UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT |
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 |
Date of Report (Date of earliest event reported) | April 26, 2016 |
Associated Banc-Corp |
(Exact name of registrant as specified in its chapter) |
Wisconsin | 001-31343 | 39-1098068 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
433 Main Street, Green Bay, Wisconsin | 54301 |
(Address of principal executive offices) | (Zip code) |
Registrants telephone number, including area code | 920-491-7500 |
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(Former name or former address, if changed since last report) |
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 5.07. Submission of Matters to a Vote of Security Holders. | ||||||||||||
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The results of the matters submitted to a shareholder vote at the Annual Meeting of Associated Banc-Corp (the Company) held on April 26, 2016, were as follows: | ||||||||||||
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(1) Election of the below-named nominees to the Board of Directors (the Board) of the | ||||||||||||
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Nominee |
| Number of FOR |
| Number of Withheld |
| Broker Non- Votes | ||||||
John F. Bergstrom |
| 112,282,201 |
| 3,552,243 |
| 17,162,523 | ||||||
Ruth M. Crowley |
| 112,359,718 |
| 3,474,726 |
| 17,162,523 | ||||||
Philip B. Flynn |
| 113,427,267 |
| 2,407,177 |
| 17,162,523 | ||||||
R. Jay Gerken |
| 113,363,637 |
| 2,470,807 |
| 17,162,523 | ||||||
William R. Hutchinson |
| 113,249,952 |
| 2,584,492 |
| 17,162,523 | ||||||
Robert A. Jeffe |
| 112,556,912 |
| 3,277,532 |
| 17,162,523 | ||||||
Eileen A. Kamerick |
| 112,800,006 |
| 3,034,438 |
| 17,162,523 | ||||||
Richard T. Lommen |
| 112,419,834 |
| 3,414,610 |
| 17,162,523 | ||||||
Cory L. Nettles |
| 112,649,797 |
| 3,184,647 |
| 17,162,523 | ||||||
Karen T. van Lith |
| 113,284,575 |
| 2,549,869 |
| 17,162,523 | ||||||
John (Jay) B. Williams |
| 112,433,120 |
| 3,401,324 |
| 17,162,523 | ||||||
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Each of the nominees was elected. | ||||||||||||
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(2) Advisory approval of Associated Banc-Corps named executive officer compensation: | ||||||||||||
Number of Votes |
| Number of Votes |
| Withheld/Abstentions |
| Broker Non-Votes | ||||||
95,984,462 |
| 16,976,222 |
| 2,873,760 |
| 17,162,523 | ||||||
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This matter was approved by shareholders. | ||||||||||||
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(3) Ratification of KPMG LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2016: | ||||||||||||
Number of Votes |
| Number of Votes |
| Withheld/Abstentions |
| Broker Non-Votes | ||||||
130,091,878 |
| 646,935 |
| 2,258,154 |
| 0 | ||||||
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This matter was approved by shareholders. | ||||||||||||
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Item 8.01. Other Events. |
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On April 26, 2016, the Board of Directors of the Company declared a dividend on the Companys outstanding common shares, outstanding 8.00% Perpetual Preferred Stock, Series B Depositary Shares, and outstanding 6.125% Preferred Stock, Series C Depositary Shares. The news release containing this information is attached as Exhibit 99.1 and is incorporated herein by reference. |
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Item 9.01. Financial Statements and Exhibits. |
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(d) Exhibits |
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99.1 News Release dated April 26, 2016 |
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SIGNATURES | |
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. | |
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| Associated Banc-Corp |
| (Registrant) |
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Date: April 26, 2016 | By: /s/ Randall J. Erickson |
| Randall J. Erickson |
| Executive Vice President, General Counsel |
| and Corporate Secretary |
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Exhibit Index | |
Exhibit |
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Number |
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99.1 | Press Release dated April 26, 2016 |
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| Exhibit 99.1 |
NEWS RELEASE Investor Contact: Teresa Gutierrez, Senior Vice President, Director of Investor Relations 920-491-7059 Media Contact: Cliff Bowers, Senior Vice President, Director of Public Relations 920-491-7542 |
Associated Banc-Corp Announces Annual Meeting Results and
Quarterly Dividends
GREEN BAY, Wis. April 26, 2016 Associated Banc-Corp (NYSE:ASB) (Associated) today announced the results of the actions taken at its 2016 Annual Meeting of Shareholders.
The following directors were re-elected:
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William R. Hutchinson, chairman, Associated Banc-Corp, and president, W.R. Hutchinson & Associates, Inc.
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Philip B. Flynn, president and chief executive officer, Associated Banc-Corp
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John F. Bergstrom, chairman and chief executive officer, Bergstrom Corp.
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Ruth M. Crowley, executive vice president, Summit Resources International
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R. Jay Gerken, director of 21 mutual funds associated with Sanford C. Bernstein Fund, Inc.
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Robert A. Jeffe, co-chairman and co-founder, Hawkwood Energy
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Eileen A. Kamerick, chief financial officer, ConnectWise.com, Inc.
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Richard T. Lommen, chairman, Courtesy Corp.
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Cory L. Nettles, founder and managing director, Generation Growth Capital, Inc.
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Karen T. van Lith, business consultant
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John (Jay) B. Williams, chairman, Milwaukee Public Museum
Shareholders also (1) approved named executive officer compensation, and (2) ratified the selection of KPMG LLP as Associateds independent accounting firm for 2016.
The Associated Board of Directors declared a regular quarterly cash dividend of $0.11 per common share, payable on June 15, 2016, to shareholders of record at the close of business on June 1, 2016.
The Board of Directors also declared a regular quarterly cash dividend of $0.50 per depositary share on Associateds 8.00% Series B Perpetual Preferred Stock payable on June 15, 2016, to shareholders of record at the close of business on June 1, 2016.
The Board of Directors also declared a regular quarterly cash dividend of $0.3828125 per depositary share on Associateds 6.125% Series C Preferred Stock payable on June 15, 2016, to shareholders of record at the close of business on June 1, 2016.
ABOUT ASSOCIATED BANC-CORP
Associated Banc-Corp (NYSE: ASB) has total assets of over $28 billion and is one of the top 50 publicly traded U.S. bank holding companies. Headquartered in Green Bay, Wisconsin, Associated is a leading Midwest banking franchise, offering a full range of financial products and services from over 200 banking locations serving more than 100 communities throughout Wisconsin, Illinois and Minnesota, and commercial financial services in Indiana, Michigan, Missouri, Ohio and Texas. Associated Bank, N.A. is an Equal Housing Lender, Equal Opportunity Lender and Member FDIC. More information about Associated Banc-Corp is available at www.associatedbank.com.
FORWARD LOOKING STATEMENTS
Statements made in this document which are not purely historical are forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995. This includes any statements regarding managements plans, objectives, or goals for future operations, products or services, and forecasts of its revenues, earnings, or other measures of performance. Such forward-looking statements may be identified by the use of words such as believe, expect, anticipate, plan, estimate, should, will, intend, outlook, or similar expressions. Forward-looking statements are based on current management expectations and, by their nature, are subject to risks and uncertainties. Actual results may differ materially from those contained in the forward-looking statements. Factors which may cause actual results to differ materially from those contained in such forward-looking statements include those identified in the Companys most recent Form 10-K and subsequent SEC filings. Such factors are incorporated herein by reference.
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