ASSOCIATED BANC-CORP — Director's Dealing 2012

Jan 5, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASSOCIATED BANC-CORP (ASBC)
CIK: 0000007789
Period of Report: 2012-01-04

Reporting Person: SERAMUR JOHN C (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-04	Common Stock $0.01 Par Value	M	1598.866	—	Acquired	272963.866	Direct
2012-01-04	Common Stock $0.01 Par Value	D	1598.866	—	Disposed	271365	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-04	Phantom Stock Unit	$0	M	1598.866	Disposed	2025-12-31	Common Stock $0.01 Par Value (1598.866)	Direct

Footnotes

F1: Each phantom stock unit was the equivalent of one share of ASBC stock. On January 4, 2012, 1598.866 phantom stock units were settled for cash, pursuant to a nonqualified benefit plan distribution election made by the reporting person during an open trading window.