FIBK Appoints Renu Agrawal to Strengthen Governance and Tech Oversight

Rhea-AI Filing Summary

First Interstate BancSystem, Inc. announced that the Board appointed Ms. Renu Agrawal as a Class III director to fill a newly created vacancy, with her term expiring at the 2027 annual meeting. Ms. Agrawal brings extensive industry experience, including 13 years at Wells Fargo leading strategic initiatives and multiple divisions, prior COO roles at ValleyCrest Companies and Quisic Corporation, consulting experience at McKinsey, and earlier scientific work at Polaroid. The Board determined she is an independent director under NASDAQ rules. She will receive standard non-employee director compensation, including restricted stock units, and will join the Governance and Nominating Committee and the Technology, Innovation and Operations Committee. Following the appointment, the Board has 14 members across three classes.

Positive

• Experienced senior banking and operations executive added to the Board after 13 years at Wells Fargo
• Independent director status confirmed under NASDAQ rules
• Assigned to Governance and Nominating and Technology, Innovation and Operations Committees
• Compensation aligns with existing non-employee director program, including restricted stock units

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Addition of an independent director with senior banking and operations experience strengthens board oversight and committee expertise.

Ms. Agrawal's background in large-bank strategic initiatives and operational leadership adds relevant experience for oversight of technology, operations, and governance matters. Her appointment to the Governance and Nominating Committee and the Technology, Innovation and Operations Committee suggests the Board seeks to bolster expertise in risk management, digital transformation, and operational resilience. The determination of independence and alignment to existing non-employee compensation practices indicate a routine, governance-focused appointment rather than a transaction-driven change.

Risk & Operations Analyst

TL;DR: Operational and technology oversight capacity likely improved, with no disclosed related-party transactions or special arrangements.

Her operational roles at major financial institutions and prior COO positions are directly relevant to operational risk and technology oversight. Appointment to the Technology, Innovation and Operations Committee is material from a risk-governance perspective because it may influence oversight of cyber, fintech partnerships, and operational controls. The filing states there are no reportable related-person transactions and that compensation aligns with the standard program, indicating no unusual governance or conflict issues.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

 ------------------------------ 

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 29, 2025

 ------------------------------ 

FIRST INTERSTATE BANCSYSTEM, INC.

(Exact name of registrant as specified in its charter)

 ------------------------------ 

Delaware

001-34653

81-0331430

(State or other jurisdiction of incorporation or organization)

(Commission File No.)

(IRS Employer Identification No.)

401 North 31st Street

Billings,

MT

59101

(Address of principal executive offices)

(zip code)

			(406)			255-5311
(Registrant’s telephone number, including area code)
			Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a- 12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

* * * * *

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of exchange on which registered
Common stock, $0.00001 par value			FIBK			NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

    Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

* * * * *

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 29, 2025, the Board of Directors (the “Board”) of First Interstate BancSystem, Inc. (the “Company”) appointed Ms. Renu Agrawal to serve as a Class III director on the Board with a term expiring at the Company’s 2027 annual meeting of shareholders. Ms. Agrawal will fill a vacancy on the Board created by the Board’s decision to increase the size of the Board.

Ms. Agrawal spent 13 years at Wells Fargo, leading strategic initiatives at the corporate level as well as running multiple divisions. Prior to that, she was Chief Operating Officer for both ValleyCrest Companies and Quisic Corporation. Renu started her career as a scientist at Polaroid and was at McKinsey for several years. She previously served on the Boards of Luther Burbank Corporation and Woodruff Sawyer.

There was no arrangement or understanding pursuant to which Ms. Agrawal was appointed as a director, and since the beginning of the Company’s last fiscal year, Ms. Agrawal has not engaged in any transaction with the Company that would be reportable as a related person transaction under Item 404(a) of Regulation S-K.

The Board has determined that Ms. Agrawal will be “independent” as defined under applicable NASDAQ Marketplace Rules at the time of her appointment. Ms. Agrawal will be entitled to receive the same compensation for service as a director as is provided to other non-employee directors of the Company pursuant to the Company’s non-employee director compensation program, which includes the issuance of restricted stock units, as described under the heading “Director Compensation” in the Company’s proxy statement for its 2025 annual meeting of shareholders filed with the Securities and Exchange Commission on April 8, 2025. Ms. Agrawal has been appointed to serve on the Board’s Governance and Nominating Committee and Technology, Innovation and Operations Committee.

Following Ms. Agrawal’s appointment, as of August 29, 2025, there are currently 14 members on the Board, five of whom are designated as Class I directors, four of whom are designated as Class II directors, and five of whom are designated as Class III directors.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

			Exhibit No.						Exhibit 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: September 2, 2025

			FIRST INTERSTATE BANCSYSTEM, INC.
			By:			/s/ JAMES A. REUTER
						James A. Reuter
						President and Chief Executive Officer

FAQ

Who was appointed to the First Interstate BancSystem (FIBK) Board?

Ms. Renu Agrawal was appointed as a Class III director.

Is the new director considered independent for FIBK board purposes?

Yes, the Board determined Ms. Agrawal will be independent under applicable NASDAQ Marketplace Rules.

What committees will Renu Agrawal serve on at FIBK?

She will serve on the Governance and Nominating Committee and the Technology, Innovation and Operations Committee.

Will Renu Agrawal receive special compensation for her board service?

No special arrangement; she will receive the same compensation as other non-employee directors, including restricted stock units per the company's program.

Did Ms. Agrawal have any related-party transactions with the company?

The filing states she has not engaged in any transaction with the Company reportable as a related person transaction since the beginning of the last fiscal year.