8-KLeadership ChangesRegulation FDExhibits & Filings

ALLSTATE CORP 8-K Report, Executive Changes (May 19, 2009)

Filed May 19, 2009For Securities:ALLALL-PJALL-PBALL-PHALL-PI

Summary

Allstate Corporation (ALL) filed an 8-K on May 19, 2009, reporting on key executive compensation plans and a strategic decision regarding government programs. The company's stockholders approved the material terms of the Annual Executive Incentive Plan and the 2009 Equity Incentive Plan at the annual meeting. These plans are designed to provide performance-based compensation and the Equity Plan increases the authorized shares for issuance by 21,380,000. Furthermore, Allstate announced that it has completed its review of the U.S. Treasury's Capital Purchase Program and, due to its strong capital and liquidity positions, has decided not to participate. This decision indicates the company's confidence in its financial stability during a challenging economic period.

Key Highlights

  • 1Stockholder approval of the Annual Executive Incentive Plan and the 2009 Equity Incentive Plan.
  • 2The 2009 Equity Incentive Plan increases the authorized share pool by 21,380,000 shares.
  • 3Both plans are structured to allow for 'performance-based compensation' under IRS Section 162(m) regulations.
  • 4Allstate decided not to participate in the U.S. Treasury's Capital Purchase Program.
  • 5The decision not to participate stems from the company's strong capital and liquidity positions.
  • 6A press release dated May 19, 2009, details these announcements, including a quarterly dividend.

Frequently Asked Questions

The key outcomes were the stockholder approval of the material terms of the Annual Executive Incentive Plan and the 2009 Equity Incentive Plan. These plans are designed to offer performance-based compensation to executives.

The 2009 Equity Incentive Plan was approved by stockholders and increases the number of authorized shares of common stock available for issuance under the plan by 21,380,000. This allows for future equity-based compensation awards.

Allstate completed its review and determined that its capital and liquidity positions were strong enough that participation in the program was not necessary. This suggests financial resilience.

Detailed information regarding the terms of the Annual Plan and the Equity Plan can be found in Allstate's definitive proxy statement filed with the SEC on April 1, 2009, under the captions 'Item 3 Approval of the Material Terms of the Annual Executive Incentive Plan' and 'Item 4 Approval of 2009 Equity Incentive Plan'.