Director at Associated Banc-Corp (NYSE: ASB) awarded 4,585 RSUs

Rhea-AI Filing Summary

Associated Banc-Corp director R. Jay Gerken received 4,585 shares of common stock on February 1, 2026 at $27.26 per share, bringing his directly held common stock to 44,794 shares. These shares relate to restricted stock units that will fully vest on the first anniversary of the grant.

Gerken also holds 46,662 phantom stock units, which are fully vested and track the value of Associated Banc-Corp common stock. These phantom units will remain in his stock plan account and be distributed after separation according to his existing distribution election.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

GERKEN R JAY

(Last) (First) (Middle)

ASSOCIATED BANC-CORP

433 MAIN STREET

(Street)

GREEN BAY WI 54301

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ASSOCIATED BANC-CORP [ ASB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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
Common Stock $0.01 Par Value	02/01/2026		A(1)		4,585	A	$27.26	44,794	D

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
Phantom Stock Unit	$0							(2)	(3)	Common Stock $0.01 Par Value	46,662		46,662	D

Explanation of Responses:

1. Restricted Stock Units will become fully vested on the first anniversary of the February 1, 2026 grant. They are payable solely in shares of common stock, unless the Insider elected to defer shares until separation.

2. Stock units are 100% vested at the time of the acquisition.

3. Phantom stock units will remain in the Insider's Stock Plan Services plan until separation and be distributed pursuant to the Insider's distribution election on file.

	/s/ Lynn M. Floeter, attorney-in-fact for R. Jay Gerken	02/03/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did ASB director R. Jay Gerken report?

R. Jay Gerken reported receiving 4,585 shares of Associated Banc-Corp common stock at $27.26 per share. Following this grant, he directly holds 44,794 common shares, reflecting an increase in his equity alignment with the company.

How many Associated Banc-Corp (ASB) shares does Gerken own after this Form 4?

After the reported transaction, R. Jay Gerken beneficially owns 44,794 shares of Associated Banc-Corp common stock directly. This figure reflects his holdings immediately following the February 1, 2026 restricted stock unit-related acquisition.

When do R. Jay Gerken’s ASB restricted stock units vest?

Gerken’s restricted stock units become fully vested on the first anniversary of the February 1, 2026 grant. Once vested, they are payable solely in shares of Associated Banc-Corp common stock, unless he elected to defer delivery until separation from service.

What are the phantom stock units reported by ASB director R. Jay Gerken?

Gerken holds 46,662 phantom stock units tied to Associated Banc-Corp common stock. These units are fully vested and remain in his Stock Plan Services account, to be distributed after separation based on his distribution election on file with the plan.

Is the February 1, 2026 ASB stock grant to Gerken a purchase or an award?

The February 1, 2026 transaction reflects an acquisition coded as restricted stock units, not an open-market purchase. The units convert into shares, vest after one year, and are payable in Associated Banc-Corp common stock unless deferred by the director.