b) ☐ |
|
3. |
SEC
Use Only
|
|
4. |
Source
of Funds (See Instructions)
PF |
|
5. |
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) |
☐ |
6. |
Citizenship
or Place of Organization
(See
Item 2) |
|
Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person
With: |
7. |
Sole
Voting Power
1,246,843 |
8. |
Shared
Voting Power
176,719 |
9. |
Sole
Dispositive Power
1,246,843 |
10. |
Shared
Dispositive Power
176,719 |
11. |
Aggregate
Amount Beneficially Owned by Each Reporting Person
1,423,562 |
|
12. |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) |
☐ |
13. |
Percent
of Class Represented by Amount in Row (11)
1.36% |
|
14. |
Type
of Reporting Person (See Instructions)
IN,
OO (See Item 2) |
|
CUSIP
No. 32055Y 201 |
13D |
Page
4 of 19 pages |
1. |
Names
of Reporting Persons
Shareholders
affiliated with Julie Scott Rose |
|
2. |
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
☒ (b) ☐ |
|
3. |
SEC
Use Only
|
|
4. |
Source
of Funds (See Instructions)
PF |
|
5. |
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) |
☐ |
6. |
Citizenship
or Place of Organization
(See
Item 2) |
|
Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person
With: |
7. |
Sole
Voting Power
940,022 |
8. |
Shared
Voting Power
209,678 |
9. |
Sole
Dispositive Power
940,022 |
10. |
Shared
Dispositive Power
209,678 |
11. |
Aggregate
Amount Beneficially Owned by Each Reporting Person
1,149,700 |
|
12. |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) |
☐ |
13. |
Percent
of Class Represented by Amount in Row (11)
1.09% |
|
14. |
Type
of Reporting Person (See Instructions)
IN,
OO (See Item 2) |
|
CUSIP
No. 32055Y 201 |
13D |
Page
5 of 19 pages |
1. |
Names
of Reporting Persons
Homer
Scott Jr Trust, Homer Scott Jr. & First Interstate Wealth Management Co Trustees |
|
2. |
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
☒ (b) ☐ |
|
3. |
SEC
Use Only
|
|
4. |
Source
of Funds (See Instructions)
PF |
|
5. |
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) |
☐ |
6. |
Citizenship
or Place of Organization
(See
Item 2) |
|
Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person
With: |
7. |
Sole
Voting Power
0 |
8. |
Shared
Voting Power
0 |
9. |
Sole
Dispositive Power
0 |
10. |
Shared
Dispositive Power
950,753 |
11. |
Aggregate
Amount Beneficially Owned by Each Reporting Person
950,753 |
|
12. |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) |
☐ |
13. |
Percent
of Class Represented by Amount in Row (11)
0.93% |
|
14. |
Type
of Reporting Person (See Instructions)
OO |
|
CUSIP
No. 32055Y 201 |
13D |
Page
6 of 19 pages |
1. |
Names
of Reporting Persons
Shareholders
affiliated with Susan S. Heyneman |
|
2. |
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
☒ (b) ☐ |
|
3. |
SEC
Use Only
|
|
4. |
Source
of Funds (See Instructions)
PF |
|
5. |
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) |
☐ |
6. |
Citizenship
or Place of Organization
(See
Item 2) |
|
Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person
With: |
7. |
Sole
Voting Power
639,256 |
8. |
Shared
Voting Power
0 |
9. |
Sole
Dispositive Power
639,256 |
10. |
Shared
Dispositive Power
0 |
11. |
Aggregate
Amount Beneficially Owned by Each Reporting Person
639,256 |
|
12. |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) |
☐ |
13. |
Percent
of Class Represented by Amount in Row (11)
0.61% |
|
14. |
Type
of Reporting Person (See Instructions)
IN,
OO (See Item 2) |
|
CUSIP
No. 32055Y 201 |
13D |
Page
7 of 19 pages |
1. |
Names
of Reporting Persons
Shareholders
affiliated with James R. Scott, Jr. |
|
2. |
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
☒ (b) ☐ |
|
3. |
SEC
Use Only
|
|
4. |
Source
of Funds (See Instructions)
PF,
OO |
|
5. |
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) |
☐ |
6. |
Citizenship
or Place of Organization
(See
Item 2) |
|
Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person
With: |
7. |
Sole
Voting Power
132,738 |
8. |
Shared
Voting Power
0 |
9. |
Sole
Dispositive Power
132,738 |
10. |
Shared
Dispositive Power
0 |
11. |
Aggregate
Amount Beneficially Owned by Each Reporting Person
132,738 |
|
12. |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) |
☐ |
13. |
Percent
of Class Represented by Amount in Row (11)
0.13% |
|
14. |
Type
of Reporting Person (See Instructions)
IN,
OO (See Item 2) |
|
CUSIP
No. 32055Y 201 |
13D |
Page
8 of 19 pages |
1. |
Names
of Reporting Persons
Shareholders
affiliated with Jonathan R. Scott |
|
2. |
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
☒ (b) ☐ |
|
3. |
SEC
Use Only
|
|
4. |
Source
of Funds (See Instructions)
PF,
OO |
|
5. |
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) |
☐ |
6. |
Citizenship
or Place of Organization
(See
Item 2) |
|
Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person
With: |
7. |
Sole
Voting Power
621,873 |
8. |
Shared
Voting Power
50,000 |
9. |
Sole
Dispositive Power
621,873 |
10. |
Shared
Dispositive Power
50,000 |
11. |
Aggregate
Amount Beneficially Owned by Each Reporting Person
671,873 |
|
12. |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) |
☐ |
13. |
Percent
of Class Represented by Amount in Row (11)
0.64% |
|
14. |
Type
of Reporting Person (See Instructions)
IN,
OO (See Item 2) |
|
CUSIP
No. 32055Y 201 |
13D |
Page
9 of 19 pages |
1. |
Names
of Reporting Persons
Shareholders
affiliated with Jeremy Scott |
|
2. |
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
☒ (b) ☐ |
|
3. |
SEC
Use Only
|
|
4. |
Source
of Funds (See Instructions)
PF,
OO |
|
5. |
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) |
☐ |
6. |
Citizenship
or Place of Organization
(See
Item 2) |
|
Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person
With: |
7. |
Sole
Voting Power
3,486,000 |
8. |
Shared
Voting Power
0 |
9. |
Sole
Dispositive Power
3,486,000 |
10. |
Shared
Dispositive Power
0 |
11. |
Aggregate
Amount Beneficially Owned by Each Reporting Person
3,486,000 |
|
12. |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) |
☐ |
13. |
Percent
of Class Represented by Amount in Row (11)
3.32% |
|
14. |
Type
of Reporting Person (See Instructions)
IN,
OO (See Item 2) |
|
CUSIP
No. 32055Y 201 |
13D |
Page
10 of 19 pages |
Explanatory
Note
This
Amendment No. 20 (“Amendment No. 20”) to Schedule 13D amends and supplements the Schedule 13D originally filed with
the United States Securities and Exchange Commission (the “SEC”) on February 2, 2011 (as amended to date, the “Schedule
13D”) with respect to the common stock, $0.00001 par value per share (“Common Stock”) of First Interstate
BancSystem, Inc., a Delaware corporation (the “Issuer”). Capitalized terms used in this Amendment No. 20 and not otherwise
defined shall have the same meanings ascribed to them in the Schedule 13D.
Except
as set forth herein, all items remain as previously reported in the Schedule 13D.
ITEM
4. |
PURPOSE
OF TRANSACTION |
Item
4 of the Schedule 13D is hereby amended as follows:
Repurchase
Agreement
On
December 14, 2023, the Issuer entered into an agreement (the “Repurchase Agreement”) with the Homer Scott Jr Trust,
Homer Scott Jr. & First Interstate Wealth Management Co Trustees (the “Trust”), pursuant to which the Issuer agreed
to purchase from the Trust 1,000,000 shares of Common Stock at an aggregate purchase price of $32,140,000, or $32.14 per share (the “Repurchase
Transaction”). The Repurchase Transaction closed on December 14, 2023.
The
foregoing description of the Repurchase Agreement does not purport to be complete and is qualified in its entirety by the full text of
such agreement, which is attached hereto as an exhibit to this schedule 13D and is incorporated herein by reference.
ITEM
5. |
INTEREST
IN SECURITIES OF THE ISSUER |
Item
5 of the Schedule 13D is hereby amended and restated in its entirety as follows:
(a)
– (b) The Reporting Persons may be deemed to beneficially
own an aggregate of 13,341,142 shares of Common Stock, representing approximately 12.71% of the outstanding shares of Common Stock, and
an equal percentage of its voting power, based on 104,997,866 shares of Common Stock outstanding as of October 31, 2023, as disclosed
in the Issuer’s quarterly report on Form 10-Q filed with the SEC on November 3, 2023. This amount includes shares beneficially
owned as of the date hereof by each Reporting Person as set forth below.
● |
Risa
K. Scott may be deemed to beneficially own 486,592 shares of Common Stock, representing 0.46% of the outstanding Common Stock, which
includes: |
|
■ |
400,756
shares of Common Stock held by Risa K Scott TTEE Risa K Scott Trust Dtd 12/4/15, over which Risa K. Scott has sole voting and dispositive
power; |
|
■ |
85,836
shares of Common Stock held by Risa K. Scott & John Heyneman Jr., TTEEs FBO Risa K Scott Exemption Trust Under the Scott Family
1996 Trust, over which Ms. Scott has shared voting and dispositive power with John M. Heyneman, Jr. |
● |
James R. Scott may be deemed to beneficially own 4,400,668
shares of Common Stock, representing 4.19% of the outstanding Common Stock, which includes: |
|
■ |
12,651
shares of Common Stock held directly by James R. Scott. |
|
■ |
15,661
shares of Common Stock held indirectly by James R. Scott through a 401(k) account. |
|
■ |
1,970,031
shares of Common Stock held by James R Scott Trust, James R Scott & First Interstate Wealth Management Co-TTEEs, over which Mr.
Scott has sole voting and dispositive power. |
|
■ |
35,240
shares of Common Stock held by James R and Christine M Scott Foundation, over which Mr. Scott has shared voting and dispositive power
with the board of the same. |
CUSIP
No. 32055Y 201 |
13D |
Page
11 of 19 pages |
|
■ |
1,901,036
shares of Common Stock held by JS Investments Limited Partnership, over which Mr. Scott has sole voting and dispositive power. |
|
■ |
343,599
shares of Common Stock held by Foundation for Community Vitality, over which Mr. Scott has shared voting and dispositive power with
the board of the same. |
|
■ |
73,002
shares of Common Stock held by James F Heyneman Conservatorship, James Scott, Conservator, over which Mr. Scott has sole voting and
dispositive power. |
|
■ |
7,096
shares of Common Stock held by James F Heyneman Trust, James Scott & First Interstate Wealth Management Co-Trustees, over which
Mr. Scott has shared voting and dispositive power. |
|
■ |
42,352
shares of Common Stock held by James R. Scott’s spouse, over which Mr. Scott has shared voting and dispositive power. |
● |
John
M. Heyneman, Jr. may be deemed to beneficially own 1,423,562 shares of Common Stock, representing 1.36% of the outstanding Common
Stock, which includes: |
|
■ |
5,558
shares of Common Stock held directly by John M. Heyneman, Jr. |
|
■ |
155,493
shares of Common Stock held by John M Heyneman Jr. Trust, over which Mr. Heyneman has sole voting and dispositive power. |
|
■ |
85,836
shares of Common Stock held by Riki Rae Scott Davidson & John Heyneman Jr., Trustees FBO Riki Scott Davidson Exemption Trust
Under the Scott Family 1996 Trust, over which Mr. Heyneman has shared voting and dispositive power with Riki Davidson. |
|
■ |
85,836
shares of Common Stock held by Rae Ann Morss & John Heyneman Jr., Trustees FBO Rae Ann Morss Exemption Trust Under the Scott
Family 1996 Trust, over which Mr. Heyneman has shared voting and dispositive power with Rae Ann Morss. |
|
■ |
1,085,792
shares of Common Stock held by Towanda Investments Limited Partnership, over which Mr. Heyneman has sole voting and dispositive power. |
|
■ |
3,977
shares of Common Stock held by John M. Heyneman, Jr.’s spouse, over which Mr. Heyneman has shared voting and dispositive power. |
|
■ |
1,070
shares of Common Stock held by John M. Heyneman, Jr.’s daughter, over which Mr. Heyneman has shared voting and dispositive
power. |
● |
Julie
Scott Rose may be deemed to beneficially own 1,149,700 shares of Common Stock, representing 1.09% of the outstanding Common Stock,
which includes: |
|
■ |
520,281
shares of Common Stock held by Julie A Scott Rose Trustee of the Julie A Scott Rose Trust Dated 5-14-2002. |
|
■ |
122,065
shares of Common Stock held by Juliana Sarah Scott Rose Trust, over which Ms. Rose has sole voting and dispositive power. |
|
■ |
122,064
shares of Common Stock held by Elizabeth Lauren Scott Rose Trust, over which Ms. Rose has sole voting and dispositive power. |
|
■ |
58,537
shares of Common Stock held by Holland Elizabeth Scott Trust, over which Ms. Rose has sole voting and dispositive power. |
|
■ |
58,537
shares of Common Stock held by Harper Grace Scott Trust, over which Ms. Rose has sole voting and dispositive power. |
|
■ |
58,538
shares of Common Stock held by Harrison William Scott Trust, over which Ms. Rose has sole voting and dispositive power. |
|
■ |
209,678
shares of Class A Stock held by IXL Limited Liability Company, over which Ms. Rose has shared voting and dispositive power with Jonathan
Scott. |
CUSIP
No. 32055Y 201 |
13D |
Page
12 of 19 pages |
● |
Homer
Scott Jr Trust, Homer Scott Jr. & First Interstate Wealth Management Co Trustees may be deemed to beneficially own 950,753 shares
of Common Stock, representing 0.93% of the outstanding Common Stock. |
● |
Susan
S. Heyneman may be deemed to beneficially own 639,256 shares of Common Stock, representing 0.61% of the outstanding Common Stock,
which includes: |
|
■ |
639,256
shares of Common Stock held by Susan Scott Heyneman Trust, Susan Heyneman & First Interstate Wealth Management Co-Trustees, over
which Ms. Heyneman has sole voting and dispositive power. |
● |
James
R. Scott Jr. may be deemed to beneficially own 132,738 shares of Common Stock, representing 0.13% of the outstanding Common Stock,
which includes: |
|
■ |
81,454
shares of Common Stock held directly by James R. Scott Jr. |
|
■ |
25,642
shares of Common Stock held by First Interstate Bank TTEE for Dana S Andersson GST Exempt Trust No 1 Dtd 12/11/2020, over which Mr.
Scott, Jr. has sole voting and dispositive power. |
|
■ |
25,642
shares of Common Stock held by First Interstate Bank TTEE for James R Scott Jr. GST Exempt Trust No 1 Dtd 12/11/2020, over which
Mr. Scott, Jr. has sole voting and dispositive power. |
● |
Jonathan
R. Scott may be deemed to beneficially own 671,873 shares of Common Stock, representing 0.64% of the outstanding Common Stock, which
includes: |
|
■ |
6,001
shares of Common Stock held directly by Jonathan R. Scott. |
|
■ |
615,872
shares of Common Stock held by Jonathan Scott as Trustee of the Jonathan R Scott Trust Dated as of 4/21/04, over which Jonathan R.
Scott has sole voting and dispositive power. |
|
■ |
50,000
shares of Common Stock held by Jonathan R. Scott’s spouse, over which Mr. Scott has shared voting and dispositive power. |
● |
Jeremy
Scott may be deemed to beneficially own 3,486,000 shares of Common Stock, representing 3.32% of the outstanding Common Stock, which
includes: |
|
■ |
69,892
shares of Common Stock held by Jeremy Scott TTEE, Jeremy Scott Revocable Trust Dtd 6/25/15, over which Jeremy Scott has sole voting
and dispositive power. |
|
■ |
3,416,108
shares of Common Stock held by NBAR5 Limited Partnership, over which Jeremy Scott has sole voting and dispositive power. |
(c)
Other than as described in Item 4, the Reporting Persons have effected the following transactions in the Common Stock during the past
60 days:
● |
On
October 27, 2023, Julie A Scott-Rose Trustee of the Julie A Scott Rose Trust Dated 5-14-02 sold 13,400 shares of Common Stock in
a series of open market transactions at an average price of $23.35, with a price range of $23.24 to $23.44. The Reporting Person
undertakes to provide to the Issuer, any security holders of the Issuer, or the staff of the SEC, upon request, the full information
regarding the number of shares sold at each separate price within the ranges set forth above. |
● |
On
November 30, 2023, Julie A Scott-Rose Trustee of the Julie A Scott Rose Trust Dated 5-14-02 sold 10,000 shares of Common Stock in
a series of open market transactions at an average price of $26.19, with a price range of $26.03 to $26.29. The Reporting Person
undertakes to provide to the Issuer, any security holders of the Issuer, or the staff of the SEC, upon request, the full information
regarding the number of shares sold at each separate price within the ranges set forth above. |
● |
On
December 8, 2023, Julie A Scott-Rose Trustee of the Julie A Scott Rose Trust Dated 5-14-02 sold 10,000 shares of Common Stock in
a series of open market transactions at an average price of $28.42, with a price range of $28.27 to $28.51. The Reporting Person
undertakes to provide to the Issuer, any security holders of the Issuer, or the staff of the SEC, upon request, the full information
regarding the number of shares sold at each separate price within the ranges set forth above. |
CUSIP
No. 32055Y 201 |
13D |
Page
13 of 19 pages |
● |
On
December 11, 2023, James R. Scott Trust, James R Scott & First Interstate Wealth Managment Co-TTEEs gifted 925 shares of Common
Stock to Foundation for Community Vitality. |
● |
On
December 11, 2023, James R. Scott’s spouse gifted 925 shares of Common Stock to Foundation for Community Vitality. |
(d) None.
(e) Upon his death on October 3, 2023, Homer Scott, Jr. ceased to be the beneficial owner of more than 5% of the outstanding
shares of Common Stock.
ITEM
6. |
Contracts,
Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
Item
6 of the Schedule 13D is hereby amended as follows:
Item
4 above summarizes certain provisions of the Repurchase Agreement and is incorporated herein by reference. A copy of such agreement is
attached as an exhibit to this Schedule 13D, and is incorporated herein by reference.
Except
as set forth herein, the Reporting Persons do not have any contracts, arrangements, understandings or relationships (legal or otherwise)
with any person with respect to any securities of the Issuer, including but not limited to any contracts, arrangements, understandings
or relationships concerning the transfer or voting of such securities, finder’s fees, joint ventures, loan or option arrangements,
puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies.
ITEM
7. |
Material
to be Filed as Exhibits |
Item
7 of the Schedule 13D is hereby amended and restated in its entirety as follows:
*
Previously filed.
CUSIP
No. 32055Y 201 |
13D |
Page
14 of 19 pages |
SIGNATURES
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete
and correct.
|
December 20, 2023 |
|
Date |
|
|
|
* |
|
Risa
K. Scott |
|
|
|
Risa K. Scott & John Heyneman Jr., TTEES FBO Risa K. Scott
exemption trust under the Scott family 1996 trust |
|
|
|
|
By: |
* |
|
Name: |
Risa
K Scott |
|
Title: |
Trustee |
|
|
|
|
Risa K Scott TTEE Risa K Scott Trust DTD 12/4/15 |
|
|
|
|
By: |
* |
|
Name: |
Risa K Scott |
|
Title: |
Trustee |
|
|
|
|
* |
|
James R. Scott |
|
|
|
Foundation for Community Vitality |
|
|
|
|
By: |
* |
|
Name: |
James
R. Scott |
|
Title: |
Director
|
|
|
|
|
James F Heyneman Conservatorship, James Scott, Conservator |
|
|
|
|
By: |
* |
|
Name: |
James
R. Scott |
|
Title: |
Conservator |
CUSIP
No. 32055Y 201 |
13D |
Page
15 of 19 pages |
|
James R Scott Trust |
|
|
|
|
By: |
* |
|
Name: |
James
R. Scott |
|
Title: |
Trustee |
|
|
|
|
James R And Christine M Scott Foundation |
|
|
|
|
By: |
* |
|
Name: |
James
R. Scott |
|
Title: |
President |
|
|
|
|
JS Investments Limited Partnership |
|
|
|
|
By: |
* |
|
Name: |
James R. Scott |
|
Title: |
Managing Partner |
|
|
|
|
James R Scott Trust, James R Scott & First Interstate Wealth
Management Co-TTEEs |
|
|
|
|
By: |
* |
|
Name: |
James
R. Scott |
|
Title: |
Trustee |
|
|
|
|
James F Heyneman Trust, James Scott & First Interstate Wealth
Management Co-Trustees |
|
|
|
|
By: |
* |
|
Name: |
James
R. Scott |
|
Title: |
Trustee |
|
|
|
|
* |
|
John M. Heyneman, Jr. |
|
|
|
|
Rae Ann Morss & John Heyneman Jr., Trustees FBO Rae Ann Morss
Exemption Trust under the Scott family 1996 Trust |
|
|
|
|
By: |
* |
|
Name: |
John
M. Heyneman Jr |
|
Title: |
Co-Trustee |
CUSIP
No. 32055Y 201 |
13D |
Page
16 of 19 pages |
|
Riki Rae Scott Davidson & John Heyneman Jr., trustees FBO Riki Scott Davidson Exemption Trust under the Scott family 1996 Trust |
|
|
|
|
By: |
* |
|
Name: |
John
M. Heyneman Jr |
|
Title: |
Co-Trustee |
|
|
|
|
John M. Heyneman Jr. Trust |
|
|
|
|
By: |
* |
|
Name: |
John
M. Heyneman Jr |
|
Title: |
Trustee |
|
|
|
|
Towanda Investments Limited Partnership |
|
|
|
|
By: |
* |
|
Name: |
John
M. Heyneman Jr |
|
Title: |
Managing
Partner |
|
|
|
|
* |
|
Julie Scott Rose |
|
|
|
|
Elizabeth Lauren Scott Rose Trust |
|
|
|
|
By: |
* |
|
Name: |
Julie
Scott Rose |
|
Title: |
Trust
Advisor |
|
|
|
|
Harper Grace Scott Trust |
|
|
|
|
By: |
* |
|
Name: |
Julie Scott Rose |
|
Title: |
Trustee |
CUSIP
No. 32055Y 201 |
13D |
Page
17 of 19 pages |
|
Harrison William Scott Trust |
|
|
|
|
By: |
* |
|
Name: |
Julie
Scott Rose |
|
Title: |
Trustee |
|
|
|
|
Holland Elizabeth Scott Trust |
|
|
|
|
By: |
* |
|
Name: |
Julie
Scott Rose |
|
Title: |
Trustee |
|
|
|
|
IXL Limited Liability Company |
|
|
|
|
By: |
* |
|
Name: |
Julie
Scott Rose |
|
Title: |
Designated
member |
|
|
|
|
Juliana Sarah Scott Rose Trust |
|
|
|
|
By: |
* |
|
Name: |
Julie
Scott Rose |
|
Title: |
Trust
Advisor |
|
|
|
|
Julie A Scott Rose Trustee of the Julie A Scott Rose Trust dated
5-14-2002 |
|
|
|
|
By: |
* |
|
Name: |
Julie
Scott Rose |
|
Title: |
Trustee |
|
|
|
|
By: |
* |
|
Homer Scott, Jr. (deceased) |
|
Name:
|
First
Interstate Bank Wealth Management |
|
Title:
|
Personal
Representative of Homer Scott, Jr. |
CUSIP
No. 32055Y 201 |
13D |
Page
18 of 19 pages |
|
Homer Scott Jr Trust, Homer Scott Jr. & First Interstate Wealth Management Co Trustees |
|
|
|
|
By: |
* |
|
Name: |
First
Interstate Bank Wealth Management |
|
Title: |
Trustee |
|
|
|
|
* |
|
Susan S. Heyneman |
|
|
|
|
Susan Scott Heyneman Trust, Susan Heyneman & First Interstate
Wealth Management Co-Trustees |
|
|
|
|
By: |
* |
|
Name: |
Susan
Heyneman |
|
Title: |
Trustee |
|
|
|
|
* |
|
James R Scott, Jr. |
|
|
|
|
First Interstate Bank TTEE for Dana S Andersson GST Exempt Trust
No 1 DTD 12/11/2020 |
|
|
|
|
By: |
* |
|
Name: |
James
R. Scott Jr. |
|
Title: |
Authorized Signatory |
|
|
|
|
By: |
*
|
|
Name: |
Hannah
Wagner |
|
Title: |
Trustee |
|
|
|
|
By: |
* |
|
Name: |
Clarene
Westburg |
|
Title: |
Trustee |
|
|
|
|
First Interstate Bank TTEE for James R Scott Jr. GST Exempt Trust
No 1 DTD 12/11/2020 |
|
|
|
|
By: |
* |
|
Name: |
James
R. Scott Jr. |
|
Title: |
Authorized
Signatory |
CUSIP
No. 32055Y 201 |
13D |
Page
19 of 19 pages |
|
By: |
* |
|
Name: |
Hannah
Wagner |
|
Title: |
Trustee |
|
|
|
|
By: |
* |
|
Name: |
Clarene Westburg |
|
Title: |
Trustee |
|
|
|
|
* |
|
Jonathan R. Scott |
|
|
|
Jonathan Scott as Trustee of the Jonathan R Scott Trust dated
as of 4/21/04 |
|
|
|
|
By: |
* |
|
Name: |
Jonathan
Scott |
|
Title: |
Trustee |
|
|
|
|
* |
|
Jeremy Scott |
|
|
|
|
Jeremy Scott TTEE, Jeremy Scott Revocable Trust DTD 6/25/15 |
|
|
|
|
By: |
* |
|
Name: |
Jeremy
Paul Scott |
|
Title: |
Trustee |
|
|
|
|
NBar5 Limited Partnership |
|
|
|
|
By: |
* |
|
Name: |
Jeremy Scott |
|
Title: |
Managing
Member |
*By: |
/s/ TIMOTHY LEUTHOLD |
|
Timothy Leuthold, as attorney-in-fact |
|
First Interstate BancSys... (NASDAQ:FIBK)
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