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 5.07. Submission of Matters to a Vote of Security Holders. |
On April 30, 2024, Associated Banc-Corp (the “Company”) conducted its 2024 Annual Meeting of Shareholders. The results of the matters submitted to a shareholder vote at the Annual Meeting were as follows:
(1) | Election of the below-named nominees to the Board of Directors of the Company: |
Nominee | Number of Votes FOR | Number of Votes Withheld | Broker Non- Votes | |||||||||
R. Jay Gerken | 119,824,991 | 754,595 | 12,604,797 | |||||||||
Judith P. Greffin | 119,885,289 | 694,297 | 12,604,797 | |||||||||
Michael J. Haddad | 119,948,252 | 631,334 | 12,604,797 | |||||||||
Andrew J. Harmening | 119,221,476 | 1,358,110 | 12,604,797 | |||||||||
Robert A. Jeffe | 118,318,629 | 2,260,957 | 12,604,797 | |||||||||
Rodney Jones-Tyson | 119,792,924 | 786,662 | 12,604,797 | |||||||||
Eileen A. Kamerick | 115,080,850 | 5,498,736 | 12,604,797 | |||||||||
Gale E. Klappa | 117,473,715 | 3,105,871 | 12,604,797 | |||||||||
Cory L. Nettles | 117,672,020 | 2,907,566 | 12,604,797 | |||||||||
Karen T. van Lith | 118,416,305 | 2,163,281 | 12,604,797 | |||||||||
John (Jay) B. Williams | 118,802,904 | 1,776,682 | 12,604,797 |
Each of the nominees was elected by the Company’s shareholders.
(2) | Advisory approval of Associated Banc-Corp’s named executive officer compensation: |
Number
of Votes FOR |
Number of Votes Against |
Withheld/Abstentions | Broker Non-Votes | |||||||
116,651,951 | 3,099,086 | 828,549 | 12,604,797 |
The matter was approved by the Company’s shareholders.
(3) |
Advisory vote on the frequency of votes on advisory approval of the Company’s named executive officer compensation: |
One Year | Two Years | Three Years | Withheld/Abstentions | |||||||
107,602,787 | 591,516 | 12,012,277 | 373,006 |
The Company’s shareholders approved one year as the frequency of shareholder votes on the Company’s named executive officer compensation. Consistent with the recommendation by the Board of Directors of the Company (the “Board”) and in light of the vote of the Company’s shareholders on this proposal, the Board has determined that the Company will hold an advisory vote on the Company’s named executive officer compensation on an annual basis.
(4) | Ratification of KPMG LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2024: |
Number of Votes FOR |
Number of
Votes Against |
Withheld/Abstentions | Broker Non-Votes | |||||||
130,700,996 | 2,057,333 | 426,054 | 0 |
This matter was approved by the Company’s shareholders.
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Item 8.01. Other Events. |
On April 30, 2024, the Board declared a dividend on the Company’s outstanding common stock; outstanding 5.875% Preferred Stock, Series E Depositary Shares; and outstanding 6.125% Series F Depositary Shares.
The press release issued by the Company on April 30, 2024, relating to the foregoing information is attached hereto as Exhibit 99.1 and is incorporated herein by reference. |
Item 9.01. Financial Statements and Exhibits. |
(d) Exhibits |
99.1 | Press Release dated April 30, 2024 | |
104 | Cover Page Interactive Data File the cover page XBRL tags are embedded within the Inline XBRL document |
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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 | |
(Registrant) | |
Date: May 2, 2024 | By: /s/ Randall J. Erickson |
Randall J. Erickson | |
Executive Vice President, General Counsel and Corporate Secretary |
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