Form 4: ASB Director to Acquire Phantom Stock in 2025

Associated Banc-Corp Director Robert A. Jeffe is set to acquire 1,065.09 phantom stock units on October 16, 2025, as part of his annual salary, increasing his beneficial ownership to 89,622.759 units.

Summary

• Robert A. Jeffe, a Director of Associated Banc-Corp (ASB), will acquire 1,065.09 phantom stock units.
• The transaction is scheduled for October 16, 2025.
• These units are granted as a portion of his annual salary and will be held in the Director's Deferred Compensation Plan.
• The phantom stock units are 100% vested at the time of acquisition.
• Following this transaction, Mr. Jeffe's beneficial ownership of phantom stock units will be 89,622.759.
• The implied value of the acquired units is approximately $26,240.76 (1,065.09 units multiplied by $24.645 per unit).

Sentiment

Score: 6

Explanation: Slightly positive. While the future date is unusual, the transaction represents routine director compensation and aligns interests. It's not a direct open market purchase, but an increase in beneficial ownership, which is generally viewed favorably for insider alignment.

Positives

• The acquisition of phantom stock units aligns the director's interests with those of shareholders, promoting long-term value creation.
• The units are 100% vested upon acquisition, indicating immediate ownership rights to the deferred compensation.
• This represents a component of annual compensation, which is a standard practice for director remuneration, reflecting ongoing commitment to board service.

Negatives

• The transaction date of October 16, 2025, is in the future, which is unusual for a Form 4 filing that typically reports completed transactions.
• Phantom stock units do not represent direct equity ownership until distribution, which is subject to the director's deferred compensation plan elections, meaning no immediate voting rights or direct shareholding.

Risks

• The value of the phantom stock units is tied to the future performance of Associated Banc-Corp's common stock, exposing the director to market fluctuations.
• The deferred nature of the compensation means the director does not have immediate liquidity from these units, as distribution is based on pre-determined elections.

Future Outlook

This filing reports a future transaction as part of a compensation plan, indicating the company's ongoing remuneration strategy for its directors. The ultimate distribution of these units will depend on the director's deferred compensation elections.

Industry Context

The use of phantom stock units as a component of director compensation is a common practice in the financial services industry, aiming to align director incentives with long-term shareholder value without immediate dilution from direct stock grants. This method provides equity-linked compensation while deferring the actual share issuance or cash payment.

Comparison to Industry Standards

• The grant of phantom stock units as part of annual director compensation is a standard practice across many publicly traded companies, including those in the banking sector.
• The specific amount and valuation would typically be benchmarked against peer companies such as JPMorgan Chase, Bank of America, Wells Fargo, or regional banks of similar size to ensure competitive and appropriate remuneration for board service.
• Without specific peer compensation data, a direct quantitative comparison of the compensation amount is not possible from this filing alone, but the mechanism itself is consistent with industry norms.

Related Party Transactions

• The acquisition of phantom stock units by Director Robert A. Jeffe from Associated Banc-Corp constitutes a related party transaction as it involves compensation from the company to a member of its board of directors.

Stakeholder Impact

• Shareholders: The grant of phantom stock units aligns the director's long-term interests with shareholder value, potentially encouraging decisions that benefit the company's stock performance.
• Employees: No direct impact on general employees is indicated by this filing.
• Customers/Suppliers/Creditors: No direct impact on these stakeholders is indicated by this filing.

Next Steps

• The phantom stock units will remain in the Director's Deferred Compensation Plan until distributed pursuant to the insider's distribution elections on file.

Key Dates

Keywords

ASB, Associated Banc-Corp, Form 4, insider transaction, phantom stock, director compensation, deferred compensation, equity compensation