Item 5.07. Submission of Matters to a Vote of Security Holders.

On April 25, 2023, Associated Banc-Corp (the "Company") conducted its 2023 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:

                          Number of      Number of
                            Votes          Votes        Broker Non-
Nominee                      FOR          Withheld         Votes
R. Jay Gerken            116,872,814      888,087       13,500,693
Judith P. Greffin        117,045,989      714,912       13,500,693
Michael J. Haddad        116,840,247      920,654       13,500,693
Andrew J. Harmening      115,950,430     1,810,471      13,500,693
Robert A. Jeffe          115,139,866     2,621,035      13,500,693
Eileen A. Kamerick       110,677,341     7,083,560      13,500,693
Gale E. Klappa           107,367,999     10,392,902     13,500,693

Cory L. Nettles 116,600,493 1,160,408 13,500,693 Karen T. van Lith 114,951,888 2,809,013 13,500,693 John (Jay) B. Williams 115,160,462 2,600,439 13,500,693

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   Number of Votes
      FOR             Against       Withheld/Abstentions   Broker Non-Votes
  113,795,098        3,258,700            707,103             13,500,693

The matter was approved by the Company's shareholders.

(3) Ratification of KPMG LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2023:






Number of Votes   Number of Votes
      FOR             Against       Withheld/Abstentions   Broker Non-Votes
  128,485,351        2,300,872            475,371             13,500,693

This matter was approved by the Company's shareholders.

Item 8.01. Other Events.

On April 25, 2023, 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 25, 2023 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 25, 2023

         Cover Page Interactive Data File the cover page XBRL tags are embedded
104      within the Inline XBRL document




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