2018 Annual Meeting of Stockholders

Summary Compensation Table

The following table summarizes the compensation of the named executives for the last three fiscal years. However, only the last fiscal year is shown for Mr. Dugenske since this was the first year he is a named executive. The titles and responsibilities for the officers listed below changed in 2018. Additionally, Mr. Winter retired effective February 23, 2018. See Appendix C for their current titles.

Name and 
Principal Position
Year Salary
Change in
Pension Value
Change in
Thomas J. Wilson
Chair and Chief Executive Officer
2017 1,241,346 5,400,039 3,599,997 6,759,264 1,688,142 68,541 18,757,329 17,069,187
2016 1,200,000 5,400,028 3,600,000 1,982,880 1,574,760 55,847 13,813,515 12,238,755
2015 1,191,346 4,599,968 4,599,996 2,888,136 532,116 62,131 13,873,693 13,341,577
Steven E. Shebik
Executive Vice President and Chief Financial Officer
2017 795,673 1,995,026 1,329,994 2,600,000 512,201 38,398 7,271,292 6,759,091
2016 770,673 1,649,984 1,100,001 600,000 479,800 28,690 4,629,148 4,149,348
2015 750,000 1,124,996 1,124,999 850,000 185,312 28,180 4,063,487 3,878,175
Don Civgin
President, Emerging Businesses
2017 796,538 1,404,032 935,996 1,806,645 83,779 27,730 5,054,720 4,970,941
2016 776,885 1,440,028 959,999 535,066 88,721 38,727 3,839,426 3,750,705
2015 760,808 1,193,019 1,192,993 768,629 46,822 37,195 3,999,466 3,952,644
John Dugenske
Executive Vice President and Chief Investment Officer
2017 593,942 2,000,000 5,305,014 870,005 1,377,908 0 17,026 10,163,895 10,163,895
Matthew E. Winter
2017 887,020 1,856,268 1,237,504 3,625,590 101,812 101,513 7,809,707 7,707,895
2016 820,673 1,920,017 1,279,999 1,017,513 121,710 153,663 5,313,575 5,191,865
2015 799,423 1,550,034 1,550,004 1,600,000 80,745 79,399 5,659,605 5,578,860
  1. Mr. Dugenske received a sign-on bonus in connection with the commencement of his employment on March 1, 2017. The cash bonus is payable in two installments. The first installment was paid within sixty days of his start date, and the second installment will be paid within thirty days after the first anniversary of his start date.

  2. Mr. Dugenske received a sign-on grant of restricted stock units on April 5, 2017. These RSUs will become 100% vested on April 4, 2020.

  3. The aggregate grant date fair value of PSAs granted in 2017, 2016, and 2015, and the RSUs granted in 2017 to Mr. Dugenske, is computed in accordance with Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 718 (ASC 718). The fair value of PSAs and RSUs is based on the final closing price of Allstate’s common stock on the grant date, which in part reflects the payment of expected future dividends. (See note 18 to our audited financial statements for 2017). This amount reflects an accounting expense and does not correspond to actual value that will be realized by the named executives. The value of PSAs is based on the probable satisfaction of the performance conditions. The number of PSAs granted in 2017 to each named executive, and RSUs granted in 2017 to Mr. Dugenske, is provided in the Grants of Plan-Based Awards table on page 52. The value of the PSAs granted in 2017 at grant date share price if maximum corporate performance were to be achieved is as follows: Mr. Wilson $10,800,078, Mr. Shebik $3,990,052, Mr. Civgin $2,808,064,
    Mr. Dugenske $2,610,024 and Mr. Winter $3,712,536.

  4. The aggregate grant date fair value of option awards is computed in accordance with FASB ASC 718. The fair value of each option award is estimated on the grant date using a binomial lattice model and the assumptions (see note 18 to our audited financial statements for 2017) as set forth in the following table:

      2017 2016 2015
    Weighted average expected term 6.1 years 5.0 years 6.5 years
    Expected volatility 15.7-32.7% 16.0-34.3% 16.0-37.8%
    Weighted average volatility 21.0% 24.3% 24.7%
    Expected dividends 1.4-1.9% 1.9-2.1% 1.6-2.1%
    Weighted average expected dividends 1.9% 2.1% 1.7%
    Risk-free rate 0.5-2.5% 0.2-2.4% 0.0-2.4%

    This amount reflects an accounting expense and does not correspond to actual value that will be realized by the named executives. The number of options granted in 2017 to each named executive is provided in the Grants of Plan-Based Awards table on page 52.

  5. Amounts reflect the aggregate increase in actuarial value of the pension benefits as set forth in the Pension Benefits table, accrued during 2017, 2016, and 2015. These are benefits under the Allstate Retirement Plan (ARP) and the Supplemental Retirement Income Plan (SRIP). Non-qualified deferred compensation earnings are not reflected since our Deferred Compensation Plan does not provide above-market earnings. The pension plan measurement date is December 31. (See note 17 to our audited financial statements for 2017.)

    The following table reflects the respective change in the actuarial value of the benefits provided to the named executives in 2017:

    Name ARP
    Mr. Wilson 107,137 1,581,005
    Mr. Shebik 119,463 392,738
    Mr. Civgin 15,313 68,466
    Mr. Dugenske 0 0
    Mr. Winter 13,412 88,400

    Interest rates and other assumptions can have a significant impact on the change in pension value from one year to another.

    Effective January 1, 2014, Allstate modified its pension plans so that all eligible employees earn future pension benefits under a new cash balance formula. The change in actuarial value of benefits provided for each named executive in 2017 would have been as indicated in the following table under the prior formula:

    Name ARP
    Mr. Wilson 188,144 4,099,783
    Mr. Shebik 147,659 1,728,615
    Mr. Civgin 13,039 60,960
    Mr. Dugenske 0 0
    Mr. Winter 11,761 77,711
  6. The following table describes the incremental cost of other benefits provided in 2017 that are included in the “All Other Compensation” column.

    Name Personal
    Use of
    All Other
    Mr. Wilson 28,181 10,800 29,560 68,541
    Mr. Shebik 10,800 27,598 38,398
    Mr. Civgin 10,800 16,930 27,730
    Mr. Dugenske 6,004 11,022 17,026
    Mr. Winter 69,623 10,800 21,090 101,513
    1. The amount reported for personal use of aircraft is based on the incremental cost method, which is calculated based on Allstate’s average variable costs per flight hour. Variable costs include fuel, maintenance, on-board catering, landing/ramp fees, and other miscellaneous variable costs. The total annual variable costs are divided by the annual number of flight hours flown by the aircraft to derive an average variable cost per flight hour. This average variable cost per flight hour is then multiplied by the flight hours flown for personal use to derive the incremental cost. This method of calculating the incremental cost excludes fixed costs that do not change based on usage, such as pilots’ and other employees’ salaries, costs incurred in purchasing the aircraft, and non-trip-related hangar expenses.

    2. Each of the named executives participated in our 401(k) plan during 2017. The amount shown is the amount allocated to their accounts as employer matching contributions. Mr. Dugenske will not be vested in the employer matching contribution until he has completed three years of vesting service.

    3. “Other” consists of personal benefits and perquisites related to mobile devices, tax preparation services, financial planning, ground transportation, executive physical related items and supplemental long-term disability coverage. There was no incremental cost for the use of mobile devices. We provide supplemental long-term disability coverage to all regular full- and part-time employees who participate in the long-term disability plan and whose annual earnings exceed the level that produces the maximum monthly benefit provided by the long-term disability plan. This coverage is self-insured (funded and paid for by Allstate when obligations are incurred). No obligations for the named executives were incurred in 2017, and therefore, no incremental cost is reflected in the table.

  7. We have included an additional column to show total compensation minus the change in pension value. The amounts reported in this column may differ substantially from, and are not a substitute for, the amounts reported in the “Total” column required under SEC rules. The change in pension value is subject to several external variables, including interest rates, that are not related to company or individual performance and may differ significantly based on the formula under which the benefits were earned.