ASSOCIATED BANC-CORP
For the period ended Apr 30, 2024. Filed Mar 18, 2024.
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Apr 30, 2024 · Filed Mar 18, 2024
Contents
PAY VERSUS PERFORMANCE TABLE
The following Pay Versus Performance table sets forth information concerning the compensation of our NEOs for each of the fiscal years ended December 31, 2023, 2022, 2021 and 2020, and certain information concerning our financial performance for each such fiscal year. This section also contains graphical disclosures of the pay versus performance relationship based on the information in the Pay Versus Performance Table.
| Value of Initial Fixed $100 Investment Based On: | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Year · Summary Compensation Table Total for PEO (Harmening) · Compensation Actually Paid to PEO (Harmening)1,6,7 · Summary Compensation Table Total for PEO (Flynn) · Compensation Actually Paid to PEO (Flynn)1,7 · Average Summary Compensation Table Total for Non-PEO NEOs · Average Compensation Actually Paid to Non-PEO NEOs1,6,7 · Total Shareholder Return2 · Peer Group Total Shareholder Return (KBW Nasdaq Regional Banking Total Return Index)3 · Net Income4 · Operating Leverage5 | ||||||||||||
| 2023 | $4,746,720 | $2,790,277 | N/A | N/A | $1,289,292 | $965,082 | $114.55 | $115.64 | $182,956 | 1.3% | ||
| 2022 | $6,066,586 | $6,445,013 | N/A | N/A | $1,603,303 | $1,653,420 | $117.92 | $116.10 | $366,122 | 11.9% | ||
| 2021 | $11,330,092 | $11,317,941 | $3,393,524 | $4,998,727 | $1,393,032 | $1,608,777 | $111.27 | $124.74 | $350,994 | 3.5% | ||
| 2020 | N/A | N/A | $4,160,306 | $1,895,528 | $1,043,338 | $608,069 | $81.07 | $91.29 | $306,771 | -6.2% | ||
(1) Amounts represent compensation actually paid (as determined under applicable SEC regulations and described below. (“Compensation Actually Paid”) to our principal executive officers, or “PEOs”, and the average Compensation Actually Paid to our remaining NEOs for the relevant fiscal year, which includes the individuals indicated in the table below for each fiscal year:
| Year | PEO(s) | Non-PEO NEOs |
| 2023 | Andrew J. Harmening | Derek S. Meyer, John A. Utz, Randall J. Erickson, David L. Stein |
| 2022 | Andrew J. Harmening | Derek S. Meyer, Christopher J. Del Moral-Niles, John A. Utz, Randall J. Erickson, David L. Stein |
| 2021 | Andrew J. Harmening and Philip B. Flynn | Christopher J. Del Moral-Niles, John A. Utz, Randall J. Erickson, David L. Stein |
| 2020 | Philip B. Flynn | Christopher J. Del Moral-Niles, John A. Utz, Randall J. Erickson, David L. Stein |
(2) For purposes of this Pay Versus Performance disclosure, cumulative Total Shareholder Return is calculated by dividing the sum of the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and the difference between the Associated’s share price at the end and the beginning of the measurement period, by the share price at the beginning of the measurement period.
(3)For the relevant fiscal year, represents the cumulative TSR of the KBW Nasdaq Regional Banking Total Return Index (^KRXTR). The KRXTR is comprised of approximately 50 publicly traded regional banks or thrifts listed on U.S. stock market exchanges.
(4) $s in thousands.
(5)Operating Leverage is calculated by taking the year over year percentage change in Total Revenue Before Long-Term Credit Charge minus the percentage change in Total Noninterest Expense. A positive ratio shows that revenue is growing faster than expenses. Whereas a negative ratio indicates that expenses are accumulating faster than revenue. The 2021 and 2020 ratios have been adjusted to exclude the $163 million pre-tax gain on the June 30, 2020 sale of Associated Benefits and Risk Consulting (“ABRC”). The 2023 ratio has been adjusted to exclude a $136 million loss on a mortgage portfolio sale and $65 million in investment securities losses associated with one-time losses from the balance sheet repositioning announced during the fourth quarter of 2023 and an additional $38 million of expense for certain FDIC assessments related to losses incurred due to bank failures.
(6) Compensation Actually Paid includes the ASC 718 fair value of Option Awards. For 2023, there is a change in the methodology to determine the value of Option Awards, which has been updated in response to recent SEC guidance and interpretation. The change in methodology does not represent a material change in the underlying value of the Option Awards, and thus does not represent a material change in Compensation Actually Paid.
(7)CAP to our NEOs represents the “Total” compensation reported in the Summary Compensation Table for the applicable fiscal year, adjusted as follows:
| 2023 | ||
|---|---|---|
| Adjustments | PEO: Andrew J. Harmening | Average non-PEO NEOs |
| As Reported Summary Compensation Table Total | $4,746,720 | $1,289,292 |
| (-) Grant Date Fair Value of Stock Awards Granted in FY | $2,574,964 | $509,110 |
| (+) Awards granted in CFY that are outstanding and unvested as of end of CFY | $2,037,110 | $402,767 |
| (+) Awards that are granted and vest in the same CFY | $0 | $0 |
| (+) Prior year awards outstanding and unvested as of end of CFY | $-1,127,758 | $-230,670 |
| (+) Prior year awards that vest in CFY | $-437,502 | $-1,417 |
| (-) Prior year awards that fail to meet vesting conditions during CFY | $0 | $8,113 |
| (+) Dividends or other earnings paid on all awards in CFY prior to vesting date | $148,285 | $28,058 |
| (-) Change in Pension Value and Non-Qualified Deferred Compensation Earnings | $5,134 | $9,075 |
| (+) Pension Adjustment | $352 | $3,349 |
| = Compensation Actually Paid (6) | $2,790,277 | $965,082 |
FY = Fiscal Year
CFY = Covered Fiscal Year
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