EXECUTIVE COMPENSATION

Proposal
2

Say-on-Pay: Advisory Vote on the Compensation of the Named Executives

The Board recommends a vote FOR this proposal.

  • Independent oversight by compensation and succession committee with the assistance of an independent consultant.
  • Executive compensation targeted at 50th percentile of peers and is structured to be aligned with total return to shareholders and our strategy.
  • Compensation programs are working effectively. Annual incentive compensation funding for our named executives in 2016 was 55.1% of target, from 80.8% of target in the prior year, primarily due to the impact of auto insurance profit improvement actions on the total premium measure.
  • Total shareholder return compares favorably to compensation.

We conduct a say-on-pay vote every year at the annual meeting. While the vote is non-binding, the Board and the compensation and succession committee (the “committee” as referenced throughout the Compensation Discussion and Analysis and Executive Compensation sections) consider the results as part of their annual evaluation of our executive compensation program.

You may vote to approve or not approve the following advisory resolution on the executive compensation of the named executives:

RESOLVED, on an advisory basis, the stockholders of The Allstate Corporation approve the compensation of the named executives, as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including the Compensation Discussion and Analysis and accompanying tables and narrative on pages 33-66 of the Notice of 2017 Annual Meeting and Proxy Statement.

Allstate continued to execute operational improvements in a challenging external environment. These operational improvements, however, led to a modest decline in insurance policies in force and, in part, led to results below threshold on the total premiums performance measure in the annual incentive program. Operating income was below target due to catastrophe losses in excess of plan. Net investment income was close to target levels and total return on our investment portfolio was well above target.
Total shareholder return was 21.5% for 2016 in comparison to 16.5% for the compensation peer group.
Total 2016 compensation for the CEO decreased from 2015 by $1.1 million to $12.2 million excluding the change in pension value, as shown in the Summary Compensation Table.
The annual incentive compensation plan was funded for the named executives at 55.1% of target in 2016. Based on company and individual performance, the named executives received the following annual incentive payments, which were significantly lower than the prior two years’ awards:
Named Executive   2014 Annual
Incentive
($)
  2015 Annual
Incentive
($)
  2016 Annual
Incentive
($)
Mr. Wilson   4,073,075   2,888,136   1,982,880
Mr. Shebik 883,619 850,000 600,000
Mr. Civgin 1,000,000 768,629 535,066
Ms. Fortin(1) 291,774
Mr. Winter 1,500,000 1,600,000 1,017,513
(1) For Ms. Fortin, only the last fiscal year is shown since this is the first year she is a named executive officer.