Business Context and Reporting Period
This Form 8-K Current Report was filed by Associated Banc-Corp on January 19, 2007, regarding events occurring on January 16, 2007. The filing discloses the appointment of Lisa B. Binder to the newly created position of President and Chief Operating Officer, effective January 29, 2007.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. It focuses exclusively on executive compensation and appointment details.
- Base Salary: $550,000 annually.
- Sign-on Bonus: $100,000 payable within the first month.
- Guaranteed First-Year Bonus: $550,000 (100% of salary), payable in Q1 2008.
- Stock Options: 50,000 shares vesting over three years.
- Restricted Stock: 15,000 shares vesting over three years.
- Stock Ownership Requirement: Must acquire stock equal to four times base salary within five years.
- Change-in-Control Benefits: Separation benefits based on 2.5 years of base salary and target bonus.
Material Changes
The primary material change is the creation of a new executive role (President and COO) and the associated compensation structure. The filing notes that Ms. Binder has no relationships or related party transactions requiring disclosure under Item 404(a) of Regulation S-K.
Outlook, Risks, and Unusual Items
Management Commentary: The company incorporated a news release by reference detailing Ms. Binder's prior business experience.
Relocation and Benefits: The company will assist in the sale of Ms. Binder's primary and second homes, guaranteeing the sale amount. Additional benefits include temporary housing, travel costs for six months, realtor expenses, a $10,000 house-hunting allowance, and reimbursement for club membership fees.
Risks/Contingencies: No specific financial risks or contingencies were disclosed in this filing.
Investor Verification Checklist
- Verify the exact grant date and closing stock price for the 50,000 stock options.
- Review the 2006 annual proxy statement for full details on the Performance Incentive Plan and Long-Term Incentive Compensation Plan.
- Confirm the vesting schedule specifics for the 15,000 restricted stock shares.
- Monitor future filings for the actual payout of the guaranteed $550,000 bonus in Q1 2008.