UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549
FORM
CURRENT REPORT |
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 |
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Item 8.01. Other Events.
On June 9, 2020, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with BofA Securities, Inc., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and UBS Securities LLC, as representatives of the several underwriters named therein, with respect to the issuance and sale of 4,000,000 depositary shares (the “Depositary Shares”), each representing a 1/40 interest in a share of the Company’s 5.625% Non-Cumulative Perpetual Preferred Stock, Series F, liquidation preference $1,000 per share (the “Preferred Stock Offering”).
The Preferred Stock Offering is more fully described in a prospectus supplement dated June 9, 2020 to the prospectus dated April 2, 2018 (the “Prospectus”) filed with the Securities and Exchange Commission on April 2, 2018 as part of the Company’s Registration Statement on Form S-3 (Registration No. 333-224096) (the “Registration Statement”). This Current Report on Form 8-K is being filed to incorporate the Underwriting Agreement by reference into the Registration Statement. A copy of the Underwriting Agreement is attached as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated by reference herein. The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to Exhibit 1.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is being filed as part of this Report on Form 8-K:
| 1.1 | Underwriting Agreement, dated June 9, 2020, between Associated Banc-Corp and BofA Securities, Inc., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and UBS Securities LLC, as representatives of the several underwriters named in Schedule 1 thereto. |
| 104 | Cover Page Interactive Data File the cover page XBRL tags are embedded within the Inline XBRL document. |
SIGNATURES
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.
| ASSOCIATED BANC-CORP | |
| Date: June 11, 2020 | /s/Randall J. Erickson |
| Randall J. Erickson | |
| Executive Vice President, General Counsel and Corporate Secretary |