Associated Banc-Corp (ASBA) Director Reports 417-Share Acquisition via Dividend Equivalents

Rhea-AI Filing Summary

John B. Williams, a director of Associated Banc-Corp (ticker: ASBA), reported two non-derivative acquisitions of common stock on 09/15/2025 that arose from dividend equivalent units. He received 45 shares at $25.92 (recorded as increasing beneficial ownership to 67,905 shares) and received 372 shares at $25.92 (lifting his direct beneficial ownership to 68,277 shares). The filing also discloses an indirect holding of 8,000 shares held in an IRA with sole voting rights. The Form 4 was signed by an attorney-in-fact on behalf of Mr. Williams on 09/17/2025.

The disclosure notes that the 45 and 372 share amounts represent dividend equivalents tied to restricted stock units: one set vests on the first anniversary of the RSU grant and the other represents fully vested dividend equivalents payable in shares upon cessation of service as a director.

Insights

Financial Analyst

TL;DR: Small insider share receipts from dividend equivalents modestly increase director's stake; not material to cap structure.

The reported acquisitions are modest in size and originate from dividend equivalent units tied to restricted stock units rather than open-market purchases. The transactions increase Mr. Williams' direct beneficial ownership to 68,277 shares with an additional 8,000 shares held indirectly. Because the amounts are routine equity compensation conversions and no open-market purchases or sales are disclosed, these entries do not materially change ownership percentages or signal a meaningful shift in insider conviction based solely on this filing.

Corporate Governance Expert

TL;DR: Routine director compensation conversion; disclosure is consistent and complete for the described dividend equivalents.

The Form 4 clearly identifies the source of the shares as dividend equivalents related to restricted stock units and specifies vesting/vesting-on-termination conditions. The filing includes direct and indirect ownership classification and is signed by an attorney-in-fact. From a governance and disclosure standpoint, the filing meets Section 16 reporting requirements and provides the necessary detail about the nature of the awards and resulting holdings.

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^*

WILLIAMS JOHN B

(Last) (First) (Middle)

C/O 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)
09/15/2025

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	09/15/2025		A(1)		45	A	$25.92	67,905	D
Common Stock $0.01 Par Value	09/15/2025		A(2)		372	A	$25.92	68,277	D
Common Stock $0.01 Par Value								8,000	I	IRA (sole voting rights)

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

Explanation of Responses:

1. Dividend equivalent units, which vest on the first anniversary of the grant of the restricted stock units to which they relate, are payable solely in shares of common stock upon vesting (subject to deferral if so elected by the Insider).

2. Fully vested dividend equivalents received on restricted stock units payable solely in shares of common stock following the date the Insider ceases serving as a director.

	/s/ Lynn M. Floeter, attorney-in-fact for John B. Williams	09/17/2025
	** 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.
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FAQ

Who filed the Form 4 for Associated Banc-Corp (ASBA)?

The Form 4 was filed on behalf of John B. Williams, a director of Associated Banc-Corp, and signed by Lynn M. Floeter as attorney-in-fact on 09/17/2025.

What transactions are reported on the 09/15/2025 Form 4 for ASBA?

Two non-derivative acquisitions from dividend equivalents: 45 shares at $25.92 and 372 shares at $25.92, both reported as acquisitions on 09/15/2025.

What is John B. Williams' beneficial ownership after the reported transactions?

Following the reported transactions, Mr. Williams' direct beneficial ownership is reported as 68,277 shares and he also holds 8,000 shares indirectly in an IRA with sole voting rights.

Why were the shares received by the director?

The filing explains the shares are dividend equivalent units tied to restricted stock units: some vest on the first anniversary of the RSU grant and some are payable in shares upon cessation of director service.

Was the reported price for the acquired shares disclosed?

Yes. The price reported for both share amounts is $25.92 per share.