Associated Banc-Corp (NYSE: ASB) expands $214M stock repurchase and adds tech committee
Rhea-AI Filing Summary
Associated Banc-Corp reported the results of its 2026 Annual Meeting, where all director nominees were elected, executive compensation received advisory approval, and KPMG LLP was ratified as independent auditor for 2026. Shareholders also elected Wende Kotouc as a new director.
The Board declared regular quarterly cash dividends of $0.24 per common share, $0.3671875 per Series E depositary share, and $0.3515625 per Series F depositary share, all payable on June 15, 2026 to holders of record on June 1, 2026. In addition, the Board authorized the repurchase of up to $100 million of common stock, bringing total repurchase authorization to $214 million as of April 28, 2026. The Board also created a new Technology Committee to oversee data management, information technology, information security, vendor management, and related risk mitigation.
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Insights
Associated combines steady dividends, expanded buybacks and new tech oversight.
Associated Banc-Corp maintained its capital return pattern with a quarterly common dividend of $0.24 per share and preferred dividends aligned with the stated coupon rates. These actions signal continued willingness to return cash while preserving regulatory flexibility typical for a regional bank.
The Board boosted its share repurchase capacity by authorizing up to $100 million of additional common stock buybacks, raising total authorization to $214 million as of April 28, 2026. Actual impact depends on how aggressively the company uses this capacity versus other capital needs.
Governance-wise, shareholders re-elected all director nominees, approved named executive officer compensation, and ratified KPMG as auditor. The creation of a Technology Committee formalizes Board-level oversight of data, IT, cybersecurity and vendor management, reflecting the operational importance of these areas in a bank with approximately $50 billion in assets.
8-K Event Classification
Key Figures
Key Terms
Broker Non-Votes financial
Non-Cum. Perp Pref Stock financial
Fixed-Rate Reset Subordinated Notes financial
Technology Committee technical
forward-looking statements regulatory
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
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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):
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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).
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On April 28, 2026, Associated Banc-Corp (the “Company”) held its 2026 Annual Meeting of Shareholders (the “2026 Annual Meeting”). The results of the matters submitted to a shareholder vote at the 2026 Annual Meeting were as follows:
(1) Election of the below-named nominees to the Board of Directors of the Company:
| Nominee | Number of Votes FOR | Number of Votes Withheld | Broker
| ||||||
| Judith P. Greffin | 130,155,184 | 1,210,292 | 13,108,162 | ||||||
| Michael J. Haddad | 130,226,687 | 1,138,789 | 13,108,162 | ||||||
| Andrew J. Harmening | 129,829,956 | 1,535,520 | 13,108,162 | ||||||
| Rodney Jones-Tyson | 129,421,918 | 1,943,558 | 13,108,162 | ||||||
| Eileen A. Kamerick | 122,553,395 | 8,812,081 | 13,108,162 | ||||||
| Kristen M. Ludgate | 129,121,986 | 2,243,490 | 13,108,162 | ||||||
| Cory L. Nettles | 128,562,118 | 2,803,358 | 13,108,162 | ||||||
| Owen J. Sullivan | 129,432,519 | 1,932,957 | 13,108,162 | ||||||
| Karen T. van Lith | 128,554,846 | 2,810,630 | 13,108,162 | ||||||
| John (Jay) B. Williams | 128,646,303 | 2,719,173 | 13,108,162 |
Each of the nominees was elected by the Company’s shareholders.
(2) Advisory approval of Associated Banc-Corp’s named executive officer compensation:
| Number of Votes FOR | Number of Votes Against | Withheld/Abstentions | Broker Non-Votes | |||
| 126,765,634 | 3,823,674 | 776,168 | 13,108,162 |
This matter was approved by the Company’s shareholders.
(3) Ratification of KPMG LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2026:
| Number of Votes FOR | Number of Votes Against | Withheld/Abstentions | Broker Non-Votes | |||
| 140,967,796 | 3,108,092 | 397,750 | 0 |
This matter was approved by the Company’s shareholders.
(4) Election of Wende Kotouc as a Director:
| Number of Votes FOR | Number of Votes Withheld | Broker Non-Votes |
||||
| 126,244,581 | 2,561,853 | 15,106,181 |
This nominee was elected by the Company’s shareholders.
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| Item 8.01. | Other Events. |
On April 28, 2026, the Board declared a dividend on the Company’s outstanding common stock; outstanding 5.875% Preferred Stock, Series E Depositary Shares; and outstanding 5.625% Series F Depositary Shares. In addition, the Board authorized the repurchase of up to $100 million of Associated’s common stock. This repurchase authorization is in addition to the authority remaining under the previous program. The Board also established a Technology Committee of the Board. The press release issued by the Company on April 28, 2026, relating to the foregoing information is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| 99.1 | Press Release dated April 28, 2026 |
| 104 | Cover Page Interactive Data File the cover page XBRL tags are embedded within the Inline XBRL document |
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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.
| Associated Banc-Corp | ||
| (Registrant) | ||
| Date: April 28, 2026 | By: | /s/ Randall J. Erickson |
| Randall J. Erickson | ||
| Executive Vice President, General Counsel and Corporate Secretary | ||
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Exhibit 99.1
 |
NEWS RELEASE Investor Contact: Ben McCarville, Vice President, Director of Investor Relations 920-491-7059
Media Contact: Andrea Kozek, Vice President, Public Relations Senior Manager 920-491-7518 |
Associated Announces Annual Meeting Results;
Dividends; Stock Repurchase Program; and
New Technology Committee
GREEN BAY, Wis. –– April 28, 2026 –– Associated Banc-Corp (NYSE:ASB) (“Associated”) today announced the results of the actions taken at its 2026 Annual Meeting of Shareholders.
Annual Meeting Results
The following directors were elected:
| - | John (Jay) B. Williams, chairman, Associated Banc-Corp, and chairman, Church Mutual Insurance Company |
| - | Owen J. Sullivan, vice chairman, Associated Banc-Corp, and former president and chief operating officer of the former NCR Corporation |
| - | Andrew J. Harmening, president and chief executive officer, Associated Banc-Corp |
| - | Judith P. Greffin, former chief investment officer, Allstate Corporation |
| - | Michael J. Haddad, chair of the board of directors, Schreiber Foods, Inc. | |
| - | Rodney Jones-Tyson, global chief human resources officer, Baird Financial Group |
| - | Eileen A. Kamerick, adjunct professor of law and consultant |
| - | Wende L. Kotouc, former executive co-chairperson and chief executive officer of American National Bank and executive vice president of American National |
| - | Kristen M. Ludgate, former strategic advisor and former Chief People Officer at HP Inc. |
| - | Cory L. Nettles, founder and managing director, Generation Growth Capital, Inc. |
| - | Karen T. van Lith, founder and CEO of APEL Worldwide, LLC |
Shareholders also (1) approved named executive officer compensation, and (2) ratified the selection of KPMG LLP as Associated’s independent accounting firm for 2026.
The Board of Directors recognized R. Jay Gerken, Robert A. Jeffe, and Gale E. Klappa as they retired from the Board. “We are deeply grateful to Jay Gerken, Bob Jeffe and Gale Klappa for their many years of service and leadership,” said John (Jay) B. Williams, Chairman of the Board. “In recognition of their contributions, the Company has made a $25,000 charitable donation in each director’s honor to the charity of their choice. We thank them for their dedication and wish them the very best.”
Dividends Declared
The Associated Board of Directors declared a regular quarterly cash dividend of $0.24 per common share, payable on June 15, 2026, to shareholders of record at the close of business on June 1, 2026.
The Board of Directors also declared a regular quarterly cash dividend of $0.3671875 per depositary share on Associated’s 5.875% Series E Perpetual Preferred Stock, payable on June 15, 2026, to shareholders of record at the close of business on June 1, 2026.
The Board of Directors also declared a regular quarterly cash dividend of $0.3515625 per depositary share on Associated’s 5.625% Series F Perpetual Preferred Stock, payable on June 15, 2026, to shareholders of record at the close of business on June 1, 2026.
Stock Repurchase Program
In addition, the Board authorized the repurchase of up to $100 million of Associated’s common stock. This repurchase authorization is in addition to the authority remaining under the previous program. With this repurchase authorization, the total authorization to repurchase common stock is $214 million as of April 28, 2026. Repurchases under such programs are subject to regulatory limitations and may occur from time to time in open market purchases, block transactions, accelerated share repurchase programs or similar facilities.
Technology Committee Established
The Board of Directors also established a Technology Committee of the Board. The Technology Committee will oversee Associated’s data management, information technology, information security, vendor management, and measures taken by Associated to assess and mitigate risks in such areas.
ABOUT ASSOCIATED BANC-CORP
Associated Banc-Corp (NYSE: ASB) has total assets of approximately $50 billion and is the largest bank holding company based in Wisconsin. Headquartered in Green Bay, Wisconsin, Associated is a leading Midwest banking franchise, offering a full range of financial products and services from over 200 banking locations throughout Wisconsin, Illinois, Iowa, Minnesota, Missouri and Nebraska. The Company also operates loan production offices in Indiana, Kansas, Michigan, New York, Ohio and Texas. Associated Bank, N.A. is an Equal Housing Lender, Equal Opportunity Lender and Member FDIC. More information about Associated Banc-Corp is available at www.associatedbank.com.
FORWARD-LOOKING STATEMENTS
Statements made in this presentation which are not purely historical are forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995. This includes any statements regarding management’s plans, objectives, or goals for future operations, products or services, and forecasts of its revenues, earnings, or other measures of performance. Such forward-looking statements may be identified by the use of words such as “believe,” “expect,” “anticipate,” “plan,” “estimate,” “should,” “intend,” "target,” “outlook,” “project,” “guidance,” “forecast,” or similar expressions. Forward-looking statements are based on current management expectations and, by their nature, are subject to risks and uncertainties. Actual results may differ materially from those contained in the forward-looking statements. Factors which may cause actual results to differ materially from those contained in such forward-looking statements include the ability to complete the proposed transaction involving Associated Banc-Corp ("Associated") and American National Bank ("American National") and to integrate the two businesses successfully and in a timely manner, if at all; the possibility that the anticipated benefits of the transaction are not realized when expected or at all; and such other risk factors as identified in the Company’s most recent Form 10-K and subsequent Form 10-Qs and other SEC filings, and such factors are incorporated herein by reference.