Associated Banc-Corp insider activity: option exercise and share sales reported

Rhea-AI Filing Summary

Associated Banc-Corp executive John A. Utz, listed as Executive Vice President and director, reported multiple transactions on 08/29/2025. Mr. Utz exercised 8,000 non-qualified stock options at an exercise price of $17.38, resulting in acquisition of 8,000 common shares. On the same date he sold a total of 13,000 common shares in several trades at prices between $27.24 and $27.255. After these transactions he directly beneficially owned 111,227.6639 shares and had indirect ownership of 15,367.72 shares through a 401(k) plan. The filing was signed by an attorney-in-fact on 09/02/2025.

Positive

• Exercise of 8,000 options at $17.38 demonstrates conversion of vested equity into common stock
• Clear reporting of transaction dates, prices, and resulting beneficial ownership totals

Negative

• Sale of 13,000 shares on 08/29/2025 reduced direct holdings in the issuer
• No disclosure of an explicit Rule 10b5-1 plan in the filing to explain the timing of sales

Insights

Securities Analyst

TL;DR: Insider exercised options and sold shares the same day, modest net decrease in direct holdings.

The filing shows an 8,000-share option exercise at a $17.38 strike, followed by sales totaling 13,000 shares at ~$27.24–$27.255. Economically, the exercise converted in-the-money options into stock and the subsequent sales likely realized gains given the price spread. Direct beneficial ownership after the events is 111,227.6639 shares, with an additional 15,367.72 held indirectly via a 401(k). These are routine Section 16 transactions appearing as internal liquidity management rather than corporate action.

Corporate Governance Expert

TL;DR: Transactions are standard executive activity with transparent reporting and an attorney-in-fact signature.

The Form 4 discloses the reporting person's role as Executive Vice President and director, and provides clear timing, amounts, and prices for both derivative exercise and open-market sales. The explanatory note about vesting is included, and the form is properly signed by an authorized representative. From a governance perspective, disclosure complies with Section 16 requirements and supplies investors with the necessary details to assess insider activity.

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
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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^*

Utz John A.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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	08/29/2025		S		5,000	D	$27.2459	111,227.6639	D
Common Stock $0.01 Par Value	08/29/2025		M		8,000	A	$17.38	119,227.6639	D
Common Stock $0.01 Par Value	08/29/2025		S		7,700	D	$27.24	111,527.6639	D
Common Stock $0.01 Par Value	08/29/2025		S		200	D	$27.255	111,327.6639	D
Common Stock $0.01 Par Value	08/29/2025		S		100	D	$27.26	111,227.6639	D
Common Stock $0.01 Par Value								15,367.72	I	401(k) Plan

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
Non-qualified Stock Option (Right to Buy)	$17.38	08/29/2025		M			8,000	(1)	02/01/2026	Common Stock $0.01 Par Value	8,000	$0	135	D

Explanation of Responses:

1. Option vests in four equal annual installments beginning on February 8, 2017.

	/s/ Lynn M. Floeter, attorney-in-fact for John A. Utz	09/02/2025
	** 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 transactions did John A. Utz report on Form 4 for ASB?

On 08/29/2025 Mr. Utz exercised 8,000 non-qualified stock options at $17.38 and sold a total of 13,000 common shares at prices between $27.24 and $27.255.

How many shares does John A. Utz beneficially own after the reported transactions?

Following the reported transactions he directly beneficially owned 111,227.6639 common shares and indirectly beneficially owned 15,367.72 shares via a 401(k) plan.

What was the economic outcome of the option exercise reported?

The filing shows exercise of 8,000 options at a $17.38 strike price, resulting in acquisition of 8,000 common shares; the filing lists the derivative exercise price as $17.38.

When was the Form 4 signed and by whom?

The Form 4 was signed by attorney-in-fact Lynn M. Floeter on 09/02/2025 on behalf of John A. Utz.

Does the filing state vesting details for the exercised options?

Yes. The filing explains the option vests in four equal annual installments beginning on February 8, 2017.