UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 8-K
Current Report

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

~~July 20~~October 13, 2017 Date of Report (Date of earliest event reported)

BANK MUTUAL CORPORATION

(Exact name of registrant as specified in its charter)

WISCONSIN		000-31207		39-2004336
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

4949 West Brown Deer Road

Milwaukee, Wisconsin 53223

(Address and zip code of principal executive offices)

(414) 354-1500

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨ o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ o

~~ITEM~~Item 18.01. ~~Entry~~Other ~~into a Material Definitive Agreement~~Events.

OnThe ~~July~~following ~~20,~~disclosures ~~2017, Associated Banc-Corp, a Wisconsin corporation~~ (“~~Associated~~Supplemental Disclosures”), ~~entered~~supplement ~~into~~the andisclosures ~~Agreement~~contained ~~and~~in ~~Plan of Merger (~~the ~~“Merger~~proxy ~~Agreement”)~~statement/prospectus ~~with~~ of Bank Mutual Corporation, ~~a Wisconsin corporation~~ (“Bank Mutual”). ~~The~~and ~~Merger~~Associated ~~Agreement~~Banc-Corp ~~provides that~~(“Associated”), ~~upon~~dated ~~the~~September 15, ~~terms~~ 2017 and ~~subject~~filed towith the ~~conditions~~U.S. ~~set~~Securities ~~forth therein, Bank Mutual will merge with~~ and ~~into~~Exchange ~~Associated~~Commission (the “~~Merger~~SEC”), ~~with Associated~~on asSeptember 15, 2017 (the ~~surviving~~“Proxy ~~corporation~~Statement/Prospectus”) in ~~the~~connection ~~Merger.~~with ~~Following~~ the ~~Merger,~~previously ~~Bank~~announced ~~Mutual’s~~proposed ~~wholly~~merger ~~owned~~between ~~bank~~Bank ~~subsidiary~~Mutual ~~will merge with~~ and ~~into~~ Associated’s ~~wholly owned bank subsidiary, Associated Bank, N.A.~~ (the “~~Bank~~ Merger”)~~, with Associated Bank, N~~.~~A. as the surviving corporation in the Bank Merger. The Merger Agreement was unanimously approved by the board of directors of each of Associated and Bank Mutual.~~

OnThe ~~the~~Supplemental ~~terms~~Disclosures ~~and~~should ~~subject~~be toread in conjunction with the ~~conditions~~disclosures ~~set forth~~contained in the ~~Merger~~Proxy ~~Agreement~~Statement/Prospectus, atwhich ~~the~~should ~~effective~~be ~~time~~read ofin ~~the~~its ~~Merger~~entirety. To (the ~~“Effective~~extent ~~Time”),~~that ~~Bank~~information ~~Mutual~~set ~~shareholders will~~forth ~~have~~herein ~~the~~differs ~~right~~from toor ~~receive~~updates ~~0.422~~information ~~fully~~contained ~~paid~~in ~~and~~the ~~nonassessable~~Proxy ~~shares~~Statement/Prospectus, ofthe ~~common~~information ~~stock,~~contained ~~par~~herein ~~value~~supersedes ~~$0.01~~the ~~per~~information ~~share,~~contained ofin ~~Associated (“Associated~~the ~~Common~~Proxy ~~Stock”)~~Statement/Prospectus. All ~~for~~page references ~~each~~are ~~share~~to ofpages in ~~common~~the ~~stock~~Proxy Statement/Prospectus, ~~par~~and ~~value~~any ~~$0.01~~defined ~~per~~terms ~~share,~~used ofbut ~~Bank~~not ~~Mutual~~defined ~~(“Bank Mutual~~herein ~~Common~~shall ~~Stock”)~~have the meanings set forth in the Proxy Statement.

AtAs disclosed in the ~~Effective~~Proxy ~~Time~~Statement/Prospectus, ~~outstanding~~three ~~restricted shares~~putative ofclass action complaints captioned Schumel v. Bank Mutual ~~Common~~Corporation, ~~Stock~~C.A. ~~will~~No. 2017-cv-006201, ~~vest~~Paquin inv. ~~accordance~~Bank ~~with~~Mutual ~~their~~Corporation, ~~terms~~C.A. No. 2017-cv-006202 and ~~each~~Wollenburg ~~will~~v. beBank ~~converted~~Mutual ~~into~~Corporation, 0C.~~422~~A. ~~shares~~No. 2017-cv-007312 ofwere ~~Associated Common~~filed ~~Stock.~~in Inthe ~~addition~~Circuit Court of Milwaukee County, atWisconsin ~~the~~against ~~Effective~~Bank ~~Time~~Mutual, ~~outstanding~~the members of the Bank Mutual ~~stock~~board ~~options~~of ~~will~~directors ~~vest~~and Associated. As also disclosed in ~~accordance~~the ~~with~~Proxy ~~their~~Statement/Prospectus, ~~terms and~~one beputative ~~converted~~securities ~~into~~class ~~options~~action tocomplaint ~~purchase~~captioned ~~Associated~~Parshall ~~Common~~v. ~~Stock~~Bank Mutual Corporation, ~~with~~C.A. ~~the~~No. 2:17-cv-01209 ~~number~~was offiled ~~shares~~in ~~and~~the ~~exercise~~United ~~price~~States ~~adjusted~~District toCourt ~~reflect~~ for the ~~transaction~~Eastern inDistrict ~~accordance~~of ~~with~~Wisconsin against Bank Mutual, the ~~terms~~members of the ~~Merger~~Bank ~~Agreement~~Mutual board of directors and Associated.

~~The~~Associated, ~~Merger~~Bank ~~Agreement~~Mutual ~~contains~~and ~~customary~~the ~~representations and~~other ~~warranties~~defendants ~~from~~believe ~~both~~that ~~Associated~~the ~~and~~claims ~~Bank~~asserted ~~Mutual,~~in the lawsuits are without merit and ~~each~~that ~~party~~the ~~has~~disclosures ~~agreed~~in tothe ~~customary~~Proxy ~~covenants,~~Statement/Prospectus ~~including,~~are ~~among~~adequate ~~others, covenants~~under ~~relating~~the law. However, to avoid the ~~conduct~~risk ofthat ~~its~~the ~~business~~lawsuits ~~during~~may ~~the~~delay ~~interim~~or ~~period~~otherwise ~~between~~adversely affect the ~~execution~~consummation of the Merger ~~Agreement~~ and to minimize the ~~Effective~~ ~~Time~~expense ~~and,~~of indefending ~~the~~such ~~case~~actions, ofAssociated and Bank Mutual, ~~its~~wish ~~obligation,~~to ~~subject~~voluntarily tomake ~~certain~~the ~~exceptions,~~Supplemental Disclosures related to ~~recommend~~the ~~that~~Merger ~~its~~set ~~shareholders adopt~~forth below. Nothing in this Current Report on Form 8-K shall be deemed an admission of the ~~Merger~~legal ~~Agreement~~necessity or materiality under applicable law of any of the disclosures set forth herein. Associated and ~~its~~Bank ~~non-solicitation~~Mutual ~~obligations~~specifically ~~relating~~deny that any further disclosure is required to ~~alternative~~supplement ~~acquisition~~the ~~proposals~~Proxy Statement/Prospectus under applicable law.

~~The~~In ~~completion~~light of the ~~Merger~~Supplemental ~~is subject to customary conditions~~Disclosures, ~~including, among others, (1)~~ the ~~adoption~~plaintiffs ~~of the Merger Agreement by Bank Mutual’s shareholders, (2) authorization for listing on the New York Stock Exchange of the shares of Associated Common Stock to be issued~~ in the ~~Merger,~~lawsuits ~~(3)~~have ~~the~~agreed ~~effectiveness of the registration statement on Form S-4 for the Associated Common Stock~~ to bedismiss ~~issued~~their inindividual ~~the~~claims ~~Merger,~~with (4) the absence of any injunction, order or other legal restraint preventing the completion of the Merger or making the consummation of the Merger illegal, (5) the absence of any pending actions or proceedings brought by a government entity seeking an injunction or order that would restrain or prevent the completion of the Merger and (6) the receipt of required regulatory approvals, including the approval of the Federal Deposit Insurance Corporation, the Board of Governors of the Federal Reserve System, the Office of the Comptroller of the Currency and the Wisconsin Department of Financial Institutionsprejudice. Each party’s obligation to complete the Merger is also subject to certain additional customary conditions, including (i) subject to certain exceptions, the accuracy of the representations and warranties of the other party, (ii) performance in all material respects by the other party of its obligations under the Merger Agreement and (iii) receipt by such party of an opinion from its counsel to the effect that the Merger will qualify as a reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended.

The Merger Agreement provides certain termination rights for both Associated and Bank Mutual and further provides that a termination fee of $17,000,000 will be payable by Bank Mutual to Associated upon termination of the Merger Agreement under certain circumstances.* * *

- 2 -

~~The~~Supplemental ~~foregoing~~Disclosures ~~description of the Merger Agreement does not purport~~ to ~~be complete and is qualified in its entirety by reference to~~ the ~~full~~Proxy text of the Merger Agreement, which is attached hereto as Exhibit 2.1and is incorporated herein by reference. The representations, warranties and covenants of each party set forth in the Merger Agreement have been made only for purposes of, and were and are solely for the benefit of the parties to, the Merger Agreement, may be subject to limitations agreed upon by the contracting parties, including being qualified by the schedules to the Merger Agreement and other confidential disclosures made for the purposes of allocating contractual risk between the parties to the Merger Agreement instead of establishing these matters as facts, and may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors. Accordingly, the representations and warranties may not describe the actual state of affairs at the date they were made or at any other time, and investors should not rely on them as statements of fact. In addition, such representations and warranties (1) will not survive consummation of the Merger, unless otherwise specified therein, and (2) were made only as of the date of the Merger Agreement or such other date as is specified in the Merger Agreement. Moreover, information concerning the subject matter of the representations and warranties may change after the date of the Merger Agreement, which subsequent information may or may not be fully reflected in the parties’ public disclosures. Accordingly, the Merger Agreement is included with this filing only to provide investors with information regarding the terms of the Merger Agreement, and not to provide investors with any other factual information regarding Associated or Bank Mutual, their respective affiliates or their respective businesses. The Merger Agreement should not be read alone, but should instead be read in conjunction with the other information regarding Associated, Bank Mutual, their respective affiliates or their respective businesses, the Merger Agreement and the Merger that will be contained in, or incorporated by reference into, the Registration Statement on Form S-4 that will include a proxy statement of Bank Mutual and a prospectus of Associated, as well as in the Forms 10-K, Forms 10-Q and other filings that each of Associated and Bank Mutual make with the Securities and Exchange Commission (“SEC”).

~~Item~~The ~~8.01.~~following ~~Other~~disclosure ~~Events.~~supplements and restates the fifth paragraph on page 42 of the Proxy Statement/Prospectus in the section captioned “The Merger—Background of the Merger”:

~~Simultaneous~~Upon ~~with~~reaching ~~the~~out ~~execution~~to ofParty ~~the~~3 ~~Merger Agreement,~~subsequent ~~each~~to ofthe ~~Associated~~May 1, ~~and~~2017 ~~Bank~~board ~~Mutual entered into voting and support agreements (collectively~~meeting, ~~the~~representatives ~~“Voting~~of ~~and~~RBCCM ~~Support Agreements”)~~were ~~with~~informed ~~each~~that ofParty ~~the~~3 ~~directors~~was ofno ~~Bank~~longer ~~Mutual~~ in ~~their~~a ~~individual~~position ~~capacities,~~to inpursue ~~which~~an ~~each~~acquisition. ~~such~~On ~~shareholder agreed~~May 9, on ~~the~~2017 ~~terms~~ and ~~subject~~May 17, ~~to the conditions set forth therein~~2017, ~~to vote the shares of~~ Bank Mutual ~~Common~~executed ~~Stock~~confidentiality ~~owned~~agreements ~~beneficially or~~with ofParty ~~record~~2 ~~by him or her in favor of the Merger~~ and ~~against any proposal made in competition~~ with ~~the Merger~~Associated, asrespectively; ~~well as certain other customary restrictions with respect to~~ the ~~voting~~confidentiality ~~and~~agreements ~~transfer~~included ofstandstill ~~his~~provisions, orincluding ~~her~~restrictions ~~shares~~on ofasking ~~Bank Mutual Common Stock. The foregoing description of the Voting and Support Agreements does not purport~~ to be ~~complete~~released ~~and~~from ~~is qualified in its entirety by reference to~~ the ~~full text of the Voting and Support Agreements~~standstill, abinding ~~form~~on ofAssociated ~~which is filed as Exhibit 99.1 hereto (~~and isParty ~~included as Exhibit B to the Merger Agreement) and is incorporated herein by reference~~2.

~~* * *~~The following disclosure supplements and restates the fourth paragraph beginning on page 43 of the Proxy Statement/Prospectus in the section captioned “The Merger—Background of the Merger”:

-On 3June 27, -2017, Bank Mutual’s chairman and management team met telephonically with representatives of each of Quarles & Brady and RBCCM to review the indications of interest. At the conclusion of the meeting, Bank Mutual’s chairman and management team directed representatives of RBCCM to reach out to Associated and Party 2 and ask them to provide a revised offer, which should reflect their best and final offer, by June 30, 2017. As part of that request, Party 2 was asked to clarify the potential board role, and Associated was asked if it would consider such a role for a Bank Mutual director. Following this telephonic meeting and throughout the period that Bank Mutual was engaging in discussions with Associated and the other potential acquirers generally, Bank Mutual’s chairman regularly kept directors apprised of developments.

~~Forward~~The ~~Looking~~following ~~Statements~~disclosure supplements and restates last paragraph beginning on page 43 and continuing onto page 44 of the Proxy Statement/Prospectus in the section captioned “The Merger—Background of the Merger”:

~~This~~On ~~communication~~July 5, ~~contains “forward-looking statements” within the meaning of the federal securities laws~~2017, ~~including Section 27A of~~ the ~~Securities~~Bank ~~Act~~Mutual ofboard ~~1933,~~met asto ~~amended,~~discuss ~~and Section 21E of~~ the ~~Securities~~two ~~Exchange~~indications ~~Act~~ of ~~1934, as amended~~interest. ~~These~~At ~~forward-looking~~that ~~statements~~meeting, ~~may~~representatives ~~include:~~of ~~management~~RBCCM ~~plans~~provided ~~relating to~~financial ~~the~~analyses ~~proposed transaction; the expected timing~~ of ~~the~~each ~~completion~~ of the ~~proposed transaction; the ability to complete the proposed transaction; the ability to obtain the required regulatory~~offers, ~~shareholder~~and ora ~~other~~representative ~~approvals; any statements~~ of ~~the~~Quarles & ~~plans~~Brady ~~and~~provided ~~objectives of~~an ~~management~~extended ~~for~~review ~~future operations, products or services, including the execution~~ of ~~integration plans relating to~~ the ~~proposed transaction;~~directors’ ~~any~~fiduciary ~~statements~~and ~~of expectation or belief; projections~~ related toduties ~~certain~~in ~~financial~~considering ~~metrics; and any statements of assumptions underlying any of~~ the ~~foregoing.~~proposals ~~Forward-looking~~as ~~statements~~well ~~are typically identified by words such~~ as ~~“believe,”~~legal ~~“expect,” “anticipate,”~~aspects ~~“intend,” “seek,” “plan,” “will,” “would,” “target,” “outlook,” “estimate,” “forecast,” “project” and other similar words and expressions or negatives~~ of ~~these~~the ~~words. Forward-looking statements are subject to numerous assumptions~~offers, ~~risks and uncertainties, which change over time and are beyond our control. Forward-looking statements speak only as of~~ the ~~date~~comments ~~they are~~ made. ~~Neither Associated nor Bank Mutual assumes any duty and does not undertake to update any forward-looking statements. Because forward-looking statements are~~ by ~~their~~Associated ~~nature, to different degrees, uncertain~~ and ~~subject~~Party to2 ~~assumptions,~~on ~~actual~~the ~~results~~draft ormerger ~~future~~agreement ~~events could differ, possibly materially, from those that Associated or Bank Mutual anticipated in its forward-looking statements,~~ and ~~future results~~matters ~~could~~described ~~differ materially from historical performance. Factors that could cause or contribute to such differences include, but are not limited to, those included under Item 1A “Risk Factors”~~ in ~~Associated’s~~the ~~Annual~~section ~~Report~~entitled ~~on Form 10-K, those included under Item 1A~~ “~~Risk~~The ~~Factors” in~~ Merger—Bank Mutual’s ~~Annual~~Reasons ~~Report~~for onthe ~~Form~~Merger; ~~10-K,~~Recommendation ~~those~~of ~~disclosed~~the ~~in Associated’s and~~ Bank Mutual’s ~~respective~~Board ~~other~~of ~~periodic~~Directors.” ~~reports~~After ~~filed~~careful ~~with the Securities~~ and ~~Exchange~~extended ~~Commission (the “SEC”)~~deliberation, as ~~well~~including asquestions ~~the~~for ~~possibility~~representatives ~~that~~of ~~expected~~each ~~benefits~~ of ~~the~~RBCCM ~~proposed~~and ~~transaction~~Quarles & ~~may~~Brady, ~~not~~and ~~materialize~~including inan ~~the~~extended ~~time~~executive ~~frame~~session ~~expected~~without ~~or at~~executive ~~all,~~officers or ~~may~~Mr. Crowley beJr. ~~more costly to achieve; the proposed transaction may not be timely completed~~present, ~~if at all; that prior to~~ the ~~completion of the proposed transaction or thereafter, Associated’s and~~ Bank Mutual’s ~~respective~~board ~~businesses~~unanimously ~~may~~elected ~~not perform as expected due~~ to ~~transaction-related~~proceed ~~uncertainty~~with ora ~~other~~potential ~~factors;~~acquisition ~~that the parties are unable to successfully implement integration strategies related to the proposed~~ transaction~~; that required regulatory~~, ~~shareholder or other approvals are not obtained or other customary closing conditions are not satisfied in a timely manner or at all; reputational risks~~ and ~~the~~to ~~reaction~~move offorward ~~the~~toward ~~companies’ shareholders, customers, employees or other constituents to~~ the ~~proposed~~negotiation ~~transaction;~~ and ~~diversion~~signing of ~~management~~a ~~time~~definitive on merger~~-related matters.~~ ~~These~~agreement ~~risks, as well as other risks associated~~ with the proposed transaction, will be more fully discussed in the proxy statement/prospectus that will be included in the registration statement on Form S-4 that will be filed with the SEC in connection with the proposed transactionAssociated. ~~While~~Associated ~~the list of factors presented here is,~~ and ~~the~~Party ~~list~~2 ofwere ~~factors~~then ~~presented~~informed ~~in the registration statement on Form S-4 will be, considered representative, no such lists should be considered to be a complete statement~~ of ~~all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to~~ the ~~realization~~board’s ~~of forward-looking statements~~decision. For any forward-looking statements made in this communication or in any documents, Associated and Bank Mutual claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Associated and Bank Mutual annualized, pro forma, projected and estimated numbers are used for illustrative purposes only, are not forecasts and may not reflect actual results.

~~Important Additional Information and Where to Find It~~3

InThe ~~connection~~following ~~with~~disclosure ~~the~~supplements ~~proposed~~and ~~merger,~~restates ~~Associated will file with~~ the ~~SEC~~second-to-last aparagraph ~~Registration Statement~~ on ~~Form~~page 44 ~~S-4~~of ~~that~~the ~~will include a~~ Proxy Statement ~~of Bank Mutual and a~~ /Prospectus of ~~Associated,~~in ~~as well as other relevant documents concerning~~ the ~~proposed~~section ~~transaction.~~captioned ~~This~~“The ~~communication~~Merger—Background ~~does~~of ~~not constitute an offer to sell or~~ the solicitation of an offer to buy any securities or a solicitation of any vote or approval. SHAREHOLDERS OF BANK MUTUAL ARE URGED TO READ THE REGISTRATION STATEMENT AND THE PROXY STATEMENT/PROSPECTUS REGARDING THE MERGER WHEN IT BECOMES AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.Merger”:

ADuring ~~free copy of~~ the ~~Proxy~~period ~~Statement/Prospectus~~between July 5, as ~~well~~2017 ~~as other filings containing information about Associated~~ and ~~Bank~~July 20, ~~Mutual~~2017, ~~may~~Bank ~~be obtained at the SEC'~~Mutual’s ~~Internet~~chairman ~~site~~regularly ~~(http://www.sec.gov). You~~kept ~~will~~directors ~~also~~apprised ~~be able to obtain these documents, free~~ of ~~charge~~developments, ~~from~~including ~~Associated~~by ~~Banc-Corp~~circulating atdrafts ~~www.associatedbank.com~~of ~~under~~ the ~~heading~~ ~~“About”~~various ~~and~~transaction ~~then~~documents ~~under~~and ~~the~~other ~~heading~~materials ~~“Investor~~prepared ~~Relations”~~by ~~and~~the ~~then~~management ~~under~~of ~~“SEC Filings” or from~~ Bank Mutual ~~Corporation~~and atits ~~www.bankmutual.com/bank-mutual-corporation/.~~legal ~~Copies~~and offinancial ~~the~~advisors ~~Proxy~~relating ~~Statement/Prospectus~~to ~~can~~the ~~also be~~proposed ~~obtained~~transaction. Also, ~~free~~after ofmaterial ~~charge,~~business byterms ~~directing~~were asettled, ~~request to~~ Associated ~~Banc-Corp,~~reached ~~433~~understandings ~~Main~~with ~~Street,~~certain ~~Green~~individuals ~~Bay,~~as ~~Wisconsin~~to ~~54301,~~their ~~Attention: Investor~~roles ~~Relations,~~post-merger; ~~Telephone:~~see ~~(920)~~the ~~491-7059~~section orentitled to“Interests of Bank Mutual’s ~~Corporation,~~Directors ~~4949~~and ~~West~~Executive ~~Brown~~Officers ~~Deer~~in ~~Road,~~the ~~Milwaukee, Wisconsin 53223, Attention: Michael Dosland, Telephone: (414) 354-1500~~Merger.”

-The 4following -disclosure supplements and restates the second full paragraph beginning on page 50 of the Proxy Statement/Prospectus and continuing onto page 51 in the section captioned “The Merger—Opinion of Bank Mutual’s Financial Advisor—Bank Mutual Financial Analysis—Public Company Analysis”:

~~Participants~~In inthis ~~the~~analysis, ~~Solicitation~~RBCCM compared, among other things, (i) multiples of implied price per share of common equity to (a) TBV, (b) NTM EPS and (c) estimated 2018 EPS and (ii) CDP. The list of selected companies, related multiples and percentages and resultant high, median and low multiples and percentages for such selected companies and for Bank Mutual are as follows:

~~Associated,~~Selected Bank Mutual, and certain of their respective directors, executive officers and employees may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding Associated’s directors and executive officers is available in its definitive proxy statement, which was filed with the SEC on March 14, 2017, and certain of its Current Reports on Form 8-K.Companies

Information regarding Bank Mutual’s directors and executive officers is available in its definitive proxy statement, which was filed with SEC on March 8, 2017, and certain of its Current Reports on Form 8-K. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the joint proxy statement/prospectus and other relevant materials filed with the SEC. Free copies of this document may be obtained as described in the preceding paragraph.

	Price/TBV		Price/ NTM EPS		Price/ 2018E EPS		CDP
Northwest Bancshares, Inc.	1.87	x	17.5	x	16.2	x	9.3	%
Provident Financial Services, Inc.	2.01	x	17.0	x	15.8	x	13.9	%
United Financial Bancorp, Inc.	1.65	x	15.5	x	14.7	x	8.3	%
Dime Community Bancshares, Inc.	1.49	x	15.5	x	14.3	x	5.8	%
Beneficial Bancorp, Inc.	1.33	x	NM	(1)	29.7	x	6.9	%
OceanFirst Financial Corp.	2.07	x	15.8	x	14.2	x	11.6	%
Meridian Bancorp, Inc.	1.49	x	22.0	x	18.9	x	9.7	%
Oritani Financial Corp.	1.39	x	16.7	x	17.0	x	10.7	%
Northfield Bancorp, Inc.	1.41	x	26.4	x	25.4	x	10.2	%
First Defiance Financial Corp.	2.02	x	14.4	x	13.9	x	12.4	%
First Connecticut Bancorp, Inc.	1.58	x	18.6	x	17.6	x	7.6	%
Blue Hills Bancorp, Inc.	1.27	x	NM	(1)	28.6	x	7.0	%
BSB Bancorp, Inc.	1.70	x	NA	(2)	NA	(2)	8.1	%
Western New England Bancorp, Inc.	1.34	x	17.2	x	16.7	x	5.7	%
Hingham Institution for Savings	2.23	x	NA	(2)	NA	(2)	16.6	%
ESSA Bancorp, Inc.	1.05	x	NA	(2)	NA	(2)	0.8	%
SI Financial Group, Inc.	1.29	x	NA	(2)	NA	(2)	4.0	%
High	2.23	x	26.4	x	29.7	x	16.6	%
Median	1.49	x	17.0	x	16.7	x	8.3	%
Low	1.05	x	14.4	x	13.9	x	0.8	%
Bank Mutual at July 19, 2017	1.47	x	23.1	x	20.6	x	7.9	%

~~- 5 -~~4

~~ITEM~~(1) NM 9refers to Not Meaningful.01 Ratios of estimated Price/NTM EPS were greater than 30.0x ~~Financial~~and, ~~Statements~~as a result, were considered not meaningful and ~~Exhibits~~were not included in the calculations of high, median and low.

(d2) NA ~~Exhibits~~refers to Not Available. Figures for estimated NTM EPS and estimated 2018 EPS were not available and, as a result, no Price/NTM EPS or Price/2018 EPS ratios were included in the calculations of high, median and low.

Exhibit No.		Description of Exhibit
2.1*		Agreement and Plan of Merger, dated as of July 20, 2017, by and between Associated Banc-Corp and Bank Mutual Corporation
99.1		Form of Voting and Support Agreement

The following disclosure supplements and restates the last paragraph beginning on page 51 of the Proxy Statement/Prospectus and continuing onto page 52 in the section captioned “The Merger—Opinion of Bank Mutual’s Financial Advisor—Bank Mutual Financial Analysis—Selected Transaction Analysis”:

*In ~~Schedules~~this ~~have~~analysis, ~~been~~RBCCM ~~omitted~~compared, ~~pursuant~~among other things, (i) multiples of implied price per share of common equity to ~~Item~~(a) TBV ~~601~~and (b) NTM EPS and (2ii) CDP. The list of ~~Regulation~~selected ~~S-K.~~transactions, ~~Bank~~related ~~Mutual~~multiples ~~hereby~~and ~~undertakes~~percentages toand ~~furnish~~resultant ~~supplemental~~high, ~~copies~~median ofand ~~any~~low ofmultiples ~~the~~and ~~omitted~~percentages ~~schedules~~for ~~upon~~such ~~request~~selected bytransactions ~~the~~and ~~SEC.~~for Bank Mutual are as follows:

- 6 -

Announcement Date	Acquiror	Target	Price/ TBV		Price/ NTM EPS		CDP
May 5, 2016	Bar Harbor Bankshares	Lake Sunapee Bank Group	1.64	x	NA	(1)	5.5	%
January 12, 2016	Old National Bancorp	Anchor BanCorp Wisconsin Inc.	1.23	x	28.8	x	4.7	%
January 5, 2016	OceanFirst Financial Corp.	Cape Bancorp, Inc.	1.41	x	20.5	x	5.5	%
December 8, 2015	Univest Corporation of Pennsylvania	Fox Chase Bancorp, Inc.	1.34	x	25.8	x	10.5	%
December 10, 2014	Renasant Corporation	Heritage Financial Group, Inc.	1.72	x	16.2	x	10.6	%
October 29, 2014	WesBanco, Inc.	ESB Financial Corporation	2.07	x	NA	(1)	18.3	%
April 29, 2014	Southside Bancshares, Inc.	OmniAmerican Bancorp, Inc.	1.48	x	NM	(2)	15.8	%

High			2.07	x	28.8	x	18.3	%
Median			1.48	x	23.2	x	10.5	%
Low			1.23	x	16.2	x	4.7	%
Bank Mutual at $10.38			1.65	x	25.6	x	11.2	%

~~SIGNATURE~~5

~~Pursuant~~(1) NA refers to ~~the~~Not ~~requirements~~Available. ofFigures ~~the~~for ~~Securities~~estimated ~~Exchange~~NTM ~~Act~~EPS ofwere ~~1934~~not available and, ~~the~~ ~~registrant~~as ~~has~~a ~~duly~~result, ~~caused~~no ~~this~~Price/NTM ~~report~~EPS toor bePrice/2018 ~~signed~~EPS onratios ~~its~~were ~~behalf~~included byin the ~~undersigned~~calculations ~~hereunto~~of ~~duly~~high, ~~authorized~~median and low.

Date: July 26, 2017	BANK MUTUAL CORPORATION
	(Registrant)
	By:	/s/ David A. Baumgarten
		David A. Baumgarten
		President and Chief Executive Officer

(2) NM refers to Not Meaningful. Ratios of estimated Price/NTM EPS were greater than 30.0x and, as a result, were considered not meaningful and were not included in the calculations of high, median and low.

-The 7following -disclosure supplements and restates the last paragraph beginning on page 52 of the Proxy Statement/Prospectus and continuing onto page 53 in the section captioned “The Merger—Opinion of Bank Mutual’s Financial Advisor—Bank Mutual Financial Analysis—Dividend Discount Analysis”:

~~EXHIBIT~~RBCCM ~~INDEX~~performed the Bank Mutual DDA using discount rates ranging from 10.0% to 13.0%, based on an estimated cost of equity for Bank Mutual using its professional judgment in applying the capital asset pricing model (“CAPM”), inclusive of an equity size premium, and a terminal value at the end of the forecast period, using terminal multiples ranging from 14.0x to 18.0x estimated 2022 EPS. The terminal multiples for the Bank Mutual DDA were selected based on a review of the historical EPS multiples for the selected companies referred to above. The Bank Mutual DDA indicated the following implied per share reference ranges as compared to implied per share merger consideration:

Exhibit No.		Description of Exhibit
2.1*		Agreement and Plan of Merger, dated as of July 20, 2017, by and between Associated Banc-Corp and Bank Mutual Corporation
99.1		Form of Voting and Support Agreement

The following disclosure supplements and restates the last paragraph on page 53 of the Proxy Statement/Prospectus in the section captioned “The Merger—Opinion of Bank Mutual’s Financial Advisor—Associated Financial Analysis—Public Company Analysis”:

*In ~~Schedules~~this ~~have~~analysis, ~~been~~RBCCM ~~omitted~~compared, ~~pursuant~~among other things, multiples of implied price per share of common equity to ~~Item~~(i) TBV, ~~601~~(bii) NTM EPS and (2iii) estimated 2018 EPS. The list of ~~Regulation~~selected ~~S-K.~~companies, ~~Bank~~related ~~Mutual~~multiples ~~hereby~~and ~~undertakes~~the toresultant ~~furnish~~high, ~~supplemental~~median ~~copies~~and oflow ~~any~~multiples offor ~~the~~such ~~omitted~~selected ~~schedules~~companies ~~upon~~and ~~request~~for byAssociated ~~the~~are ~~SEC.~~as follows:

-Selected ~~8 -~~Companies

	Price/TBV		Price/NTM EPS		Price/ 2018E EPS
Wintrust Financial Corporation	1.99	x	17.8	x	17.0	x
Commerce Bancshares Inc.	2.59	x	19.1	x	18.6	x
TCF Financial Corporation	1.38	x	12.9	x	11.8	x
UMB Financial Corporation	2.11	x	19.4	x	18.0	x
MB Financial, Inc.	2.48	x	15.6	x	14.3	x
Chemical Financial Corporation	2.44	x	15.6	x	14.0	x
Old National Bancorp	1.98	x	15.9	x	15.2	x
First Midwest Bancorp, Inc.	2.28	x	15.8	x	14.4	x
Great Western Bancorp, Inc.	2.48	x	15.7	x	14.7	x

High	2.59	x	19.4	x	18.6	x
Median	2.28	x	15.8	x	14.7	x
Low	1.38	x	12.9	x	11.8	x
Associated at July 19, 2017	1.89	x	16.7	x	15.4	x

The following disclosure supplements and restates the third paragraph on page 54 of the Proxy Statement/Prospectus in the section captioned “The Merger—Opinion of Bank Mutual’s Financial Advisor—Associated Financial Analysis—Dividend Discount Analysis”:

RBCCM performed the Associated DDA using discount rates ranging from 10.0% to 13.0% based on an estimated cost of equity for Associated using its professional judgment in applying CAPM, inclusive of equity size premium, and a terminal value at the end of the forecast period, using terminal multiples ranging from 14.0x to 18.0x estimated 2022 EPS. The terminal multiples were selected based on a review of the historical EPS multiples for the selected public companies referred to above. The Associated DDA indicated the following implied per share value references range, as compared to the July 19, 2017 closing price of Associated common stock:

* * *

Forward Looking Statements

This communication contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements may include: management plans relating to the proposed transaction; the expected timing of the completion of the proposed transaction; the ability to complete the proposed transaction; the ability to obtain the required regulatory, shareholder or other approvals; any statements of the plans and objectives of management for future operations, products or services, including the execution of integration plans relating to the proposed transaction; any statements of expectation or belief; projections related to certain financial metrics; and any statements of assumptions underlying any of the foregoing. Forward-looking statements are typically identified by words such as “believe,” “expect,” “anticipate,” “intend,” “seek,” “plan,” “will,” “would,” “target,” “outlook,” “estimate,” “forecast,” “project” and other similar words and expressions or negatives of these words. Forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time and are beyond our control. Forward-looking statements speak only as of the date they are made. Neither Associated nor Bank Mutual assumes any duty and does not undertake to update any forward-looking statements. Because forward-looking statements are by their nature, to different degrees, uncertain and subject to assumptions, actual results or future events could differ, possibly materially, from those that Associated or Bank Mutual anticipated in its forward-looking statements, and future results could differ materially from historical performance. Factors that could cause or contribute to such differences include, but are not limited to, those included under Item 1A “Risk Factors” in Associated’s Annual Report on Form 10-K, those included under Item 1A “Risk Factors” in Bank Mutual’s Annual Report on Form 10-K, those disclosed in Associated’s and Bank Mutual’s respective other periodic reports filed with the SEC, as well as the possibility that expected benefits of the proposed transaction may not materialize in the time frame expected or at all, or may be more costly to achieve; the proposed transaction may not be timely completed, if at all; that prior to the

completion of the proposed transaction or thereafter, Associated’s and Bank Mutual’s respective businesses may not perform as expected due to transaction-related uncertainty or other factors; that the parties are unable to successfully implement integration strategies related to the proposed transaction; that required regulatory, shareholder or other approvals are not obtained or other customary closing conditions are not satisfied in a timely manner or at all; reputational risks and the reaction of the companies’ shareholders, customers, employees or other constituents to the proposed transaction; and diversion of management time on merger-related matters. These risks, as well as other risks associated with the proposed transaction, are more fully discussed in the proxy statement/prospectus included in the registration statement on Form S-4 filed with the SEC in connection with the proposed transaction. While the list of factors presented here is, and the list of factors presented in the registration statement on Form S-4 is, considered representative, no such lists should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. For any forward-looking statements made in this communication or in any documents, Associated and Bank Mutual claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Associated and Bank Mutual annualized, pro forma, projected and estimated numbers are used for illustrative purposes only, are not forecasts and may not reflect actual results.

Important Additional Information and Where to Find It

In connection with the proposed merger, Associated filed with the SEC a Registration Statement on Form S-4 that includes a Proxy Statement of Bank Mutual and a Prospectus of Associated, as well as other relevant documents concerning the proposed transaction. The Registration Statement has been declared effective and the Proxy Statement/Prospectus has been mailed to shareholders of Bank Mutual. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. SHAREHOLDERS OF BANK MUTUAL CORPORATION ARE URGED TO READ THE REGISTRATION STATEMENT AND THE PROXY STATEMENT/PROSPECTUS REGARDING THE MERGER AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.

A free copy of the Proxy Statement/Prospectus, as well as other filings containing information about Associated and Bank Mutual, may be obtained at the SEC’s Internet site (http://www.sec.gov). You will also be able to obtain these documents, free of charge, from Associated Banc-Corp at www.associatedbank.com under the heading “About” and then under the heading “Investor Relations” and then under “SEC Filings” or from Bank Mutual Corporation at www.bankmutual.com/bank-mutual-corporation/ under the heading “Financial & SEC Reports.” Copies of the Proxy Statement/Prospectus can also be obtained, free of charge, by directing a request to Associated Banc-Corp, 433 Main Street, Green Bay, Wisconsin 54301, Attention: Investor Relations, Telephone: (920) 491-7059 or to Bank Mutual Corporation, 4949 West Brown Deer Road, Milwaukee, Wisconsin 53223, Attention: Michael W. Dosland, Telephone: (414) 354-1500.

Participants in the Solicitation

Associated, Bank Mutual, and certain of their respective directors, executive officers and employees may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding Associated’s directors and executive officers is available in its definitive proxy statement for its most recent annual meeting, which was filed with the SEC on March 14, 2017, and certain of its Current Reports on Form 8-K.

Information regarding Bank Mutual’s directors and executive officers is available in its definitive proxy statement for its most recent annual meeting, which was filed with SEC on March 8, 2017, and certain of its Current Reports on Form 8-K. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, is contained in the proxy statement/prospectus relating to the merger of Associated and Bank Mutual and other relevant materials filed with the SEC. Free copies of this document may be obtained as described in the preceding paragraph.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: October 13, 2017		BANK MUTUAL CORPORATION
		(Registrant)

	By:	/s/ Michael W. Dosland
		Michael W. Dosland
		Senior Vice President and
		Chief Financial Officer

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