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): September 18, 2017

 

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:

 

o                                     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o                                     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o                                     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o                                     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       o

 

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.   o

 

 

 



 

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 September 18, 2017, the Board of Directors of the Registrant elected Gregg M. Sherrill as a director effective October 1, 2017, and correspondingly increased the size of the Board to 11 directors.  The Board has not yet determined Mr. Sherrill’s committee assignments.  Mr. Sherrill’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 12, 2017, under the heading “Director Compensation,” except that Mr. Sherrill’s equity award will be granted under the Registrant’s 2017 Equity Compensation Plan for Non-Employee Directors approved by shareholders on May 25, 2017, and included in Appendix D of Registrant’s proxy statement.  Mr. Sherrill’s compensation will be prorated to reflect the commencement date of his Board service.  In addition, the Registrant expects to enter into an indemnification agreement with Mr. Sherrill 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 Mr. Sherrill’s election is attached as Exhibit 99 to this report.

 

Section 9 — Financial Statements and Exhibits

 

Item 9.01.                                         Financial Statements and Exhibits.

 

(d)                                  Exhibits

 

Exhibit No.

 

Description

 

 

 

99

 

Registrant’s press release dated September 18, 2017.

 

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: September 18, 2017

 

 

 

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