ALLSTATE CORP
For the period ended May 14, 2024. Filed Apr 1, 2024.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 14, 2024 · Filed Apr 1, 2024
Contents
Pay Versus Performance Table
As required by the SEC rules and aligned with Item 402(v) of Regulation S-K, detail is provided in the pay versus performance table. The table represents the relationship between our Principal Executive Officer (“PEO”) and Non-PEO NEOs compensation actually paid (“CAP”) with respect to key financial performance measures of the company. For additional information regarding Allstate’s pay for performance philosophy and how the company aligns NEO compensation, refer to the CD&A beginning onpage 67.
| AverageSummaryCompensationTable Total forNon-PEONEOs($)(1) · Value of Initial Fixed $100Investment Based On: | ||||||||
|---|---|---|---|---|---|---|---|---|
| Year · SummaryCompensationTable Total forPEO($)(1) · CompensationActually Paidto PEO($)(2)(3) · AverageCompensationActually Paid toNon-PEO NEOs($)(2)(3) · TotalShareholderReturn($) · Peer GroupTotalShareholderReturn($) · Net Income($ in millions) · PerformanceNet Income($ in millions) | ||||||||
| 2023 | $16,487,957 | $8,025,133 | $4,477,500 | $2,968,301 | $138 | $158 | $(316) | $1,122 |
| 2022 | $15,005,001 | $30,035,131 | $3,498,306 | $4,852,665 | $130 | $149 | $(1,416) | $(426) |
| 2021 | $19,066,920 | $27,585,626 | $5,548,209 | $7,666,840 | $110 | $131 | $1,485 | $3,689 |
| 2020 | $21,126,386 | $26,023,346 | $5,228,904 | $6,270,236 | $100 | $101 | $5,461 | $4,967 |
| (1) | The totals reflected align with the data reported in the Summary Compensation Table as shown on page 89. Mr. Wilson (Chair, President, and CEO) is represented as the Principal Executive Officer (“PEO”) for each year reported. The Non-PEO NEO column represents Allstate’s NEOs for each respective year. The employees included in Non-PEO NEOs for each year are noted below: |
| 2023 | 2022 | 2021 | 2020 |
| Jesse Merten | Mario Rizzo | Glenn Shapiro | Mario Rizzo |
| John Dugenske | Glenn Shapiro | Don Civgin | Glenn Shapiro |
| Suren Gupta | Don Civgin | John Dugenske | Don Civgin |
| Mario Rizzo | John Dugenske | Mario Rizzo | John Dugenske |
| Jesse Merten | |||
| Suren Gupta | |||
| Bob Toohey | |||
| (2) | CAP has been calculated in accordance with Item 402(v) of Regulation S-K. The amounts do not reflect actual amount of compensation earned, realized, or received by the company NEOs. These amounts reflect the Summary Compensation Table Total with certain adjustments as described below. The calculation of CAP requires adjustments to amounts previously reported in the Summary Compensation Table for the years represented. The adjustments made to the PEO and Non-PEO NEOs to determine fair value for 2023 are noted in the table below. |
| 2023 · 2022 · 2021 · 2020 | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Compensation Actually PaidComponent · PEO · Non-PEO · PEO · Non-PEO · PEO · Non-PEO · PEO · Non-PEO | |||||||||||||||||
| Summary Compensation Table (SCT) Total | $16,487,957 | $4,477,500 | $15,005,001 | $3,498,306 | $19,066,920 | $5,548,209 | $21,126,386 | $5,228,904 | |||||||||
| Deduction: | SCT change in Actuarial Value of Pension Value | $— | $(119,512) | $— | $(51,781) | $(697,929) | $(65,931) | $(3,116,842) | $(189,278) | ||||||||
| Deduction: | SCT Stock Award Amount | $(7,883,165) | $(1,973,067) | $(6,868,175) | $(1,523,242) | $(6,335,804) | $(1,617,742) | $(7,312,094) | $(1,685,460) | ||||||||
| Deduction: | SCT Option Award Amount | $(4,986,008) | $(1,010,746) | $(4,293,494) | $(871,876) | $(4,304,994) | $(1,099,217) | $(4,404,993) | $(1,015,376) | ||||||||
| Addition: | Pension Service Cost | $161,803 | $50,465 | $235,050 | $46,723 | $238,310 | $62,348 | $217,343 | $56,961 | ||||||||
| Addition: | Change in fair value, during the fiscal year, of unvested equity awards at the beginning of the fiscal year that vested during the fiscal year | $(2,085,752) | $(344,544) | $3,039,030 | $521,581 | $(454,767) | $(110,761) | $3,712,366 | $218,942 | ||||||||
| Addition: | Change in fair value, during the fiscal year, of unvested equity awards at the beginning of the fiscal year that remained unvested at year-end | $(7,028,704) | $(1,309,355) | $7,695,232 | $1,338,444 | $6,922,985 | $1,592,057 | $6,802,340 | $1,581,275 | ||||||||
| Addition: | Fair value, at the end of the year, of equity awards granted during the fiscal year that remain unvested at year-end | $13,359,001 | $3,197,559 | $15,222,487 | $2,083,563 | $13,150,905 | $3,357,877 | $8,998,841 | $2,074,267 | ||||||||
| Deduction: | Fair value of unvested equity awards at the beginning of the fiscal year that were forfeiture during the fiscal year | $— | $— | $— | $(189,054) | $— | $— | $— | $— | ||||||||
| Compensation Actually Paid | $8,025,133 | $2,968,301 | $30,035,131 | $4,852,665 | $27,585,626 | $7,666,840 | $26,023,346 | $6,270,236 | |||||||||
| (3) | Our peer group used for the TSR calculation is the same as our compensation benchmarking peer group, as displayed in the CD&A on page 73. Our 2023 peer group has been modified from that which was utilized in our pay versus performance disclosure for 2022. Pursuant to SEC guidance, all peer TSR values in the Pay Versus Performance table have been calculated utilizing our 2023 peer group, and 2023 peer TSR utilizing the 2022 peer group is displayed below. |
The Allstate Corporation |AllstateProxy.com 105
| Value of Initial Fixed $100Investment Based On: | ||
|---|---|---|
| Year | Total ShareholderReturn($) | Peer Group TotalShareholder Return($) |
| 2023 | 138 | 162 |
| 2022 | 130 | 149 |
| 2021 | 110 | 131 |
| 2020 | 100 | 101 |
Financial Measures:The Allstate executive compensation programs reflect the pay-for-performance culture and supports shareholder alignment while also incentivizing our executives as noted throughout the CD&A beginning onpage 67. For the annual and long-term incentive programs, the committee uses performance measures that (1) align with the company’s strategy, operating principles and priorities, and shareholder interest, (2) support the achievement of corporate goals, and (3) reflect the company’s overall performance. The most important performance measures used to understand CAP with respect to company’s performance for Allstate NEOs for this most recently completed fiscal year are as follows:
Performance Net Income (PNI)
Performance Net Income Return on Equity (PNI ROE)
Total Premiums
Relative Total Shareholder Return (TSR)
**Relationship between CAP and Performance Measures in the Table:**The following graphs provide a visual representation of the relationship between the CAP of our PEO and the average CAP of our Non-PEO NEOs as it relates to each financial measure noted in the pay versus performance table. The relationship between Allstate’s TSR and our peer group TSR is reflected in the first graph – CAP vs Total Shareholder Return. Performance measure mix, timing of grants and outstanding vesting, share price volatility, and other factors impact CAP.
The majority of CAP to our NEOs is closely connected to long-term awards under the long-term incentive plan primarily driven by Performance Net Income and relative TSR. Over the last three years, external factors, including rising inflation, have impacted Performance Net Income while Allstate’s relative TSR has remained strong. The graphs below demonstrate:
| ● | From 2020 to 2021, CAP to our PEO increased 6% and average CAP to our non-PEO NEOs experienced a greater increase of 22%. In the same period our TSR increased from $100 to $110 (10%), while the net income measures fell. The continued increase in CAP as net income declined is a result of the fair value NEO long-term incentive awards which closely aligns to the TSR which increased over the same period. The decline in Performance Net Income is a result of higher insurance losses and unfavorable reserve re-estimates. |
|---|---|
| ● | From 2021 to 2022, CAP to our PEO increased by just below 9% and average CAP to our non-PEO NEOs experienced a decrease of nearly 37%. In the same period, our TSR increased from $110 to $130 (18%). Net income continued to decline. Allstate aggressively took actions to address the decreasing net income during this inflationary period, causing higher insurance losses and unfavorable reserve re-estimates, resulting in continued TSR increases. |
| ● | From 2022 to 2023, CAP to our PEO decreased by 73% and average CAP to our non-PEO NEOs decreased by roughly 36%. In the same period TSR continued to increase from $130 to $138 (6%). Although still negative, Net Income has improved greatly over 2022 results. Large decreases in CAP from 2022 to 2023 are primarily related to lower vesting value for 2021-2023 PSAs, decreased PSA values for outstanding cycles and relatively flat unvested option valuation changes in 2023 compared to significant increases in unvested option valuation changes during 2022. |
| ● | Allstate has seen continued growth in TSR from 2020 through 2023 with an aggregate growth rate of 38% while our peer group has slightly outpaced us at 56%. |
For additional detail regarding Allstate’s executive pay practices including incentive design and goal setting, compensation elements, compensation decisions, and governance practices see the CD&A beginning onpage 67.
CAP vs Total Shareholder Return
CAP vs Net Income
CAP vs Performance Net Income
106 The Allstate Corporation |** AllstateProxy.com**
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