ASSOCIATED BANC-CORP — Director's Dealing 2013

Mar 19, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASSOCIATED BANC-CORP (ASBC)
CIK: 0000007789
Period of Report: 2013-03-15

Reporting Person: HUTCHINSON WILLIAM R (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-15	Common Stock $0.01 Par Value	J	0.006	$15.2631	Acquired	61653.211	Direct
2013-03-15	Common Stock $0.01 Par Value	A	18	—	Acquired	61671.211	Direct
2013-03-15	Common Stock $0.01 Par Value	A	25	—	Acquired	61696.211	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock $0.01 Par Value	36000	Indirect

Footnotes

F1: Shares were purchased with reinvested dividends within the Issuer's Dividend Reinvestment Plan.

F2: Fully vested dividend equivalents received on restricted stock units payable solely in shares of common stock following the date Mr. Hutchinson ceases serving as a director.

F3: Dividend equivalents will become fully vested on the fourth anniversary of the grant of the restricted stock units they have been paid on. They are payable solely in shares of common stock following the date the Insider ceases serving as a director.

F4: Shares are held in a defined benefit plan in which the insider is the sole participant, the sole trustee, and has sole investment control. The plan is administered by a third-party.