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Associated Banc-Corp CEO Reinforces Stake with Dividend Reinvestment

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Andrew J. Harmening, President & CEO of Associated Banc-Corp (ASB), acquired 2,144.512 shares through the company dividend reinvestment plan on 09/15/2025 at an implied price of $26.2267 per share. After the transaction his reported beneficial ownership totals 323,837.308 shares. The filing was made on Form 4 and notes the acquisition was a dividend reinvestment transaction exempt under Rule 16a-11, reported by an attorney-in-fact on 09/17/2025.

Positive

  • CEO participated in the company's dividend reinvestment plan, acquiring 2,144.512 shares on 09/15/2025
  • Transaction was disclosed on Form 4 and marked as exempt under Rule 16a-11, indicating plan-based reinvestment
  • Reported beneficial ownership remains substantial at 323,837.308 shares following the transaction

Negative

  • None.

Insights

TL;DR: CEO participation in the dividend reinvestment plan signals routine insider reinvestment rather than a discretionary open-market buy.

The transaction is a non-derivative acquisition of 2,144.512 shares via dividend reinvestment at $26.2267, increasing reported beneficial holdings to 323,837.308 shares. This is an automatic plan-based purchase exempt under Rule 16a-11, so it does not necessarily reflect a new discretionary vote of confidence by management. The position size remains large in absolute terms, but the incremental addition is modest relative to total holdings disclosed.

TL;DR: Disclosure complies with Section 16 reporting; the filing clarifies the acquisition method and ownership level.

The Form 4 properly identifies the reporting person as a director and officer and discloses the transaction code noting a Rule 16a-11 dividend reinvestment. Signature by an attorney-in-fact and explicit statement of the exemption provide appropriate transparency. From a governance perspective this is a routine, compliant insider filing without material governance implications.

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*
Harmening Andrew J

(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
X Officer (give title below) Other (specify below)
President & CEO
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 J(1) V 2,144.512 A $26.2267 323,837.308 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
Explanation of Responses:
1. The reporting person acquired these shares under a dividend reinvestment plan, pursuant to a dividend reinvestment transaction exempt from Section 16 under Rule 16a-11.
/s/ Lynn M. Floeter, attorney-in-fact for Andrew J. Harmening 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.
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 did Andrew J. Harmening (ASB) report on the Form 4?

He reported a dividend reinvestment acquisition of 2,144.512 shares of Associated Banc-Corp on 09/15/2025 at an implied price of $26.2267 per share.

How many shares does the CEO own after this transaction?

The filing shows beneficial ownership of 323,837.308 shares following the reported transaction.

Was this an open-market purchase or part of a plan?

The acquisition was part of a dividend reinvestment plan and is exempt under Rule 16a-11, not an open-market discretionary purchase.

When was the transaction and when was it reported?

The transaction date is 09/15/2025 and the Form 4 was signed and filed on 09/17/2025 by an attorney-in-fact.

Does the filing indicate any derivative transactions or dispositions?

No. Table II shows no derivative transactions, and the Form 4 reports only the non-derivative dividend reinvestment acquisition.
Associated Banc-Corp

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GREEN BAY