UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
ASSOCIATED BANC-CORP
(Exact name of registrant as specified in its charter)
Wisconsin | 39-1098068 | |
(State of incorporation or organization) | (I.R.S. Employer Identification No.) | |
1200 Hansen Road, Green Bay, Wisconsin | 54304 | |
(Address of principal executive offices) | (Zip Code) |
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class | Name of each exchange on which | |
Depositary Shares, Each Representing a 1/40th Interest in a Share of 8.00% Perpetual Preferred Stock, Series B | New York Stock Exchange |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. þ
If this form relates to the registration of a class of securities pursuant Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), please check the following box. ¨
Securities Act registration statement file number to which this form relates: 333-156251
Securities to be registered pursuant to Section 12(g) of the Act: None.
Item 1. Description of Registrant’s Securities to be Registered.
The securities to be registered hereby are the depositary shares (the “Depositary Shares”), each representing a 1/40th interest in a share of 8.00% Perpetual Preferred Stock, Series B, par value of $1.00, with a liquidation preference of $1,000 per share (equivalent to $25 per depositary share) of Associated Banc-Corp, a Wisconsin corporation (the “Company”). The descriptions set forth under the sections “Description of Depositary Shares” and “Description of Series B Preferred Stock” in the prospectus supplement dated September 7, 2011, as filed with the Securities and Exchange Commission (the “Commission”) on September 9, 2011 pursuant to Rule 424(b) under the Securities Act of 1933, as amended, to the Prospectus included in the automatic shelf registration statement on Form S-3 (No. 333-156251) of the Company (the “Registration Statement”), as filed with the Commission on December 17, 2008, are incorporated herein by reference.
If any additional securities registered hereby are issued, a prospectus supplement relating to such securities will be filed with the Commission and will be incorporated herein by reference.
Item 2. Exhibits.
In accordance with the Instructions as to Exhibits of Form 8-A, no exhibits are required to be filed because no other securities of the Company are registered on the New York Stock Exchange, and the securities registered hereby are not to be registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.
ASSOCIATED BANC-CORP | ||||||
Dated: October 5, 2011 | By: | /s/ BRIAN R. BODAGER | ||||
Brian R. Bodager | ||||||
Executive Vice President, General Counsel and Corporate Secretary |
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