SEC Form 4 · accession 0001127602-18-003959

ASSOCIATED BANC-CORP · ASB

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director

Period of report

Feb 1, 2018

Accepted (ET)

Feb 5, 2018 · 4:04 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000007789

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock $0.01 Par Value^F1	Feb 1, 2018	A	676,314	—	A	676,314	D
Common Stock $0.01 Par Value^F1	Feb 1, 2018	A	59,728	—	A	59,728	I	By Spouse
Common Stock $0.01 Par Value^F1,F2	Feb 1, 2018	A	17,503	—	A	17,503	I	By Trust
Common Stock $0.01 Par Value^F1,F2	Feb 1, 2018	A	39,743	—	A	39,743	I	By Trust
Common Stock $0.01 Par Value^F1,F2	Feb 1, 2018	A	31,311	—	A	31,311	I	By Trust
Common Stock $0.01 Par Value^F1,F2	Feb 1, 2018	A	60,332	—	A	60,332	I	By Trust
401(k) Plan^F1,F3	Feb 1, 2018	A	67,449	—	A	67,449	I	By 401(k) Plan
Common Stock $0.01 Par Value	Feb 1, 2018	A	4,669	$25.70	A	680,983	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Incentive Stock Option (Right to Buy)^F5	$16.99	Feb 1, 2018	A	844	A	—	Jan 21, 2024	Common Stock $0.01 Par Value	844	844	D

F1On February 1, 2018, pursuant to the Agreement and Plan of Merger, dated as of July 20, 2017 (the "Merger Agreement"), by and between Associated Banc-Corp ("Associated") and Bank Mutual Corporation ("Bank Mutual"), Bank Mutual was merged with and into Associated, with Associated continuing as the surviving entity (the "Merger"). In accordance with the terms of the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of common stock, par value $0.01, of Bank Mutual ("Bank Mutual Common Stock") was converted into the right to receive 0.422 shares of common stock, par value $0.01 per share, of Associated ("Associated Common Stock"), with cash paid in lieu of fractional shares.
F2As trustee of a trust.
F3Represents shares of Associated Common Stock held in Bank Mutual Corporation 401(k) Plan received by the Insider in the Merger in exchange for shares of Bank Mutual Common Stock formerly held in the plan, based on most recent plan report.
F4Restricted Stock Units will become fully vested on the fourth anniversary of the grant. They are payable solely in shares of Associated Common Stock following the date the Insider ceases serving as a director.
F5Represents a fully-vested option to acquire shares of Associated Common Stock received by the Insider in the Merger in exchange for a fully-vested option to purchase 2,000 shares of Bank Mutual Common Stock at an exercise price of $7.17 per share.