ASSOCIATED BANC-CORP — Remuneration Information 2012

Mar 14, 2012

DEFA14A 1 d282186ddefa14a.htm DEFA14A DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant x Filed by a Party other than the Registrant ¨

Check the appropriate box:

¨	Preliminary Proxy Statement
¨	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
¨	Definitive Proxy Statement
x	Definitive Additional Materials
¨	Soliciting Material under Rule 14a-12
ASSOCIATED BANC-CORP
(Name of registrant as specified in its charter)
(Name of person(s) filing proxy statement, if other than the registrant)
Payment of Filing Fee (Check the appropriate box):
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Associated

Banc-Corp

Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to be held on April 24, 2012, for Associated Banc-Corp

You are receiving this communication because you hold shares in the above named company. This communication is not a form for voting and presents only an overview of the more complete proxy materials that are available to you on the internet. You may view the proxy materials online at www.proxydocs.com/asbc or easily request a paper copy free of charge (see reverse side).

– YOUR VOTE IS IMPORTANT! –

For a Convenient Way to VIEW Proxy Materials

– and –

VOTE Online go to: www.proxydocs.com/asbc

Proxy Materials Available to View or Receive:

1. Proxy Statement 2. Annual Report 3. Form 10-K

A PAPER COPY OF THE MATERIAL CAN BE REQUESTED FREE OF CHARGE USING ANY OF THE METHODS LISTED ON THE BACK OF THIS LETTER.

You must use the 12 digit control number in the shaded gray box below and follow the instructions on the website.

ACCOUNT NO. SHARES

Associated Banc-Corp Notice of Annual Meeting

Date: April 24, 2012

Time: 11:00 A.M. (Central Time)

Associated Banc-Corp

Place: Fort Howard Theater – Bemis Center, St. Norbert College,

100 Grant Street, De Pere, Wisconsin

You are cordially invited to attend the Annual Meeting of Shareholders of Associated Banc-Corp scheduled for 11:00 a.m. (CDT) on Tuesday, April 24, 2012, at the Fort Howard Theater – Bemis Center, St. Norbert College, 100 Grant Street, De Pere, Wisconsin. Associated’s Wealth Management professionals will present an economic/investment update beginning at 10:00 a.m.

The purpose of the Annual Meeting is to take action on the following proposals:

The Board of Directors recommends that you vote “FOR” each director number, “FOR” Proposals 2,3, and 5 and “1 year” in proposal 4.

1. Election of Directors

Nominees 01 John F. Bergstrom 04 Ronald R. Harder 07 Eileen A. Kamerick 10 John C. Seramur

02 Ruth M. Crowley 05 William R. Hutchinson 08 Richard T. Lommen 11 Karen T. Van Lith

03 Philip B. Flynn 06 Robert A. Jeffe 09 J. Douglas Quick 12 John (Jay) B. Williams

1. The amendment of the Amended and Restated Articles of Incorporation of Associated Banc-Corp regarding the rights and preferences of preferred stock.

2. Advisory approval of Associated Banc-Corp’s named executive officer compensation.

3. Advisory vote on the frequency of advisory approval of Associated Banc-Corp’s named executive officer compensation.

4. The ratification of the selection of KPMG LLP as the independent registered public accounting firm for Associated Banc-Corp for the year ending December 31, 2012.

5. Such other business as may properly come before the meeting of any adjournment thereof.

Should you desire directions to the annual meeting, please call 1-800-236-2722.

HOW TO VOTE

Vote in Person: While we encourage shareholders to vote by the means indicated on the reverse, a shareholder is entitled to vote in person at the annual meeting. Additionally, a shareholder who has submitted a proxy before the meeting may revoke that proxy in person at the annual meeting.

Vote Online: To vote online, go to www.proxypushdocs.com/asbc. Please have your 12 Digit Control Number available.

Vote by Telephone: To vote by telephone, call (866) 390-6276. Please have your 12 Digit Control Number available.

Vote by Mail: You can vote by mail by returning the proxy card that will be included in our subsequent mailing if you request a paper copy of the material using the instructions described below.

HOW TO REQUEST A PAPER COPY OF MATERIALS

INTERNET:

www.investorelections.com/asbc

TELEPHONE:

(866) 648-8133

*E-MAIL:

paper@investorelections.com

• If requesting material by e-mail, please send a blank e-mail with the 12 digit control number (located on the reverse side) in the subject line. No other requests, instructions or other inquiries should be included with your e-mail requesting material.

A PAPER COPY OF THE MATERIAL CAN BE REQUESTED FREE OF CHARGE USING ANY OF THE ABOVE METHODS

If you want to receive a paper or e-mail copy of the proxy materials, you must request one. There is no charge to you for requesting a copy. In order to receive a paper package in time for this year’s annual meeting, please make this request on or before April 10, 2012