UNITED STATES

 

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE

 

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): January 3, 2018

 

THE ALLSTATE CORPORATION

 

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-11840

 

36-3871531

(State or other

 

(Commission

 

(IRS Employer

jurisdiction of

 

File Number)

 

Identification No.)

incorporation)

 

 

 

 

 

2775 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))

 

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).

 

Emerging growth company            ____

 

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 January 3, 2018, the Board of Directors of the Registrant elected Steven E. Shebik, current Executive Vice President and Chief Financial Officer of the Registrant and Allstate Insurance Company (“AIC”), as Vice Chairman of the Registrant and AIC. The Board also elected Mario Rizzo as Executive Vice President and Chief Financial Officer of the Registrant and AIC. Both elections are effective January 3, 2018.

 

Effective January 3, 2018, Mr. Shebik will receive an annual base salary of $850,000 in his position as Vice Chairman.  His annual incentive target was increased to 200% of salary, and his target equity incentive opportunity was increased to 350% of salary.

 

Mr. Rizzo, age 51, has served as Senior Vice President and Chief Financial Officer, Allstate Personal Lines of AIC since June 2014. Prior to this position, he served as Senior Vice President and Treasurer of the Registrant and AIC since 2010. Effective January 3, 2018, Mr. Rizzo will receive an annual base salary of $700,000 in his position as Executive Vice President and Chief Financial Officer. In addition, Mr. Rizzo’s annual incentive target was increased to 125% of salary, and his target equity incentive opportunity was increased to 300% of salary.

 

On January 4, 2018, the Registrant announced that Matthew E. Winter, President of the Registrant and AIC, will retire on February 23, 2018.  Effective upon Mr. Winter’s retirement, Thomas J. Wilson, age 60, Chairman of the Board and Chief Executive Officer of the Registrant and AIC, will also serve as President of the Registrant and AIC. Mr. Wilson has been Chief Executive Officer since January 2007 and Chairman of the Board since May 2008, and previously served as President from January 2005 to January 2015.

 

As part of these organizational changes, Don Civgin, current President, Emerging Businesses of AIC, was elected President, Service Businesses, effective January 3, 2018. In addition, Glenn T. Shapiro, current Executive Vice President, Claims of AIC was elected President, Allstate Personal Lines, effective January 3, 2018.

 

A copy of the press release announcing these changes is attached to this report as Exhibit 99 and is incorporated herein by reference.

 

Section 9 – Financial Statements and Exhibits

 

Item 9.01.                              Financial Statements and Exhibits.

 

(d)                              Exhibits

 

Exhibit No.

 

Description

 

 

 

99

 

Registrant’s press release dated January 4, 2018.

 

2



 

SIGNATURES

 

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

 

 

(Registrant)

 

 

 

 

 

 

 

 

 

 

By:

/s/ Daniel G. Gordon

 

 

 

Name:

Daniel G. Gordon

 

 

 

Title:

Vice President, Assistant General

 

 

 

Counsel and Assistant Secretary

 

 

 

 

Date:

January 4, 2018

 

 

 

3


Exhibit 99

 

NEWS

 

FOR IMMEDIATE RELEASE

 

Contact:

Greg Burns

 

(847) 402-5600

 

Allstate Announces Senior Leadership Changes

 

NORTHBROOK, Ill., January 4, 2018 – Allstate announced three senior leadership promotions in preparation for the retirement of Matt Winter, President of The Allstate Corporation. The promotions include Steve Shebik to Vice Chairman of The Allstate Corporation, Glenn Shapiro to President of Allstate Personal Lines and Mario Rizzo to Chief Financial Officer.

 

“These leadership changes demonstrate Allstate’s effectiveness in developing talent,” said Tom Wilson, Chairman and Chief Executive Officer of The Allstate Corporation. “Matt Winter has been a fabulous partner in preparing for this change by developing leaders, enhancing operating processes and maintaining a focus on precision execution. Steve and Mario have been integral to our success over the last two decades and Glenn’s addition to the team in 2016 made us even stronger. Our continued success will be driven by a focused strategy, specific operating priorities and 19 diverse senior leaders, with an average of 15 years at Allstate,” concluded Wilson.

 

Matt Winter has decided to retire in late February after eight years at Allstate and a 25-year career in insurance. He joined Allstate in 2009 as President and CEO of Allstate Financial, became President of Allstate Personal Lines in 2012, and President of The Allstate Corporation in 2015. “Matt has helped us achieve both strategic and operational success, and build a stronger organization. We wish him continued success in retirement,” said Wilson.

 

Winter is devoted to public service, including his current role on the board of Feeding America, the nation’s leading hunger-relief charity. “It has been a true honor to be part of the leadership team of this great company,” said Winter. “I know it is poised for continued success, as Tom has named an outstanding group of key leaders for this organization.”

 

Shebik will oversee Allstate Life and Retirement, Allstate Benefits, Encompass, Esurance, Property-Liability Alternative Segments, Business Transformation, Finance, and D3, a corporate analytics team. He has successfully held numerous senior roles at Allstate over the last 22 years, most recently as Chief Financial Officer. He will continue reporting to Wilson.

 

Shapiro has been promoted to President of Allstate Personal Lines, overseeing product, claims, operations, risk, finance and distribution. He has more than 28 years of property-liability experience and joined Allstate in 2016 as Executive Vice President, Allstate Personal Lines Claims. Shapiro will focus on expanding the trusted advisor strategy, accelerating the utilization of telematics and building an Integrated Digital Enterprise. He will report to Wilson.

 



 

Rizzo is promoted to Executive Vice President and Chief Financial Officer, reporting to Shebik. Rizzo has served as Chief Financial Officer of Allstate Personal Lines as well as corporate Treasurer. He has been instrumental in ensuring Allstate’s strong capital management and financial flexibility.

 

 

The Allstate Corporation (NYSE: ALL) is the nation’s largest publicly held personal lines insurer, protecting people from life’s uncertainties with 78 million proprietary policies. Allstate offers a broad array of protection products through multiple brands and diverse distribution channels, including auto , home , life and other insurance offered through its Allstate , Esurance , Encompass and Answer Financial brands. The company provides additional protection products and services through Allstate Benefits , Allstate Roadside Services , Allstate Dealer Services , Arity and SquareTrade . Allstate is widely known from the slogan “You’re In Good Hands With Allstate ® .” Allstate agencies are in virtually every local community in America. The Allstate Foundation , Allstate, its employees and agency owners have a proud history of caring for local communities .

 

Financial information, including material announcements about The Allstate Corporation, is routinely posted on www.allstateinvestors.com .