ASSOCIATED BANC-CORP — Director's Dealing 2016

Jan 6, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASSOCIATED BANC-CORP (ASB)
CIK: 0000007789
Period of Report: 2016-01-04

Reporting Person: JEFFE ROBERT A (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-01-04	Phantom Stock Unit	$0	I	4808.129	Disposed		Common Stock $0.01 Par Value (4808.129)	Direct

Footnotes

F1: Each share of phantom stock entitled the reporting person to receive, the cash value of one share of ASB common stock. Prior to payment, the reporting person had the right to transfer the value of his phantom stock account into an alternative investment account. Phantom stock units remained in the Director's Deferred Compensation Plan until January 4, 2016 on which date such account balance was distributed pursuant to the Insider's distribution election(s) on file.

F2: Each share of phantom stock entitled the reporting person to receive, the cash value of one share of ASB common stock. Prior to payment, the reporting person had the right to transfer the value of his phantom stock account into an alternative investment account. Phantom stock units remained in the Director's Deferred Compensation Plan until January 4, 2016 on which date such account balance was distributed pursuant to the Insider's distribution election(s) on file.

F3: Each share of phantom stock entitled the reporting person to receive, the cash value of one share of ASB common stock. Prior to payment, the reporting person had the right to transfer the value of his phantom stock account into an alternative investment account. Phantom stock units remained in the Director's Deferred Compensation Plan until January 4, 2016 on which date such account balance was distributed pursuant to the Insider's distribution election(s) on file.