ASSOCIATED BANC-CORP — Annual Report 2011

Jun 29, 2011

11-K 1 c65267e11vk.htm FORM 11-K e11vk PAGEBREAK

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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 11-K

þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

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For the fiscal year ended December 31, 2010

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OR

o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

For the transition period from to

Commission file number 001-31343 (Associated Banc-Corp)

A. Full title of the plan and the address of the plan, if different from that of the issuer named below:

ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive officer:

ASSOCIATED BANC-CORP 1200 Hansen Road Green Bay, Wisconsin 54304

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

Financial Statements and Schedule

December 31, 2010 and 2009

(With Report of Independent Registered Public Accounting Firm Thereon)

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

TABLE OF CONTENTS

Report of Independent Registered Public Accounting Firm	1
Statements of Net Assets Available for Plan Benefits, December 31, 2010 and 2009	2
Statements of Changes in Net Assets Available for Plan Benefits,
Years Ended December 31, 2010 and 2009	3
Notes to Financial Statements	4-16
Schedule H, line 4i — Schedule of Assets (Held at End of Year),
December 31, 2010	17-19
EX-23

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Report of Independent Registered Public Accounting Firm

The Plan Administrator Associated Banc-Corp 401(k) & Employee Stock Ownership Plan:

We have audited the accompanying statements of net assets available for plan benefits of the Associated Banc-Corp 401(k) & Employee Stock Ownership Plan (the Plan) as of December 31, 2010 and 2009, and the related statements of changes in net assets available for plan benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Associated Banc-Corp 401(k) & Employee Stock Ownership Plan as of December 31, 2010 and 2009, and the changes in net assets available for plan benefits for the years then ended, in conformity with U.S. generally accepted accounting principles.

Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of Schedule H, line 4i — Schedule of Assets (Held at End of Year) is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management. This supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ KPMG LLP

Chicago, Illinois June 29, 2011

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

Statements of Net Assets Available for Plan Benefits December 31, 2010 and 2009

	2010	2009
Assets:
Investments:
At fair value (notes 3 and 7)
Common/collective trust funds	$ 143,644,023	$ 151,932,732
Associated Banc-Corp common stock fund	52,456,117	42,391,717
Mutual funds	170,336,569	135,383,873
Money market fund	5,007	49,312
Cash surrender value of life insurance	137,725	138,532
Total investments	366,579,441	329,896,166
Receivables:
Accrued interest, dividends and capital
gains distributions
receivable	35,999	7
Due from broker for securities sold	157,211	155,766
Notes receivable from participants	1,449,115	1,396,874
Employer contribution receivable	7,871,773	7,837,228
Total receivables	9,514,098	9,389,875
Cash	—	1,192
Total assets	376,093,539	339,287,233
Liabilities:
Administrative expenses payable	215,179	210,653
Due to broker for securities purchased	118,940	854,669
Total liabilities	334,119	1,065,322
Net assets available for plan benefits	$ 375,759,420	$ 338,221,911

See accompanying notes to financial statements.

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

Statements of Changes in Net Assets Available for Plan Benefits Years Ended December 31, 2010 and 2009

	2010	2009
Additions:
Additions to net assets attributed to:
Investment income/(loss):
Net appreciation/(depreciation) of investments	$ 46,427,646	$ 16,862,614
Interest and dividends	1,632,192	3,047,039
Total investment income	48,059,838	19,909,653
Contributions:
Participant	15,535,559	15,396,268
Employer	7,871,773	7,837,228
Rollover	1,484,936	2,183,005
Total additions	72,952,106	45,326,154
Deductions:
Deductions from net assets attributed to:
Benefits paid to participants	34,426,894	28,486,891
Corrective participant distributions	44,426	801
Insurance premiums	12,277	11,865
Administrative expenses	931,000	787,762
Total deductions	35,414,597	29,287,319
Net increase in net assets available for plan benefits	37,537,509	16,038,835
Net assets available for plan benefits:
Beginning of year	338,221,911	322,183,076
End of year	$ 375,759,420	$ 338,221,911

See accompanying notes to financial statements.

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO FINANCIAL STATEMENTS December 31, 2010 and 2009

(1) Description of the Plan

| The following brief description of the Associated Banc-Corp 401(k) & Employee Stock
Ownership Plan, formerly known as the Associated Banc-Corp 401(k) Profit Sharing & Employee
Stock Ownership Plan, (the Plan) is provided for general information. The Plan contains
401(k) provisions. Participants should refer to the summary plan description for a more
complete description of the Plan’s provisions. |
| --- |
| Background |
| Associated Banc-Corp (the Company) has established the Associated Banc-Corp 401(k) & Employee
Stock Ownership Plan, a defined contribution plan. The 401(k) provisions of the Plan
provide for employee contributions complying with the provisions of Internal Revenue Code
(the Code) Section 401(k) as well as employer matching contributions. The Plan is subject
to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). |
| Participants |
| Employees of the Company and its subsidiaries that have adopted the Plan are eligible to
participate in the employer 401(k) contribution provisions of the Plan on January 1 of the
year in which 1,000 hours of service are completed. Employees are eligible to participate
in the employee 401(k) contribution portion of the Plan if they are reasonably expected to
complete 1,000 hours of service annually. Otherwise, employees are eligible to participate
in the Plan immediately after completing 1,000 hours of service in a Plan year. |
| In conjunction with the 401(k) provisions of the Plan, participants
can elect to contribute an amount between 1% and the limitations
($16,500 for 2010 and $16,500 for 2009) of Section 402(g) of the
Code of their compensation in multiples of 1% to the Plan by means
of regular payroll deductions. Participants may contribute pre-tax
401(k) contributions, Roth 401(k) contributions or a combination of
both. Participants who have attained age 50 are eligible to make
catch-up contributions in accordance with, and subject to the
limitations ($5,500 for 2010 and $5,500 for 2009) of, Code Section
414(v). Participants are also allowed to contribute amounts
qualifying as rollover contributions under Section 402(c)(4) of the
Code. |
| The Plan provides for a discretionary Company matching contribution.
For 2010 and 2009 the discretionary match was equal to 100% of the
first three percent deferred plus 50% of the next three percent
deferred for plan participants who met the service requirements. |

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO FINANCIAL STATEMENTS December 31, 2010 and 2009

| Vesting |
| --- |
| Participants are 100% vested at all times in both employee and
Company matching contributions under the 401(k) portion of the Plan.
During 2006, the Plan provided for discretionary Company
contributions under the profit sharing provisions of the Plan. The
following is a schedule of vesting in the Company’s discretionary
profit sharing contribution. The Plan was amended to discontinue the
discretionary profit sharing contribution in 2007; however,
participants in the plan with profit sharing balances will continue
to vest according to this schedule. |

Years of Service
Less than three	0 %
Three but less than four	50 %
Four but less than five	75 %
Five or more	100 %

| Forfeitures |
| --- |
| Upon termination, the non-vested portion of Company discretionary profit sharing contributions
and the earnings thereon become subject to forfeiture. Forfeitures were $157,943 and $140,834
in 2010 and 2009 respectively. All forfeitures are used to reduce employer contributions in the
next calendar year. |
| Investment of Plan Assets |
| Participants have the right to direct that investments be made in the Associated Trust Company,
N.A. Common Stock Fund, Associated Trust Company, N.A. Equity Income Fund, Associated Trust
Company, N.A. Balanced Lifestage Fund, Associated Trust Company, N.A. Growth Balanced Lifestage
Fund, Associated Trust Company, N.A. Growth Lifestage Fund, Associated Trust Company, N.A.
Intermediate Term Bond Fund, Associated Trust Company, N.A. Short Term Bond Fund, Associated
Trust Company, N.A. Conservative Balanced Lifestage Fund, Associated Money Market Account,
Associated Banc-Corp Common Stock Fund, Dodge & Cox Stock Fund, EuroPacific Growth Fund, Goldman
Sachs Growth Opportunities Institutional Fund, Goldman Sachs Satellite Fund, Growth Fund of
America, Perkins Small Cap Value Fund, Perkins Mid Cap Value Fund, Nakoma Absolute Return Fund,
American New World Fund, Templeton Institutional Foreign Equity Fund, Vanguard Institutional
Index Fund, Wasatch Small Cap Growth Fund, or a combination of funds. Plan assets are held in
trust with a subsidiary of the Company, Associated Trust Company, N.A. (the trustee). The
following is a brief description of each fund: |

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO FINANCIAL STATEMENTS December 31, 2010 and 2009

| Associated Trust Company, N.A. Common Stock Fund — The fund is designed to achieve
long-term growth through investment in large cap companies with good growth prospects. The
majority of the assets in this portfolio are included in the S&P 500 Index. |
| --- |
| Associated Trust Company, N.A. Equity Income Fund — The fund is designed to pursue
growth of capital while providing above average dividend yield. The fund invests in common
stocks believed to be undervalued. |
| Associated Trust Company, N.A. Balanced Lifestage Fund — The fund is designed to put
equal emphasis on the pursuit of capital growth through investments in stocks, along with the
stability and income generation provided by fixed income securities. Approximately one-half of
the portfolio will consist of investment grade bonds with the remaining one-half consisting of a
diversified mix of stocks, with an emphasis on large capitalization stocks, but will also
include mid-cap, small-cap, and foreign stocks. |
| Associated Trust Company, N.A. Growth Balanced Lifestage Fund — The
fund is designed to seek both long term growth of capital and a modest
amount of income and stability through a mix of stocks and bonds. The
portfolio will largely emphasize the pursuit of capital growth through
investments in large capitalization stocks, but will also include
mid-cap, small-cap, and foreign stocks with the remainder primarily
consisting of investment grade bonds. |
| Associated Trust Company, N.A. Growth Lifestage Fund — The fund is
designed to achieve growth of capital through investment in a broadly
diversified portfolio of common stocks. The portfolio will emphasize
large capitalization stocks, but will also include mid-cap, small-cap,
and foreign stocks. |
| Associated Trust Company, N.A. Intermediate Term Bond Fund — The fund
is designed to earn a competitive total return through diversified
investment in high-quality fixed income securities issued by the
United States Government, federal agencies, and public corporations,
as well as mortgage-backed and asset-backed issues and certificates of
deposit. |
| Associated Trust Company, N.A. Short Term Bond Fund — The fund is
designed to earn a competitive total return through diversified
investments in U.S. Treasury Notes, U.S. government agencies,
investment grade corporate bonds, and mortgage backed securities. |
| Associated Trust Company, N.A. Conservative Balanced Lifestage Fund —
The fund is designed to emphasize stability of principal and income
through investments in fixed income securities with a smaller emphasis
on capital growth through investment stocks. The portfolio will
primarily consist of investment grade bonds with the equity portion
consisting primarily of large capitalization stocks, but will also
include mid-cap, small-cap, and foreign stocks. |
| Associated Money Market Account — The investment alternative is
designed to provide safety of principal through use of a money market
account or bank repurchase agreements. |

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO FINANCIAL STATEMENTS December 31, 2010 and 2009

| Associated Banc-Corp Common Stock Fund — The fund is designed to
share in the performance of Associated Banc-Corp. The fund invests in
Associated Banc-Corp common
stock and cash equivalents. |
| --- |
| Dodge & Cox Stock Fund — The fund is designed to pursue long-term growth of principal
and income. The Fund intends to remain fully invested in equities with at least 65% of
assets in common stocks. |
| EuroPacific Growth Fund — The fund is designed to pursue long-term
growth of capital. The fund invests in at least 80% of assets in
equity securities of issuers from Europe and the pacific Basin. |
| Goldman Sachs Growth Opportunities Institutional Fund — The fund is
designed to achieve long-term growth of capital. The fund invests in
at least 90% of assets in equity securities with a primary focus on
mid-cap companies. |
| Goldman Sachs Satellite Fund — The fund is designed to achieve long
term growth of capital. The fund invests in at least 80% of assets in
satellite asset classes. Satellite asset classes are those that
historically have had lower correlations to traditional market
exposures such as large cap equities and investment grade fixed
income. Satellite funds can be both equity and fixed income funds. |
| Growth Fund of America — The fund is designed to achieve long-term
capital growth. The fund invests primarily in domestic equities, but
may invest up to 25% in securities of issuers domiciled outside of the
United States. |
| Perkins Small Cap Value Fund — The fund is designed to achieve
capital appreciation. The fund invests in at least 80% of assets in
equity securities of undervalued small companies with market
capitalization within the 12-month average of the capitalization range
of the Russell 2000 index. |
| Perkins Mid Cap Value Fund — The fund is designed to achieve capital
appreciation. The fund invests in at least 80% of assets in equity
securities of undervalued mid size companies with market
capitalization within the 12-month average of the capitalization range
of the Russell Midcap. |
| Nakoma Absolute Return Fund — The fund is designed to obtain absolute
returns with low volatility independent of equity market conditions.
The fund invests in primarily equity securities traded in U.S.
markets. |
| American New World Fund — The fund is designed to achieve long term
capital appreciation. The fund invests primarily in common stocks of
companies with significant exposure to countries with developing
economies and/or markets. |

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO FINANCIAL STATEMENTS December 31, 2010 and 2009

| Templeton Institutional Foreign Equity Fund — The fund is designed to achieve long term
capital growth. The fund normally invests at least 80% of net assets in foreign (non-U.S.)
equity securities. It also invests in depository receipts and emerging market countries. |
| --- |
| Vanguard Institutional Index Fund — The fund is designed to replicate
the aggregate price and yield performance of the S&P 500 Index. The
fund invests in all 500 stocks listed in the S&P 500 in approximately
the same proportion as they are represented in the Index. |
| Wasatch Small Cap Growth Fund — The fund is designed to achieve long
term capital growth, with income as a secondary consideration. The
fund invests primarily in small growth companies. It invests at least
80% of net assets in equity securities of small companies with market
capitalization of less than $2.5 billion. The fund may invest up to
20% of assets in securities issued by foreign companies in developed
or emerging markets. |
| Participants can elect to invest in one of the aforementioned funds or in 1% increments in two
or more funds. Participants can change the allocation of the Plan accounts on a daily
basis. |
| Notes Receivable From Participants |
| A participant may request a loan for one or a combination of the following reasons: (a)
purchase, construction or preservation/rehabilitation of a participant-owned principal
residence, (b) post-secondary education expenses for the participant, their spouse or their
dependents, (c) medical expenses incurred by the participant or the participant’s immediate
family, (d) funeral expenses for the participant’s deceased parent, spouse, children or
dependents, or (e) expenses for the repair of damage to the participant’s principal residence
that would qualify for casualty loss deduction. |
| Loans are limited to the lesser of (1) $50,000, reduced by the excess of the highest outstanding
balance of loans from the Plan during the one-year period ending on the day before the date on
which such loan was made over the outstanding balance of loans from the Plan on the date on
which such loan was made or (2) 50% of the vested benefit of the participant’s account balance.
Participant loans will not be granted for less than $1,000. |
| A commercially reasonable fixed rate of interest will be assessed on the loan with the
current rate set at the prime rate plus 2% offered by Associated Bank, N.A. The loan will
provide bi-weekly payments under a level amortization schedule of not greater than 5 years
or 15 years if a loan is used to acquire a principal residence. The plan may also hold
grandfathered or inherited loans from merged plans with maturity dates extended beyond the
15 years allowed by the plan document. |
| Participant Accounts |

The Plan is a defined contribution plan under which a separate individual account is established for each participant. Plan investments are valued daily. Due to daily valuation, contributions are allocated to participant accounts upon receipt, and income and changes in asset values are

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NOTES TO FINANCIAL STATEMENTS December 31, 2010 and 2009

| | immediately allocated to the participants’ accounts. Under a daily valued plan, participants
can verify account balances daily utilizing the VRU (Voice Response Unit)
or Internet access. |
| --- | --- |
| | Distributions |
| | Distributions are made in the form of lump-sum payments, payments over a period in monthly,
quarterly, semi-annual or annual installments and other payment forms allowed by the Plan
document. Distributions must begin no later than 60 days after the close of the plan year in
which the later of the participant’s attainment of age 65 or the termination date occurs, unless
the participant elects to delay commencement of the distribution until April 1 following the
attainment of age 70 1/2. Participants may withdraw amounts for any reason upon reaching age 59
1/2. Earnings are credited to a participant’s account through the date of distribution. |
| | Distributions are made in cash or, if a participant elects, in the form of Company common shares
plus cash for any fractional share. |
| | Termination of Plan |
| | While the Company has not expressed any intent to terminate the Plan, it is free to do so at any
time subject to the provisions of ERISA. In the event of termination, participants become fully
vested to the extent of the balance in their account, including investment income through the
termination date. |
| (2) | Summary of Significant Accounting Policies |
| | Basis of Presentation |
| | The accompanying financial statements have been prepared on the accrual basis of accounting and
present the net assets available for plan benefits and changes in those net assets in accordance
with U.S. generally accepted accounting principles. |
| | New Accounting Pronouncements |
| | On October 1, 2009, the FASB issued Accounting Standards Update (“ASU”) 2010-12, Investments in
Certain Entities That Calculate Net Asset Value per Share (or Its Equivalents) . This ASU
provides guidance for determining the fair value of certain investments that do not have readily
determinable fair values and permits the use of unadjusted net asset values (“NAV”) or an
equivalent measure as a practical expedient to estimate fair value. ASU 2010-12 is effective for
financial statements issued for fiscal years beginning after December 15, 2009. The adoption of
this new guidance did not have an impact on the Statement of Net Assets Available for Benefits
or the Statement of Changes in Net Assets Available for Benefits. |

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NOTES TO FINANCIAL STATEMENTS December 31, 2010 and 2009

| In January 2010, the FASB issued ASU No. 2010-06, Fair Value Measurements and Disclosures, which
required entities to make new disclosures about recurring and nonrecurring fair value
measurements including significant transfers in and out of Level 1 and 2 categories and provide
information on purchases, sales, issuances and settlements on
a gross basis in the reconciliation of Level 3 measurements. ASU No. 2010-06 also clarifies
existing fair value disclosures. ASU No. 2010-06 is effective for periods beginning after
December 15, 2009, except for the requirement to provide Level 3 activity of purchases, sales,
issuances, and settlements on a gross basis, which will be effective for fiscal years beginning
after December 15, 2010. |
| --- |
| In September 2010, the Financial Accounting Standards Board (FASB) issued Accounting Standards
Update 2010-25, Reporting Loans to Participants Defined by Contribution Pension Plans (ASU
2010-25). ASU 2010-25 requires participant loans to be measured at their unpaid principal
balance plus any accrued but unpaid interest and classified as notes receivable from
participants. Previously, loans were measured at fair value and classified as investments. ASU
2010-25 is effective for fiscal years ending after December 15, 2010 and is required to be
applied retrospectively. The adoption of ASU 2010-25 did not change the value of participant
loans from the amount previously reported as of December 31, 2009. Participant loans as of
December 31, 2009 have been reclassified to notes receivable from participants to conform to the
current year’s presentation. |
| The significant accounting policies of the Plan are as follows: |
| Investments and Income Recognition |
| Investment securities are valued at quoted market prices. However, securities for which no
quoted market prices are available are valued at estimated fair value. The investments in units
of the common/collective funds are carried at the net asset value (NAV), which is the value at
which units in the funds can be withdrawn and approximates fair value as a practical expedient.
The money market account is stated at cost, which approximates fair value. Fair value is the
price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. See Footnote (7) for
discussion of fair value measurements. |
| Cash surrender values are provided by the underlying insurance providers at year end and also
upon individual policy surrender. As such, these holdings are valued at the year end cash
surrender values, which approximates fair value. Upon death of the participant, death benefits
are paid directly to the beneficiary from the insurance provider and not by the Plan. Any cash
surrender value upon termination of a life insurance policy is paid directly to terminated
participant or to the Plan for active participants. |
| Plan assets are held by the trustee. Net appreciation includes realized gains and losses on
investments purchased and sold and changes in appreciation for the period. Purchases and sales |

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NOTES TO FINANCIAL STATEMENTS December 31, 2010 and 2009

of securities are recorded on a trade-date basis. Realized gains and losses on the sale of investments are determined through the use of moving average basis. The Plan records interest income on the accrual basis and dividends on the ex-dividend date.

The Plan’s investments are exposed to various risks, such as interest rate, market and credit risks. Due to the level of risk associated with certain investments and the level of uncertainty related to changes in the values of investments, it is at least reasonably possible that changes in risks in the near term could materially affect participant account balances and the amounts reported in the financial statements of the Plan.

Notes Receivable from Participants

Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest. Delinquent participant loans are reclassified as distributions based upon the terms of the plan document.

Payment of Benefits

Benefits are recorded when paid.

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires the plan administrator to make estimates and assumptions that affect the reported amounts of assets available for benefits and plan benefit obligations and disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from these estimates.

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(3) Investments

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The fair value of investments that represent 5% or more of the Plan’s net assets at December 31 are presented in the following table:

	2010	2009
Associated Banc-Corp Common Stock Fund	$ 52,456,117	$ 42,391,717
Associated Trust Company, N.A. Growth Lifestage Fund	41,502,795	38,576,146
Associated Trust Company, N.A. Balanced Lifestage Fund	44,875,130	44,516,302
Associated Money Market Account	32,506,490	34,664,379
Associated Trust Company, N.A. Intermediate Term Bond Fund	25,623,316	27,145,116
Dodge & Cox Stock Fund	24,141,721	21,514,510
Goldman Sachs TR Growth Opportunity Fund	18,520,026	14,292,437

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO FINANCIAL STATEMENTS December 31, 2010 and 2009

The Plan’s investments, including gains and losses on investments purchased and sold, as well as held during the year, appreciated in value by $46,427,646 during 2010 and depreciated in value by $16,862,614 during 2009 as follows:

Associated Banc-Corp Common Stock Fund	2010 — $ 14,969,482	2009 — $ (38,729,062
Common/Collective Trust Funds	18,040,560	29,584,313
Mutual Funds	13,417,604	26,007,363
Total	$ 46,427,646	$ 16,862,614

| (4) |
| --- |
| The Associated Banc-Corp Common Stock Fund at December 31, 2010 and 2009 included 3,427,286
shares and 3,821,499 shares, respectively, of common stock of the Company with fair values
of $51,923,383 and $42,074,704, respectively. Dividend income from Company stock totaled
$143,398 and $1,863,608 in 2010 and 2009, respectively. Also included in the Associated
Banc-Corp common stock fund at December 31, 2010 and 2009 were units of Goldman Sachs
Financial Square Prime Obligations Fund with fair values of $532,734 and $317,013,
respectively. The Goldman Sachs Financial Square Prime Obligations Fund is an unrelated
party. |
| Associated Trust Company, N.A. performs asset management and participant recordkeeping for the
Plan. Asset management and recordkeeping fees paid from the Plan to Associated Trust
Company, N.A. totaled $931,000 and $787,762 in 2010 and 2009, respectively. |
| The Plan invests in various Associated Trust Company, N.A. common/collective trust funds
and a Money Market Account. As of December 31, 2010 and 2009, $143,644,023 and
$151,932,732, respectively, were invested in Associated Trust Company, N.A.
common/collective trust funds. As of December 31, 2010 and 2009, $32,506,490 and
$34,664,379, respectively, were invested in an Associated Money Market Account (classified
under mutual funds on the balance sheet). |

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NOTES TO FINANCIAL STATEMENTS December 31, 2010 and 2009

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(5) Reconciliation to Form 5500

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The following is a reconciliation of net assets available for plan benefits per the financial statements at December 31, 2010 and 2009 to Form 5500:

| Net assets available for plan benefits per the
financial statements | 2010 — $ 375,759,420 | $ | 338,221,911 | |
| --- | --- | --- | --- | --- |
| Amounts allocated to benefit claims payable | (110,608 | ) | (127,019 | ) |
| Net Assets available for plan benefits per the Form 5500 | $ 375,648,812 | $ | 338,094,892 | |

The following is a reconciliation of benefits paid to participants per the financial statements for the years ended December 31, 2010 and 2009 to Form 5500:

Benefits paid to participants per the financial statements	2010 — $ 34,426,894	$	28,486,891
Add: Amounts allocated to benefit claims payable at
December 31, 2010 and 2009, respectively	110,608		127,019
Less: Amounts allocated to benefit claims payable at
December 31, 2009 and 2008, respectively	(127,019	)	(1,397,655	)
Benefits paid to participants per Form 5500	$ 34,410,483	$	27,216,255

| (6) |
| --- |
| The Plan administrator has received a favorable tax determination letter, dated February 3,
2006, from the Internal Revenue Service indicating that the Plan qualifies under the provisions
of Section 401(a) of the Code, and the related trust is, therefore, exempt from tax under
Section 501(a). Therefore, a provision for income taxes has not been included in the Plan’s
financial statements. The Plan has been amended since receiving the determination letter.
However, in the opinion of the Plan Administrator, the Plan and its underlying trust have
operated within the terms of the Plan and remain qualified under the applicable provisions of
the Code. |
| Participants in the Plan are not subject to federal income taxes until they receive a
distribution from the Plan. |
| Accounting principles generally accepted in the United States of America require plan management
to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan
has taken an uncertain position that more likely than not would not be sustained upon
examination by the Internal Revenue Service. The plan administrator has analyzed the tax
positions taken by the Plan, and has concluded that as of December 31, 2010, there are no
uncertain positions taken or |

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO FINANCIAL STATEMENTS December 31, 2010 and 2009

expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The plan administrator believes it is no longer subject to income tax examinations for years prior to 2010.

| (7) |
| --- |
| ASC Topic 820-10, Fair Value Measurements and Disclosures, applies to reported balances that are
required or permitted to be measured at fair value under existing accounting pronouncements;
accordingly, the standard amends numerous accounting pronouncements but does not require any new
fair value measurements of reported balances. The standard also emphasizes that fair value
(i.e., the price that would be received in an orderly transaction that is not a forced
liquidation or distressed sales at the measurement date), among other things, is based on exit
price versus entry price, should include assumptions about risk such as nonperformance risk in
liability fair values, and is a market-based measurement, not an entity-specific measurement.
When considering the assumptions that market participants would use in pricing the asset or
liability, this accounting standard establishes a fair value hierarchy that distinguishes
between market participant assumptions based on market data obtained from sources independent of
the reporting entity (observable inputs that are classified within Levels 1 and 2 of the
hierarchy) and the reporting entity’s own assumptions about market participant assumptions
(unobservable inputs classified within Level 3 of the hierarchy). The fair value hierarchy
prioritizes inputs used to measure fair value into three broad levels. |
| Level 1 inputs — utilize quoted prices (unadjusted) in active markets for identical assets or
liabilities that the entity has the ability to access. |
| Level 2 inputs — inputs other than quoted prices included in Level 1 that are observable for
the asset or liability, either directly or indirectly. Level 2 inputs may include quoted
prices for similar assets and liabilities in active markets, as well as inputs that are
observable for the asset or liability (other than quoted prices), such as interest rates,
foreign exchange rates, and yield curves that are observable at commonly quoted intervals. |
| Level 3 inputs — unobservable inputs for the asset or liability, which are typically based on
the entity’s own assumptions, as there is little, if any, related market activity. |

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO FINANCIAL STATEMENTS December 31, 2010 and 2009

The following table summarizes the Plan’s investments at December 31, 2010, based on the inputs used to value them:

Investments:	Fair Value	Level 1	Level 2	Level 3
*Common/collective trust funds:
Balanced funds	$ 62,008,519		$ 62,008,519
Fixed income funds	28,194,869		28,194,869
Growth funds	48,981,716		48,981,716
Income funds	4,458,919		4,458,919
Total Common/collective funds	143,644,023		143,644,023
Associated Banc-Corp
common stock fund	52,456,117	$ 52,456,117
Mutual funds:
Balanced funds	24,141,721	24,141,721
Fixed income funds	32,506,490	32,506,490
Growth funds	98,778,979	98,778,979
Income funds	589,655	589,655
Index funds	14,319,724	14,319,724
Total Mutual funds	170,336,569	170,336,569
Money market fund	5,007	5,007
Cash surrender value of
life insurance	137,725			$ 137,725
Total	$ 366,579,441	$ 222,797,693	$ 143,644,023	$ 137,725

The following table summarizes the Plan’s investments at December 31, 2009, based on the inputs used to value them:

Investments:	Fair Value	Level 1	Level 2	Level 3
*Common/collective trust funds:
Balanced funds	$ 58,459,970		$ 58,459,970
Fixed income funds	27,155,401		27,155,401
Growth funds	63,200,389		63,200,389
Income funds	3,116,972		3,116,972
Total Common/collective funds	151,932,732		151,932,732
Associated Banc-Corp
common stock fund	42,391,717	$ 42,391,717
Mutual funds:
Balanced funds	21,514,510	21,514,510
Fixed income funds	34,664,379	34,664,379
Growth funds	65,666,525	65,666,525
Income funds	1,013,029	1,013,029
Index funds	12,525,430	12,525,430
Total Mutual funds	135,383,873	135,383,873
Money market fund	49,312	49,312
Cash surrender value of
life insurance	138,532			$ 138,532
Total	$ 329,896,166	$ 177,824,902	$ 151,932,732	$ 138,532

• The funds’ NAVs per share are used as a practical expedient to measure fair value on a recurring basis.

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO FINANCIAL STATEMENTS December 31, 2010 and 2009

The table below sets forth a summary of changes in the fair value of the Plan’s Level 3 investments for the years ended December 31, 2010:

	Cash surrender value
	of life insurance
Beginning Balance on January 1, 2010:	$ 138,532
Realized and unrealized losses:	3,735
Purchases, sales, issuances and settlements, net:	(4,542	)
Ending Balance on December 31, 2010:	$ 137,725
The amount of total gains or losses for the period
attributable to the change in unrealized gains or
losses relating to assets still held at the
reporting date.	$ 3,735

| (8) |
| --- |
| The Plan Sponsor has evaluated the effects on the financial statements of subsequent
events that have occurred subsequent to December 31, 2010 through the date these
financial statements were issued. During this period, there have been no material events
that would require recognition in the financial statements or disclosures to the
financial statements. |

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

Schedule H, line 4i — Schedule of Assets (Held at End of Year) December 31, 2010

		Description of investment,
		including maturity date,
	Identity of issue, borrower,	rate of interest, collateral	Current
	Lessor, or similar party	par, or maturity value	Value
*	Associated Trust Company, N.A. Common
Stock Fund	39,894 units	$ 7,478,921
*	Associated Trust Company, N.A.
Equity Income Fund	52,453 units	4,458,919
*	Associated Trust Company, N.A.
Balanced Lifestage Fund	2,515,906 units	44,875,130
*	Associated Trust Company, N.A.
Growth Balanced Lifestage Fund	629,640 units	11,504,592
*	Associated Trust Company, N.A.
Growth Lifestage Fund	2,252,377 units	41,502,795
*	Associated Trust Company, N.A.
Intermediate Term Bond Fund	707,738 units	25,623,316
*	Associated Trust Company, N.A.
Conservative Balanced Lifestage Fund	353,752 units	5,628,797
*	Associated Trust Company, N.A.
Short Term Bond Fund	120,799 units	2,571,553
	Total common/collective trust funds		$ 143,644,023

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

Schedule H, line 4i — Schedule of Assets (Held at End of Year) December 31, 2010

		Description of investment,
		including maturity date,
	Identity of issue, borrower,	rate of interest, collateral	Current
	Lessor, or similar party	par, or maturity value	Value
*	Associated Banc-Corp common stock fund	1,957,662	$ 52,456,117
*	Associated Money Market Account	27,088,366 units	32,506,490
	Dodge & Cox Stock Fund	224,032 units	24,141,721
	EuroPacific Growth Fund	412,916 units	17,082,352
	Goldman Sachs Growth Opportunities Institutional Fund	760,576 units	18,520,026
	Growth Fund of America	479,491 units	14,595,708
	Perkins Small Cap Value Fund	710,395 units	17,070,789
	Perkins Mid Cap Value Fund	373,967 units	8,440,432
	Vanguard Institutional Index Fund	124,509 units	14,319,724
	Nakoma Absolute Return Fund	31,166 units	589,655
	American New World Fund	53,148 units	2,902,959
	Goldman Sachs Satellite Fund	161,272 units	1,280,503
	Templeton Institutional Fund	332,787 units	6,672,384
	Wasatch Small Cap Growth Fund	309,211 units	12,213,826
	Total Mutual funds		170,336,569

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ASSOCIATED BANC-CORP 401(k) & EMPLOYEE STOCK OWNERSHIP PLAN

Schedule H, line 4i — Schedule of Assets (Held at End of Year) December 31, 2010

	Description of investment,
	including maturity date,
Identity of issue, borrower,	rate of interest, collateral	Current
Lessor, or similar party	par, or maturity value	Value
Goldman Sachs Financial Square Prime Obligations
Fund (Held in directed segregated accounts)		$ 5,007
Cash Surrender Value of Life Insurance:
Penn Mutual Life Insurance Co.		42,640
The Guardian Insurance and Annuity Co.		33,333
General American Life Ins. Co.		61,752
Total cash surrender value of life insurance		137,725
Total Investments per Statement of Net Assets		366,579,441
Loans to participants (202 participant loans with
interest rates ranging from 3.25% to 9.00% and maturity
dates ranging from January 21, 2011 to October 15,
2025)		1,449,115
Total Investments per 5500		$ 368,028,556

*
Note: Cost information has not been included because all investments are participant directed.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Associated Banc-Corp Retirement Program Committee has duly caused this Annual Report to be signed on its behalf by the undersigned hereunto duly authorized.

401(k) & EMPLOYEE STOCK
OWNERSHIP PLAN
/s/ Katey S. Smith
Katey S. Smith, Director of Colleague Care and Benefits
Dated: June 29, 2011

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Exhibit Index

Exhibit
Number	Description
No 23	Consent of Independent Registered Public Accounting Firm

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