Summary
This Form 8-K filing by The Allstate Corporation reports on the outcomes of its Annual Stockholders Meeting held on May 21, 2013. The primary focus for investors is the approval of the 2013 Equity Incentive Plan, which amends and restates the 2009 plan. This new plan increases the authorized shares for equity awards by approximately 19.85 million and is designed to allow certain awards to qualify as performance-based compensation, potentially offering tax advantages under Section 162(m) of the Internal Revenue Code. The meeting also included advisory votes on executive compensation, ratification of the independent auditor, and several stockholder proposals. Investors should note that the election of directors and the advisory vote on executive compensation were overwhelmingly approved, indicating general shareholder confidence in the board and management's compensation structure.
Key Highlights
- 1Shareholders approved the 2013 Equity Incentive Plan, authorizing an additional 19,850,000 shares for equity awards.
- 2The 2013 Equity Incentive Plan is designed to allow certain awards to qualify as performance-based compensation under IRS Section 162(m).
- 3All twelve incumbent directors were re-elected with a high average vote of 97.55% in favor.
- 4The advisory vote to approve the compensation of named executive officers passed with approximately 95.68% of the votes cast in favor.
- 5Deloitte & Touche LLP was ratified as the independent registered public accountant for 2013 with strong shareholder support (98.08% in favor).
- 6Two stockholder proposals, one concerning executive equity retention and another on lobbying expenditures, failed to gain majority shareholder approval.