ALLSTATE CORP

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934 (Amendment No. )

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Letter from Chair, President & CEO

Fellow Shareholders,Allstate had an outstanding 2024, serving policyholders, advancing the Transformative Growth strategy and generating excellent returns. By creating the future instead of reacting to trends, we will continue a legacy of serving customers, generating returns for shareholders, providing opportunity for our team and improving communities.

Excellent Results

We successfully executed the auto insurance profitability improvement plan in 2024, but continue to be impacted by the negative effect of higher prices on policies in force. We had strong profitability and policy growth in homeowners insurance, protection plans and most other businesses.

•Revenues reached a record $64.1 billion in 2024, 12.3% above the prior year.

•Policies in force reached 208 million, 7.2% above 2023.

•Auto insurance policies in force, however, declined by 1.4% in 2024, reflecting the continued impact of raising average rates by 39.2% over the last three years.

•Homeowners insurance policies in force increased 2.4% as our industry-leading capabilities continue to differentiate Allstate in the marketplace.

•Protection Plans embedded protection grew by 10% to 160 million items in force.

•Net Income was $4.6 billion and Adjusted Net Income* was $4.9 billion, leading to an exceptional return on equity of 25.8%.

Net Income Applicable to Common Shareholders($ in millions)

•Net investment income rose by $614 million, a 24.8% increase from 2023 as decisions to extend fixed income duration and higher interest rates increased interest income.

•Shareholder total return was 40.6% in 2024, reflecting strong operating and financial returns. Excellent operating results and the planned divestiture of the Health and Benefits businesses supported an increase in the quarterly dividend to $1.00 per share for the first quarter of 2025 and initiation of a $1.5 billion share repurchase program. Maintaining this success will require focusing on profitability given a potential increase in costs from U.S. automotive tariffs, and strong execution of our growth strategy.

Stock Price Over The Past Three Years

Growth Strategy

Allstate’s strategy is to increase market share in personal property-liability insurance and expand protection provided to consumers.

The Transformative Growth strategy to build a low-cost property-liability business has made significant progress since being initiated five years ago. The strategy has five components:

•Increase customer value – Costs have been reduced, enabling us to offer lower prices without impacting shareholder returns. The expense ratio was lowered from 24.1% to 21.7% between 2019 and 2024. New Affordable, Simple and Connected auto and home insurance products have been launched and will be available to most of the country this year.

Customer experience is ultimately individual interactions and in 2024, numerous initiatives combined to improve 25 million experiences. This year the S.A.V.E. (Show Allstate customers Value Every day) program is designed to improve another 25 million interactions, of which 10 million are working with auto and home insurance customers to reduce their premiums by more than 5%.

•Expand customer access – Availability has been significantly expanded with property-liability new business production at record levels and almost evenly split between Allstate agents, independent agents and direct sales. A significant contributor was the 2021 acquisition of National General, which has been outstanding from a strategic, operational and financial perspective.

•Enhance customer acquisition – Sophisticated analytics, increased spending and exceptional creativity is creating “Mayhem” for competitors as brand consideration improved while increasing new business.

•Deploy new technology ecosystem – We are living into a “technology-driven strategy” rather than a strategy that is “supported by technology.” This is much more than just new software, which we have built and works! It requires increasing our engineering talent combined with cross functional operating teams to redesign business processes. Large language models are also being used to improve customer satisfaction, such as improving email communications and providing insights to support better decision-making.

•Organizational transformation – Our culture is evolving for continued innovation and growth. Reducing hierarchy, eliminating silos and increasing risk acceptance are integral to success.

The Protection Services businesses had strong growth and profitability last year.

•Protection Plans continues its growth through U.S. retailers and an expanding international presence. We acquired Kingfisher last year to enhance capabilities to grow mobile device protection and service relationships.

•Identity Protection has adapted to increased competition by embracing the Transformative Growth concepts of developing new products, expanding distribution and leveraging technology.

•The Dealer Servicesand Roadside businesses differentiate Allstate from competitors by broadening protection available to customers through embedded offerings.

•Arity continues to develop new products and services having now accumulated over 2 trillion miles of driving data.

We also had excellent outcomes on the sale of the Health and Benefits businesses with agreements to sell the two largest businesses for a combined $3.25 billion, with closings expected in 2025.

A Purpose-driven Company Powered by People

Our Shared Purpose has guided Allstate’s focus for 18 years by articulating that we exist to empower customers with protection, create economic value for shareholders, provide opportunity for our team and improve communities. It clarifies our values, operating standards and behaviors to ensure 55,000 employees execute with integrity, speed and precision. To connect this purpose to day-to-day activity, we have created “strategic middleware” that support decision clarity, like a “you are here” chart.

The Employee Value Proposition is one of the pieces of middleware and has been updated to focus on: purpose, professional growth, individuality, rewards and winning. Allstate’s 84% employee engagement score exceeds competitive benchmarks and pre-pandemic levels. There has, however, been a small decline in connectivity measures, particularly outside of immediate teams. We are addressing this now rather than having a gradual deterioration in engagement, using Hemingway’s wisdom in The Sun Also Rises:

How did you go bankrupt?Two ways. Gradually and then suddenly.— HEMINGWAY, THE SUN ALSO RISES

Our approach is not to mandate that employees come into the office every day of the week. Instead, we are determining what work, learning and employee development is best done in person or remotely. This will enable us to optimize employee effectiveness and gain efficiency through lower real estate costs while providing some employee flexibility. Leaders have a broad range of resources and tools and will be held accountable for connectivity.

Allstate was named one of the 250 Best- Managed companies for the eighth consecutive year by The Wall Street Journal and Drucker Institute.

Culture is a self- sustaining system of shared values, priorities and principles that shape beliefs, drive behaviors and influence decision-making within an organization.

Societal Engagement

We use a societal engagement framework to navigate today’s tumultuous and divisive world. It begins with a simple question, “Will it help us better serve customers?” The framework prioritizes key issues and informs our engagement strategy to create value for customers and shareholders.

We are focused on two broader societal issues: the impact of increased severe weather and consumer privacy. We have actively addressed the growing impact of severe weather for nearly 30 years because it affects our customers, communities and shareholders. We insure 7.5 million homes and have incurred nearly $20 billion in catastrophe losses over the last five years in helping customers recover from disasters.

Allstate focuses on the realities of recovery, remediation and resilience, not the genesis of climate change. We have an industry leading business model that provides customers with homeowners protection at an accurate price that generated underwriting income of $6.9 billion over the last decade and profit in 11 of the last 12 years. Many competitors have not adapted and the industry generated underwriting losses of $28 billion from 2021 to 2023. Consequently, some homeowners are not able to get adequate insurance, creating opportunity for Allstate.

Allstate advocates for market-based reforms using private and public market solutions to increase consumer choice to protect their homes. In last year’s letter I laid out a detailed set of considerations on how to move forward but there has not been significant progress from the public sector, despite a continued increase in catastrophe losses. Advocacy is focused on improving the speed of remediation and funding for pre-disaster adaptation and resiliency investments at the state and federal level. This will lower property damage and insurance costs, and more importantly, better protect people.

Total Catastrophe Losses for Property-Liability($ in millions)

Allstate is also actively engaged in privacy standards since customers want to be digitally protected and the Identity Protection business serves customers through 2.5 million policies in force. Allstate’s corporate standards on data protection and transparency are exceptionally high, so customers know how and why their information is being used. We advocate for laws and regulations that meet customers’ privacy standards while allowing them to benefit from a digital world.

The Allstate Foundation also improves the communities where our customers live and work. There are three focus areas: empowering youth to serve, disrupting the cycle of relationship abuse and workforce readiness. Over the last three years the Foundation has distributed $115 million to over 11,700 nonprofits in virtually every community where we do business.

Looking forward, Allstate will stay focused on Our Shared Purpose and act decisively. If U.S. automotive tariffs are implemented this will lead to inflation in car repair and replacement costs necessitating higher auto insurance rates. The same is likely true for homeowners insurance and protection plans. The investment portfolio is primarily in investment grade bonds, which is a safer port in the event of an economic recession. Equity growth investments are below long-term targets, but we are preparing in case private equity markets deteriorate. Inside the company there are a lot of “green lights” to manage external challenges; increased customer empathy, greater analytical sophistication, agile technology systems, excellent operational expertise, high employee engagement and a strong capital position.

Allstate is positioned for success with Our Shared Purpose guiding our way and a world class leadership team that has the head, heart and courage to create the future. It is an honor to have the opportunity to help 55,000 Allstaters make a difference in the world!

Thomas J. Wilson

Chair, President and CEO

• Measures used in this proxy statement that are not based on generally accepted accounting principles (non-GAAP) are denoted with an asterisk (*). For definitions of these terms, please see the definitions of non-GAAP measures onpages 106-109.

Letter from Independent Directors

Allstate’s Shareholders,Thank you for trusting us as fiduciaries of Allstate. Allstate had an exceptional 2024, helping nearly 9 million customers when the unexpected happens, improving profitability, and successfully deploying the Transformative Growth strategy. Transparency and accountability are the foundation of our work. This letter highlights the Board’s performance during the last year.

Interactive Corporate Governance

Allstate’s role is to provide customers with exceptional value, earn attractive returns for shareholders, create opportunity for employees and improve the communities we serve. Oversight is grounded in Our Shared Purpose and uses a comprehensive structure of governance practices to appropriately balance priorities.

Risk and Return Oversight - The external environment is volatile from a weather, economic and political perspective, and we expect this to continue. To help manage and mitigate these risks, a comprehensive Enterprise Risk and Return Management Framework is utilized. By overseeing immediate and long-term results, decisions and plans through this framework, this ensures sustainable value creation. The full Board assesses risk and return practices and positions twice a year, supported by comprehensive Risk and Return Committee reviews, to ensure three objectives are achieved: Maintain a Strong Foundation, Build Strategic Value and Optimize Return per Unit of Risk.

•External Engagement - External independent advisors are used to provide insights on compensation, cybersecurity and governance. Allstate remains in close contact with shareholders to reflect their feedback and adjust as necessary. A comprehensive shareholder engagement model built up over the last 14 years, combined with transparent dialogue on governance three times a year enables the Board to incorporate your perspectives.

•Performance Evaluation - The Board continuously evaluates its capabilities and performance and adapts to improve oversight. Evaluations are done for committees, the Board and individual directors and assess overall board effectiveness. In 2024, we focused on growth opportunities, implementing a technology- driven strategy and expanding dialogue on committee reports.

•Societal Engagement - Increasing demands on and criticism of corporations for involvement in societal issues is navigated using a Societal Engagement Framework. Allstate’s involvement is assessed based on the impact to customers, subject matter expertise, the ability to impact change and the risk and return on operating results and reputation. The current focus is on resiliency and remediation from catastrophic weather events and consumer privacy.

•Climate Commitments - Allstate continues to focus on climate resilience and remediation as it relates to our customers, and has committed to reduce Scope 1 and 2 emissions to zero by 2030. Commitments have not been made on Scope 3 emissions since measurement standards are not precise and goals could have unintended consequences on customers or the investment portfolio.

Since 2011, we have maintained a robust shareholder engagement program. We proactively reach out to shareholders representing more than 50% of our total outstanding shares and engage with shareholders representing approximately 1/3 of our shares, as reflected in our 2024 engagements.

Recognized as a World's Most Ethical Company by Ethisphere for the 11th year in a row.

Broad Strategic and Operational Oversight

The Board is fully engaged in the oversight of Allstate’s strategy and operational performance. The strategy to increase market share in personal property-liability and expand protection offered to consumers aligns with Our Shared Purpose and will increase shareholder value. We discuss strategic priorities and implementation at every meeting and oversee the proactive management of Allstate’s $73 billion investment portfolio. Management’s decision to invest in Transformative Growth despite lower profitability in the prior two years was well executed, with the company now positioned for growth. Strong operating results in 2024 are a reflection of operational excellence. The divestiture of the Health and Benefits businesses is being well executed, with the Employer Voluntary Benefits business sale closed in April 2025 and a definitive agreement to sell the Group Health business, which will generate a combined $3.25 billion.

The dividend was increased to $1.00 per share and a $1.5 billion share repurchase program was instituted in the first quarter of 2025 based on strong operating results and the planned divestiture of the Health and Benefits businesses.

Enhancing Strong Human Capital and Succession Planning

Allstate’s human capital, succession practices and culture are critical to fulfilling its purpose. The Board reviews talent management and organizational health to ensure that capabilities and engagement levels exist to better serve customers and create shareholder value. Leadership succession is discussed four times a year:

•Senior Leadership succession and development plans to ensure the best team

•CEO succession reviews cover internal and external alternatives, supported by an executive search firm

•Scenario planning in the event of an unexpected senior leader departure

•Enterprise organizational health and leadership development practices and results to assess the breadth and depth of talent.

The Compensation and Human Capital Committee structures and establishes CEO and leadership compensation programs and approves actual results. No significant changes were made to the 2025 programs based on an independent external advisor market pay practices review and feedback from shareholders during our regular engagements.

Allstate is well positioned strategically and operationally, having continued to transform the business while improving earnings. We are focused on ensuring Allstate builds on this legacy of success and value the trust you have in us!

Notice of 2025

Annual Meeting of Shareholders

In addition, any other business properly presented may be acted upon at the meeting.

By Order of the Board,

Julie Cho

Secretary

April 17, 2025

Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on May 29, 2025The Notice of 2025 Annual Meeting and Proxy Statement and the means to vote by Internet, and the 2024 Annual Report, are available at proxyvote.com.

Date and TimeMay 29, 2025, at 11:00 a.m. Central Time. Admission to the webcast begins at 10:30 a.m. Central Time.Virtual (Online Only)www.virtualshareholdermeeting.com/ALL2025Record DateMarch 31, 2025. Each share of common stock is entitled to one vote for each director candidate and one vote for each of the other proposals.ParticipationShareholders who wish to participate in the meeting should review pages 102-105.Date of MailingOn or about April 17, 2025, these proxy materials and annual report are being mailed or made available to shareholders and to participants in the Allstate 401(k) Savings Plan.

How to Vote in Advance

Your vote is important. Please vote as soon as possible by one of the methods shown below. Make sure to have your proxy card, voting instruction form or Notice of Internet Availability in hand and follow the instructions. You may also vote during the Annual Meeting by visitingwww.virtualshareholdermeeting.com/ALL2025, entering your control number and following the instructions.

By Telephone

In the U.S. or Canada, you can vote your shares toll-free by calling 1-800-690-6903.

By Mail

You can vote by mail by marking, dating and signing your proxy card or voting instruction form and returning it in the postage-paid envelope.

By Internet

You can vote your shares online atproxyvote.com.

By Tablet or Smartphone

You can vote your shares with your tablet or smartphone by scanning the QR code.