SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): February 1, 2023
THE ALLSTATE CORPORATION
(Exact name of registrant as specified in its charter)
|Delaware|| ||1-11840|| ||36-3871531|
|(State or other|
jurisdiction of incorporation)
| ||(IRS Employer|
3100 Sanders Road, Northbrook, Illinois 60062
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (847) 402-5000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
|Title of each class||Trading Symbols||Name of each exchange on which registered|
|Common Stock, par value $0.01 per share||ALL||New York Stock Exchange|
Chicago Stock Exchange
|5.100% Fixed-to-Floating Rate Subordinated Debentures due 2053||ALL.PR.B||New York Stock Exchange|
|Depositary Shares represent 1/1,000th of a share of 5.625% Noncumulative Preferred Stock, Series G||ALL PR G||New York Stock Exchange|
|Depositary Shares represent 1/1,000th of a share of 5.100% Noncumulative Preferred Stock, Series H||ALL PR H||New York Stock Exchange|
|Depositary Shares represent 1/1,000th of a share of 4.750% Noncumulative Preferred Stock, Series I||ALL PR I||New York Stock Exchange|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ____
Section 5 – Corporate Governance and Management
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 1, 2023, the Board of Directors of the Registrant elected Monica Turner as a director effective immediately. The Board has not yet determined Ms. Turner’s committee assignments. Ms. Turner’s compensation will be consistent with the Registrant’s previously disclosed standard compensatory arrangements for non-employee directors, which are described in the Registrant’s most recent proxy statement filed with the Securities and Exchange Commission on April 11, 2022, under the heading “Director Compensation.” Ms. Turner’s compensation will be prorated to reflect the commencement date of her Board service. In addition, the Registrant expects to enter into an indemnification agreement with Ms. Turner in substantially the form filed as Exhibit 10.2 to its quarterly report on Form 10-Q for the quarter ended June 30, 2007. A copy of the press release announcing these changes is attached as Exhibit 99 to this report.
Section 9 – Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ||THE ALLSTATE CORPORATION|
| || |
| || |
| ||By:||/s/ Daniel G. Gordon|| |
| ||Name:||Daniel G. Gordon|
| ||Title:||Vice President, Assistant General|
| || ||Counsel and Assistant Secretary|
| || || |
|Date:||February 1, 2023|| || |
FOR IMMEDIATE RELEASE
Contact: Al Scott
Allstate Elects Monica Turner to Board of Directors
NORTHBROOK, Ill., Feb. 1, 2023 – The Allstate Corporation (NYSE: ALL) announced that Monica Turner, 57, President, North America, at Procter & Gamble (NYSE: PG), has been elected to Allstate’s board of directors, effective Feb. 1. As of that date, Allstate’s board will have 12 directors.
“Monica’s extensive strategic expertise with consumer-focused brands and outstanding operational leadership capabilities will enhance the value added by our board,” said Tom Wilson, Allstate Chair, President and CEO. “She will add invaluable perspective as we build the future of protection with a wide range of products that are simple, affordable and connected.”
“Allstate is one of America’s iconic and trusted brands, with forward-thinking leaders and a terrific board,” said Turner. “I look forward to being part of the success of building on Allstate’s legacy of operational excellence and innovation.”
Procter & Gamble is one of the world’s largest consumer goods companies with one of the strongest portfolios of trusted, quality, leadership brands. As President of North America, Turner is responsible for P&G’s largest and most profitable region, serving 370 million customers in the U.S., Canada and Puerto Rico. She is also a member of P&G’s Global Leadership Council. She joined the Cincinnati-based company in 1987, and has served in a wide range of roles with increasing responsibility across nearly all of P&G’s business units.
Financial information, including material announcements about The Allstate Corporation, is routinely posted on www.allstateinvestors.com.