Item 16. None.

None.

220 www.allstate.com

2019 Form 10-K

Signatures

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		The Allstate Corporation (Registrant)
		/s/ John C. Pintozzi
		By: John C. Pintozzi
		Senior Vice President, Controller, and Chief Accounting Officer
		(Principal Accounting Officer)
		February 21, 2020

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature		Title		Date
/s/ Thomas J. Wilson		Chairman of the Board, President, Chief Executive Officer and a Director (Principal Executive Officer)		February 21, 2020
Thomas J. Wilson
/s/ Mario Rizzo		Executive Vice President and Chief Financial Officer (Principal Financial Officer)		February 21, 2020
Mario Rizzo
/s/ John C. Pintozzi		Senior Vice President, Controller, and Chief Accounting Officer (Principal Accounting Officer)		February 21, 2020
John C. Pintozzi
/s/ Kermit R. Crawford		Director		February 21, 2020
Kermit R. Crawford
/s/ Michael L. Eskew		Director		February 21, 2020
Michael L. Eskew
/s/ Margaret M. Keane		Director		February 21, 2020
Margaret M. Keane
/s/ Siddharth N. Mehta		Director		February 21, 2020
Siddharth N. Mehta
/s/ Jacques P. Perold		Director		February 21, 2020
Jacques P. Perold
/s/ Andrea Redmond		Director		February 21, 2020
Andrea Redmond
/s/ Gregg M. Sherrill		Director		February 21, 2020
Gregg M. Sherrill
/s/ Judith A. Sprieser		Lead Director		February 21, 2020
Judith A. Sprieser
/s/ Perry M. Traquina		Director		February 21, 2020
Perry M. Traquina

The Allstate Corporation 221

2019 Form 10-K

The Allstate Corporation and Subsidiaries

Schedule I — Summary of Investments Other than Investments in Related Parties

		As of December 31, 2019
($ in millions)		Cost/amortized cost				Fair value (if applicable)				Amount shown in the Balance Sheet
Type of investment
Fixed maturities:
Bonds:
United States government, government agencies and authorities		$	4,971			$	5,086			$	5,086
States, municipalities and political subdivisions		8,080				8,620				8,620
Foreign governments		968				979				979
Public utilities		5,197				5,576				5,576
All other corporate bonds		35,893				37,502				37,502
Asset-backed securities		860				862				862
Mortgage-backed securities		324				419				419
Total fixed maturities		56,293				$	59,044			59,044
Equity securities:
Common stocks:
Public utilities		98				136				136
Banks, trusts and insurance companies		565				771				771
Industrial, miscellaneous and all other		5,662				6,957				6,957
Nonredeemable preferred stocks		243				298				298
Total equity securities		6,568				$	8,162			8,162
Mortgage loans on real estate		4,817				5,012				4,817
Real estate (none acquired in satisfaction of debt)		1,005								1,005
Policy loans		894								894
Derivative instruments		140				140				140
Limited partnership interests		8,078								8,078
Other long-term investments		1,966								1,966
Short-term investments		4,256				4,256				4,256
Total investments		$	84,017							$	88,362

S-1 www.allstate.com

2019 Form 10-K

The Allstate Corporation and Subsidiaries

Schedule II — Condensed Financial Information of Registrant Statement of Operations

		Year Ended December 31,
($ in millions)		2019				2018				2017
Revenues
Investment income, less investment expense		$	35			$	25			$	10
Realized capital gains and losses		9				(10		)		(2		)
Other income		41				3				36
		85				18				44
Expenses
Interest expense		355				337				334
Pension and other postretirement remeasurement gains and losses		103				454				(219		)
Pension and other postretirement benefit expense		(122		)		(116		)		(224		)
Other operating expenses		49				50				50
		385				725				(59		)
(Loss) gain from operations before income tax benefit and equity in net income of subsidiaries		(300		)		(707		)		103
Income tax (benefit) expense		(75		)		(136		)		105
Loss before equity in net income of subsidiaries		(225		)		(571		)		(2		)
Equity in net income of subsidiaries		5,072				2,731				3,556
Net income		4,847				2,160				3,554
Preferred stock dividends		169				148				116
Net income applicable to common shareholders		4,678				2,012				3,438
Other comprehensive income (loss), after-tax
Changes in:
Unrealized net capital gains and losses		1,889				(754		)		319
Unrealized foreign currency translation adjustments		(10		)		(48		)		45
Unamortized pension and other postretirement prior service credit		(47		)		(59		)		(52		)
Other comprehensive income (loss), after-tax		1,832				(861		)		312
Comprehensive income		$	6,679			$	1,299			$	3,866

See accompanying notes to condensed financial information and notes to consolidated financial statements.

The Allstate Corporation S-2

2019 Form 10-K

The Allstate Corporation and Subsidiaries

Schedule II (Continued) — Condensed Financial Information of Registrant Statement of Financial Position

($ in millions, except par value data)		December 31,
		2019				2018
Assets
Investments in subsidiaries		$	33,428			$	29,301
Fixed income securities, at fair value (amortized cost $458 and $355)		466				356
Short-term investments, at fair value (amortized cost $702 and $285)		702				285
Cash		2				—
Receivable from subsidiaries		448				426
Deferred income taxes		230				225
Other assets		86				92
Total assets		$	35,362			$	30,685
Liabilities
Long-term debt		$	6,631			$	6,451
Pension and other postretirement benefit obligations		1,081				1,050
Deferred compensation		327				281
Payable to subsidiaries		14				3
Notes due to subsidiaries		1,000				1,250
Dividends payable to shareholders		199				198
Other liabilities		112				140
Total liabilities		9,364				9,373
Shareholders’ equity
Preferred stock and additional capital paid-in, $1 par value, 25 million shares authorized, 92.5 thousand and 79.8 thousand shares issued and outstanding, $2,313 and $1,995 aggregate liquidation preference		2,248				1,930
Common stock, $.01 par value, 2.0 billion shares authorized and 900 million issued, 319 million and 332 million shares outstanding		9				9
Additional capital paid-in		3,463				3,310
Retained income		48,074				44,033
Deferred ESOP expense		—				(3		)
Treasury stock, at cost (581 million and 568 million shares)		(29,746		)		(28,085		)
Accumulated other comprehensive income:
Unrealized net capital gains and losses		1,887				(2		)
Unrealized foreign currency translation adjustments		(59		)		(49		)
Unamortized pension and other postretirement prior service credit		122				169
Total accumulated other comprehensive income		1,950				118
Total shareholders’ equity		25,998				21,312
Total liabilities and shareholders’ equity		$	35,362			$	30,685

See accompanying notes to condensed financial information and notes to consolidated financial statements.

S-3 www.allstate.com

2019 Form 10-K

The Allstate Corporation and Subsidiaries

Schedule II (Continued) — Condensed Financial Information of Registrant Statement of Cash Flows

($ in millions)		Years Ended December 31,
		2019				2018				2017
Cash flows from operating activities
Net income		$	4,847			$	2,160			$	3,554
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in net income of subsidiaries		(5,072		)		(2,731		)		(3,556		)
Dividends received from subsidiaries		2,434				2,059				1,671
Realized capital gains and losses		(9		)		10				2
Pension and other postretirement remeasurement gains and losses		103				454				(219		)
Changes in:
Pension and other postretirement benefits		(122		)		(116		)		(224		)
Income taxes		13				(28		)		232
Operating assets and liabilities		111				160				56
Net cash provided by operating activities		2,305				1,968				1,516
Cash flows from investing activities
Proceeds from sales of investments		1,094				1,370				880
Proceeds from sales of investments to subsidiaries		—				390				—
Investment purchases		(892		)		(1,037		)		(748		)
Investment collections		65				108				13
Capital contribution or return of capital from subsidiaries		43				(975		)		42
Change in short-term investments, net		(417		)		(115		)		48
Net cash (used in) provided by investing activities		(107		)		(259		)		235
Cash flows from financing activities
Proceeds from borrowings from subsidiaries		1,000				1,250				300
Repayment of notes due to subsidiaries		(1,250		)		(250		)		(50		)
Proceeds from issuance of long-term debt		491				498				—
Redemption of preferred stock		(1,132		)		(385		)		—
Redemption and repayment of long-term debt		(317		)		(400		)		—
Proceeds from issuance of preferred stock		1,414				557				—
Dividends paid on common stock		(653		)		(614		)		(525		)
Dividends paid on preferred stock		(134		)		(134		)		(116		)
Treasury stock purchases		(1,735		)		(2,303		)		(1,495		)
Shares reissued under equity incentive plans, net		120				73				135
Other		—				(1		)		(2		)
Net cash used in financing activities		(2,196		)		(1,709		)		(1,753		)
Net increase (decrease) in cash		2				—				(2		)
Cash at beginning of year		—				—				2
Cash at end of year		$	2			$	—			$	—

See accompanying notes to condensed financial information and notes to consolidated financial statements.

The Allstate Corporation S-4

2019 Form 10-K

The Allstate Corporation and Subsidiaries

Schedule II (Continued) — Condensed Financial Information of Registrant

Notes to Condensed Financial Information

1. General

Pursuant to rules and regulations of the SEC, the unconsolidated condensed financial statements of the Parent Company do not reflect all of the information and notes normally included with financial statements prepared in accordance with GAAP. Therefore, these condensed financial statements of the Registrant should be read in conjunction with the consolidated financial statements and notes thereto included in Item 8.

The long-term debt presented in Note 12 “Capital Structure” are direct obligations of the Registrant. A majority of the pension and other postretirement benefits plans presented in Note 17 “Benefit Plans” are direct obligations of the Registrant.

Participating subsidiaries fund the pension plans contributions under a master services cost sharing agreement. In addition, as a result of joint and several pension liability rules under the Internal Revenue Code and the Employee Retirement Income Security Act of 1974, as amended, many liabilities that arise in connection with pension plans are joint and several across all members of a controlled group of entities.

2. Notes due to subsidiaries

On June 19, 2019, the Registrant issued a $1.00 billion note, with a rate of 2.63% due on June 19, 2020 to Kennett Capital Inc. The proceeds of this issuance were used for cash management purposes.

On October 11, 2018 and December 18, 2018, the Registrant issued $250 million and $1.00 billion notes, with a rate of 2.49% and 3.03% due on April 11, 2019 and June 18, 2019, respectively, both to its wholly owned subsidiary Kennett Capital Inc. The proceeds of these issuances were used for cash management purposes. On April 11, 2019 and June 18, 2019, the Registrant repaid $250 million and $1.00 billion, respectively, to Kenneth Capital Inc.

3. Supplemental Disclosures of Cash Flow Information

The Registrant paid $312 million, $330 million and $331 million of interest on debt in 2019, 2018 and 2017, respectively.

S-5 www.allstate.com

2019 Form 10-K

The Allstate Corporation and Subsidiaries

Schedule III — Supplementary Insurance Information

($ in millions)		As of December 31,												For the years ended December 31,
Segment		Deferred policy acquisition costs				Reserves for claims and claims expense, contract benefits and contractholder funds				Unearned premiums				Premium revenue and contract charges				Net investment income (1)				Claims and claims expense, contract benefits and interest credited to contractholders				Amortization of deferred policy acquisition costs				Other operating costs and expenses				Premiums written (excluding life)
2019
Property-Liability
Allstate Protection		$	1,624			$	25,843			$	12,567			$	34,843							$	23,517			$	4,649			$	4,506			$	35,419
Discontinued Lines and Coverages		—				1,818				—				—								105				—				3				—
Total Property-Liability		1,624				27,661				12,567				34,843				$	1,533			23,622				4,649				4,509				35,419
Service Businesses (2)		1,449				51				2,765				1,387				42				363				543				838				1,535
Allstate Life		1,079				10,541				3				1,343				514				1,154				173				356				—
Allstate Benefits		527				1,950				8				1,145				83				635				161				285				988
Allstate Annuities		20				17,501				—				13				917				890				7				30				—
Corporate and Other		—				—				—				—				70				—				—				531				—
Intersegment Eliminations (2)		—				—				—				(154		)		—				(9		)		—				(145		)		—
Total		$	4,699			$	57,704			$	15,343			$	38,577			$	3,159			$	26,655			$	5,533			$	6,404			$	37,942
2018
Property-Liability
Allstate Protection		$	1,618			$	25,495			$	11,953			$	32,950							$	22,348			$	4,475			$	4,522			$	33,555
Discontinued Lines and Coverages		—				1,864				—				—								87				—				3				—
Total Property-Liability		1,618				27,359				11,953				32,950				$	1,464			22,435				4,475				4,525				33,555
Service Businesses (2)		1,290				64				2,546				1,220				27				350				463				603				1,431
Allstate Life		1,300				10,333				3				1,315				505				1,094				132				364				—
Allstate Benefits		549				1,905				8				1,135				77				630				145				278				980
Allstate Annuities		27				18,341				—				15				1,096				903				7				31				—
Corporate and Other		—				—				—				—				71				—				—				880				—
Intersegment Eliminations (2)		—				—				—				(122		)		—				(7		)		—				(115		)		—
Total		$	4,784			$	58,002			$	14,510			$	36,513			$	3,240			$	25,405			$	5,222			$	6,566			$	35,966
2017
Property-Liability
Allstate Protection		$	1,510			$	24,336			$	11,409			$	31,433							$	21,388			$	4,205			$	4,239			$	31,648
Discontinued Lines and Coverages		—				1,893				—				—								96				—				3				—
Total Property-Liability		1,510				26,229				11,409				31,433				$	1,478			21,484				4,205				4,242				31,648
Service Businesses (2)		954				96				2,052				977				16				369				296				565				1,094
Allstate Life		1,152				10,244				4				1,280				489				1,047				134				344				—
Allstate Benefits		541				1,869				8				1,084				72				599				142				261				919
Allstate Annuities		34				19,870				—				14				1,305				967				7				34				—
Corporate and Other		—				—				—				—				41				—				—				292				—
Intersegment Eliminations (2)		—				—				—				(110		)		—				(6		)		—				(104		)		—
Total		$	4,191			$	58,308			$	13,473			$	34,678			$	3,401			$	24,460			$	4,784			$	5,634			$	33,661

(1)	A single investment portfolio supports both Allstate Protection and Discontinued Lines and Coverages segments.

(2)	Includes intersegment premiums and service fees and the related incurred losses and expenses that are eliminated in the consolidated financial statements.

The Allstate Corporation S-6

2019 Form 10-K

The Allstate Corporation and Subsidiaries

Schedule IV — Reinsurance

($ in millions)		Gross amount				Ceded to other companies (1)				Assumed from other companies				Net amount				Percentage of amount assumed to net
Year ended December 31, 2019
Life insurance in force		$	219,785			$	74,021			$	229,419			$	375,183			61.1	%
Premiums and contract charges:
Life insurance		$	1,062			$	262			$	712			$	1,512			47.1	%
Accident and health insurance		1,012				23				—				989				—	%
Property and casualty insurance		37,104				1,122				94				36,076				0.3	%
Total premiums and contract charges		$	39,178			$	1,407			$	806			$	38,577			2.1	%
Year ended December 31, 2018
Life insurance in force		$	207,434			$	81,186			$	243,161			$	369,409			65.8	%
Premiums and contract charges:
Life insurance		$	994			$	266			$	754			$	1,482			50.9	%
Accident and health insurance		1,007				24				—				983				—	%
Property and casualty insurance		34,977				1,016				87				34,048				0.3	%
Total premiums and contract charges		$	36,978			$	1,306			$	841			$	36,513			2.3	%
Year ended December 31, 2017
Life insurance in force		$	188,186			$	86,642			$	259,671			$	361,215			71.9	%
Premiums and contract charges:
Life insurance		$	936			$	276			$	787			$	1,447			54.4	%
Accident and health insurance		958				27				—				931				—	%
Property and casualty insurance		33,221				971				50				32,300				0.2	%
Total premiums and contract charges		$	35,115			$	1,274			$	837			$	34,678			2.4	%

(1)	No reinsurance or coinsurance income was netted against premium ceded in 2019, 2018 or 2017.

S-7 www.allstate.com

2019 Form 10-K

The Allstate Corporation and Subsidiaries

Schedule V — Valuation Allowances and Qualifying Accounts

($ in millions)						Additions
Description		Balance as of beginning of period				Charged to costs and expenses				Other additions				Deductions				Balance as of end of period
Year ended December 31, 2019
Allowance for reinsurance recoverables		$	65			$	(2	)		$	—			$	—			$	63
Allowance for premium installment receivable		77				137				—				124				90
Allowance for deferred tax assets		—				—				—				—				—
Allowance for estimated losses on mortgage loans		3				—				—				—				3
Allowance for estimated losses on agent loans		2				1				—				—				3
Year ended December 31, 2018
Allowance for reinsurance recoverables		$	70			$	(5	)		$	—			$	—			$	65
Allowance for premium installment receivable		77				118				—				118				77
Allowance for deferred tax assets		—				—				—				—				—
Allowance for estimated losses on mortgage loans		3				—				—				—				3
Allowance for estimated losses on agent loans		2				—				—				—				2
Year ended December 31, 2017
Allowance for reinsurance recoverables		$	84			$	(10	)		$	—			$	4			$	70
Allowance for premium installment receivable		84				109				—				116				77
Allowance for deferred tax assets		—				—				—				—				—
Allowance for estimated losses on mortgage loans		3				1				—				1				3
Allowance for estimated losses on agent loans		2				—				—				—				2

The Allstate Corporation S-8