ASSOCIATED BANC-CORP — Director's Dealing 2015

Mar 9, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASSOCIATED BANC-CORP (ASB)
CIK: 0000007789
Period of Report: 2015-03-05

Reporting Person: Utz John A. (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-05	Common Stock $0.01 Par Value	S	11500	$18.4291	Disposed	56419	Direct
2015-03-09	Common Stock $0.01 Par Value	M	16682	$12.97	Acquired	73101	Direct
2015-03-09	Common Stock $0.01 Par Value	S	16682	$18.6479	Disposed	56419	Direct
2015-03-09	Common Stock $0.01 Par Value	M	8482	$14.02	Acquired	64901	Direct
2015-03-09	Common Stock $0.01 Par Value	S	8482	$18.6479	Disposed	56419	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-03-09	Non-qualified Stock Option (Right to Buy)	$12.97	M	16682	Disposed	2022-01-23	Common Stock $0.01 Par Value (16682)	Direct
2015-03-09	Non-qualified Stock Option (Right to Buy)	$14.02	M	8482	Disposed	2023-01-22	Common Stock $0.01 Par Value (8482)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock $0.01 Par Value	8167	Indirect

Footnotes

F1: Balance reflects the transfer pursuant to a domestic relations order of 13,395 shares of Associated Banc-Corp common stock to the reporting person's former spouse since the date of his last ownership report.

F2: Options vested in annual increments over 3 years; 34% on the first anniversary after the grant date, and 33% on the second and third anniversaries after the grant date, respectively.

F3: Options vest in annual increments over 3 years; 34% on the first anniversary after the grant date, and 33% on the second and third anniversaries after the grant date, respectively.