FIRST INTERSTATE BANCSYSTEM INC — Director's Dealing 2013

Jun 3, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FIRST INTERSTATE BANCSYSTEM INC (FIBK)
CIK: 0000860413
Period of Report: 2013-05-31

Reporting Person: SCOTT RANDALL I (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-31	Class A Common Stock	S	24500	$19.788	Disposed	1044	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-31	Class B Common Stock	$0.00	J	19930	Acquired	2029-12-31	Class A Common Stock (19930)	Indirect
2013-05-31	Class B Common Stock	$0.00	S	99650	Disposed	2029-12-31	Class A Common Stock (99650)	Indirect
2013-05-31	Class B Common Stock	$0.00	G	100000	Disposed	2029-12-31	Class A Common Stock (100000)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	9648	Indirect
Class A Common Stock	1599	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$0.00	2029-12-31	Class A Common Stock (1616)	1616	Direct
Class B Common Stock	$0.00	2029-12-31	Class A Common Stock (82104)	82104	Indirect
Class B Common Stock	$0.00	2029-12-31	Class A Common Stock (3795676)	3795676	Indirect
Class B Common Stock	$0.00	2029-12-31	Class A Common Stock (85836)	85836	Indirect
Class B Common Stock	$0.00	2029-12-31	Class A Common Stock (803310)	803310	Indirect

Footnotes

F1: On March 5, 2010, the Company recapitalized its existing common stock. The recapitalization included, among other things, a redesignation of existing common stock as Class B common stock, a four-for-one split of Class B common stock, and the creation of a new class of common stock designated as Class A common stock, which is listed on the NASDAQ stock market under the symbol "FIBK". The Class B Common Stock is convertible at any time into Class A Common stock on a share for share basis at the descretion of the holder. The conversion feature of the Class B common stock does not expire.

F2: Represents Mr. Scott's pro rata share of a distribution of Class B common shares to Mr. Scott and four other beneficiaries pursuant to the trust agreement of an irrevocable life insurance trust established in 1983 by Mr. Scott and his four siblings in connection with estate planning for their father.

F3: Class B common shares for which Mr. Scott has sole voting but no dispositive powers. Mr. Scott disclaims beneficial ownership of these shares except to the extent of his pecuniary interest in such shares.