2018 Annual Meeting of Stockholders

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 aligned with short- and long-term business goals and strategy.
    • Compensation programs are working effectively. Annual incentive compensation funding for our named executives in 2017 was 181.4% of target, from 55.1% of target in the prior year, reflecting significant improvement in operating results.
    • Compensation compares favorably to Total Shareholder Return.

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 31-67 of the Notice of 2018 Annual Meeting and Proxy Statement.

  • Allstate achieved all five 2017 operating priorities, and financial results improved, with net income rising to $3.07 billion in 2017 from $1.76 billion in the prior year.

  • Total shareholder return was 43.3% for 2017 in comparison to 19.1% for the compensation peer group.

  • Total 2017 compensation for the CEO increased from 2016 by $4,830,432 to $17,069,187 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 181.4% of target in 2017. Based on company and individual performance, the named executives received the following annual incentive payments, which were higher than the prior two years’ awards:

    Named Executive 2015 Annual
    Incentive
    ($)
    2016 Annual
    Incentive
    ($)
    2017 Annual
    Incentive
    ($)
    Mr. Wilson 2,888,136 1,982,880 6,759,264
    Mr. Shebik 850,000 600,000 2,600,000
    Mr. Civgin 768,629 535,066 1,806,645
    Mr. Dugenske(1) 1,377,908
    Mr. Winter 1,600,000 1,017,513 3,625,590
  1. For Mr. Dugenske, only the last fiscal year is shown since this is the first year he is a named executive. The award was pro-rated based on his March 2017 start date.