Not independent
Tenure on this board
19.7 yrs
11 nominees · 4 ballot items.
Election of 11 Directors; Advisory vote to approve executive compensation (Say-on-Pay); Ratification of Deloitte & Touche LLP as independent auditor; Shareholder proposal requesting a report on risks of using ESG and DEI metrics in executive compensation.
Election of eleven director nominees to the Board for one-year terms.
Non-binding advisory vote to approve the compensation of named executive officers as disclosed in the proxy.
The advisory Say-on-Pay proposal asks shareholders to approve, on a non-binding basis, the compensation of Allstate’s named executive officers as disclosed in the proxy statement. Management seeks approval to validate its compensation policies, which emphasize pay-for-performance, a mix of cash and equity with performance-based PSAs and stock options, and governance processes including oversight by the Compensation and Human Capital Committee and independent consultant benchmarking. The Board recommends a FOR vote, arguing that executive pay is aligned with financial and strategic objectives, incorporates risk oversight and clawbacks, and has previously received strong shareholder support. The proposal is routine but carries governance signaling importance; while non-binding, a negative vote would prompt the committee to engage with shareholders and potentially adjust program design. The context includes substantial realized payouts in 2024-2025 due to strong performance, extensive disclosure of metrics and pay practices, and continued engagement with major shareholders; proxy advisory firms’ positions and shareholder sentiment can influence future program adjustments.
Ratify the appointment of Deloitte & Touche LLP as Allstate's independent auditor for 2026.
Request that the Board commission and publish a report evaluating risks to shareholder value, reputation, and legal compliance from incorporating ESG and DEI metrics into executive compensation plans.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | VANGUARD CAPITAL MANAGEMENT LLC | 6.56% | 16,879,864 | $3.5B |
| 2 | VANGUARD PORTFOLIO MANAGEMENT LLC | 5.30% | 13,649,711 | $2.8B |
| 3 | STATE STREET CORP | 4.76% | 12,259,933 | $2.6B |
| 4 | PRICE T ROWE ASSOCIATES INC /MD/ | 4.03% | 10,363,274 | $2.1B |
| 5 | BlackRock, Inc. | 3.46% | 8,916,039 | $1.8B |
| 6 | GEODE CAPITAL MANAGEMENT, LLC | 2.49% | 6,417,491 | $1.3B |
| 7 | GQG Partners LLC | 2.24% | 5,761,603 | $1.2B |
| 8 | FRANKLIN RESOURCES INC | 2.20% | 5,657,347 | $1.2B |
| 9 | BlackRock, Inc. | 2.10% | 5,395,363 | $1.1B |
| 10 | BANK OF AMERICA CORP /DE/ | 1.74% | 4,472,898 | $927M |
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