Allstate 10-K 2023-12-31

Filed 2024-02-21. 24 sections, 1154K characters. Original on sec.gov · Markdown · JSON

What changed since the 2022-12-31 10-KNew, removed and reworded risk factor headings, then every item sentence by sentence.

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2023

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 1-11840

AllstateFilingLogo.jpg

THE ALLSTATE CORPORATION

(Exact name of registrant as specified in its charter)

Delaware36-3871531
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification No.)

3100 Sanders Road, Northbrook, Illinois 60062

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (847) 402-5000

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolsName of each exchange on which registered
Common Stock, par value $0.01 per shareALLNew York Stock Exchange Chicago Stock Exchange
5.100% Fixed-to-Floating Rate Subordinated Debentures due 2053ALL.PR.BNew York Stock Exchange
Depositary Shares represent 1/1,000th of a share of 5.100% Noncumulative Preferred Stock, Series HALL PR HNew York Stock Exchange
Depositary Shares represent 1/1,000th of a share of 4.750% Noncumulative Preferred Stock, Series IALL PR INew York Stock Exchange
Depositary Shares represent 1/1,000th of a share of 7.375% Noncumulative Preferred Stock, Series JALL PR JNew York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
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. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The aggregate market value of the common stock held by non-affiliates of the registrant, computed by reference to the closing price as of the last business day of the registrant’s most recently completed second fiscal quarter, June 30, 2023, was approximately $28.40 billion.

As of January 31, 2024, the registrant had 263,067,415 shares of common stock outstanding.

Documents Incorporated By Reference

Portions of the following documents are incorporated herein by reference as follows:

Part III of this Form 10-K incorporates by reference certain information from the registrant’s definitive proxy statement for its annual stockholders meeting to be held on May 14, 2024, (the “Proxy Statement”) to be filed not later than 120 days after the end of the fiscal year covered by this Form 10-K.

Table of Contents

Part IPage
Item 1.Business1
• Overview1
• Strategy and Segment Information2
– Allstate Protection4
– Protection Services9
– Allstate Health and Benefits10
– Other Business Segments11
• Regulation12
• Human Capital17
• Website19
• Other Information About Allstate19
• Information about our Executive Officers20
Forward-Looking Statements21
Item 1A.Risk Factors22
Item 1B.Unresolved Staff Comments31
Item 1C.Cybersecurity31
Item 2.Properties32
Item 3.Legal Proceedings32
Item 4.Mine Safety Disclosures32
Part II
Item 5.Market for Registrant's Common Equity, Related Stockholders Matters and Issuer Purchases of Equity Securities33
Item 6.[Reserved]34
Item 7.Management's Discussion and Analysis of Financial Condition and Results of Operations35
Item 7A.Quantitative and Qualitative Disclosures About Market Risk96
Item 8.Financial Statements and Supplementary Data97
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure191
Item 9A.Controls and Procedures191
Item 9B.Other Information191
Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections191
Part III
Item 10.Directors, Executive Officers and Corporate Governance192
Item 11.Executive Compensation192
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters193
Item 13.Certain Relationships and Related Transactions, and Director Independence193
Item 14.Principal Accounting Fees and Services193
Part IV
Item 15.Exhibits and Financial Statement Schedules194
Item 16.Form 10-K Summary197
Signatures198
Financial Statement SchedulesS-1

2023 Form 10-K Item 1. Business

Part I

Item 1. Business

The Allstate Corporation was incorporated under the laws of the State of Delaware on November 5, 1992, to serve as the holding company for Allstate Insurance Company. Its business is conducted principally through Allstate Insurance Company and other subsidiaries (collectively, including The Allstate Corporation, “Allstate”).

Allstate protects people from life’s uncertainties with a wide array of protection for autos, homes and personal property. Allstate is primarily engaged in the property and casualty insurance business in the United States and Canada. Additionally, Allstate provides customers other protection solutions such as protection plans that cover consumer electronics, mobile phones and appliances, personal identity protection and accident and health insurance. On November 1, 2023, we announced that we are pursuing the sale of the Health and Benefits business.

The Allstate Corporation is one of the largest publicly held personal lines insurers in the United States. Allstate’s personal property-liability strategy is to increase market share by offering consumers a broad suite of protection solutions and a competitive value proposition across distribution channels. The Allstate brand is widely known through the “You’re In Good Hands With Allstate®” slogan. Allstate is the second largest personal property and casualty insurer in the United States on the basis of 2022 statutory direct premiums written according to A.M. Best.

Allstate also has strong market positions in other protection solutions. Allstate Protection Plans provides protection on a wide variety of consumer goods such as cell phones, tablets, computers, furniture and appliances, and has a leading position in distribution through major retailers. Allstate Identity Protection has a leading position in identity protection through workplace benefit programs. In total, Allstate had 194 million policies in force (“PIF”) as of December 31, 2023. Allstate Health and Benefits provides accident, health and life insurance through employers, independent agents and direct-to-consumer, and is one of the top voluntary benefits carriers in the market.

In this Annual Report on Form 10-K, we occasionally refer to statutory financial information. All domestic United States insurance companies are required to prepare statutory-basis financial statements. As a result, industry data is available that enables comparisons between insurance companies, including competitors that are not required to prepare financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”). We frequently use industry publications containing statutory financial information to assess our competitive position.

The Allstate Corporation 1

2023 Form 10-K Item 1. Business

Strategy, Transformative Growth, Our Shared Purpose and Segment Information

Our strategy has two components: increase personal property-liability market share (see Allstate Protection segment) and expand protection offerings by leveraging the Allstate brand, customer base and capabilities.

We are expanding protection services businesses utilizing enterprise capabilities and resources such as the Allstate brand, distribution, analytics, claims, investment expertise, talent and capital. Using innovative growth platforms (such as telematics and identity protection) and broad distribution including: Allstate exclusive agents, independent agents, contact centers, online, retailers, workplace benefits brokers, auto dealers, original equipment manufacturers and telecom providers further enhance our customer value proposition.

Transformative Growth is about creating a business model, capabilities and culture that continually transform to better serve customers. This is done by providing affordable, simple and connected protection through multiple distribution channels. The ultimate objective is to enhance customer value to drive growth in all businesses.

Double Oval.jpg

2 www.allstate.com

2023 Form 10-K Item 1. Business

Our Shared Purpose
As the good hands...our valuesour operating standardsour behaviors
•We empower customers with protection to help them achieve their hopes and dreams. •We provide affordable, simple and connected protection solutions. •We create opportunity for our team, economic value for our shareholders and improve communities.•Integrity is non-negotiable. •Inclusive Diversity & Equity values and leverages unique identities with equitable opportunity and rewards. •Collective Success is achieved through empathy and prioritizing enterprise outcomes ahead of individuals.•Focus on Customers by anticipating and exceeding service expectations at low costs. •Be the Best at protecting customers, developing talent and running our businesses. •Be Bold with original ideas using speed and conviction to beat the competition. •Earn Attractive Returns by providing customer value, proactively accepting risk and using analytics.•Collaborate early and often to develop and implement comprehensive solutions and share learnings. •Challenge Ideas to leverage collective expertise, evaluate multiple alternatives and create the best path forward. •Provide Clarity for expected outcomes, decision authority and accountability. •Provide Feedback that is candid, actionable, independent of hierarchy and safe.
Reportable segments
Allstate Protection (1)Includes the Allstate brand, National General and Answer Financial. Offers private passenger auto, homeowners, other personal lines and commercial insurance through agents, contact centers and online.
Protection ServicesIncludes Allstate Protection Plans, Allstate Dealer Services, Allstate Roadside, Arity and Allstate Identity Protection, which offer a broad range of solutions and services that expand and enhance our customer value propositions.
Allstate Health and BenefitsOffers voluntary benefits and individual life and health products, including life, accident, critical illness, short-term disability and other health insurance products sold through independent agents, benefits brokers and Allstate exclusive agents. Also provides stop-loss and fully insured group health products to employers and short-term medical and medicare supplement insurance to individuals.
Run-off Property-Liability (1)Relates to property and casualty insurance policies written during the 1960s through the mid-1980s with exposure to asbestos, environmental and other claims in run-off.
Corporate and OtherIncludes debt service, holding company activities and certain non-insurance operations.

(1)Allstate Protection and Run-off Property-Liability segments comprise Property-Liability.

The Allstate Corporation 3

2023 Form 10-K Item 1. Business

Allstate Protection Segment

Our Allstate Protection segment accounted for 92.2% of Allstate’s 2023 consolidated insurance premiums and contract charges and 19.4% of Allstate’s December 31, 2023 PIF. This segment includes private passenger auto, homeowners, other personal lines and commercial insurance products offered through agents and directly through contact centers and online. Our stra

Showing the first 8K of 81K characters. Open the full section

Item 1A. Risk Factors

Summary Risks are grouped into three categories: (1) insurance and financial services, (2) business, strategy and operations and (3) macro, regulatory and risk environment. Many risks may affect more than one category and are included where the impact is most significant. If some of these risk factors occur, they may cause the emergence of or exacerbate the impact of other risk factors, which could materially increase the severity of the impact of these risks on our business, results of operations, financial condition or liquidity. The table below includes examples of risks from each category.

homeandautoa09.jpgInsurance and financial servicesbusinessandops.jpgBusiness, strategy and operationsmacroecona08.jpgMacro, regulatory and risk environment
Risks related to the insurance and financial services industriesRisks related to Allstate’s business and operating modelRisks that impact most companies
• Loss cost estimates are complex and losses are unknown at the time policies are sold • Claim frequency and severity volatility • Catastrophes and severe weather • Investment results are subject to market volatility and valuation judgments• Highly competitive industry • Changing consumer preferences • New or changing technologies •Ineffective Transformative Growth strategy implementation • Ability to maintain catastrophe reinsurance programs and limits • Fluctuations in financial strength and ratings • Loss of key business relationships • Ability to attract, develop and retain talent• Adverse changes in economic and capital market conditions • Large-scale pandemic events • Cybersecurity and privacy events • Changing climate conditions • Evolving environmental, social and governance expectations and standards • Regulatory and political changes

The Allstate Corporation Board of Directors (“Allstate Board”) has overall responsibility for oversight of Management’s design and implementation of our Enterprise Risk and Return Management (“ERRM”) framework that manages the business on an integrated basis following our risk and return principles. The Risk and Return Committee of the Allstate Board oversees effectiveness of the ERRM program, governance structure and risk-related decision-making, while focusing on the Company’s overall risk profile.

Image18.jpg See Management’s Discussion and Analysis (“MD&A”), Enterprise Risk and Return Management for further details.

Consider these cautionary statements carefully together with other factors discussed elsewhere in this document, in filings with the Securities and Exchange Commission (“SEC”) or in materials incorporated therein by reference.

homeandautoa08.jpgInsurance and financial services

Property and casualty actual claim costs may exceed current reserves established for claims due to changes in the inflationary, regulatory and litigation environment

Estimating claim reserves is an inherently uncertain and complex process. We continually refine our best estimates of losses after considering known facts and interpretations of the circumstances.

Our reserving methodology may be impacted by the following:

  • Models that rely on the assumption that past loss development patterns will persist into the future

  • Internal factors including experience with similar cases, actual claims paid, historical trends involving claim payment and case reserving patterns, pending levels of unpaid claims, loss management programs, product mix, contractual terms and changes in claim reporting and settlement practices

  • External factors such as inflation, court decisions, changes in law or litigation imposing unintended

coverage, regulatory requirements, changes in driving patterns, delays in reporting of claims and economic conditions, supply chain disruptions and labor shortages

  • The ultimate cost of losses, or our current estimates, have and may continue to vary materially from recorded reserves and such variance may adversely affect our results of operations and financial condition as the reserves and amounts due from reinsurers are reestimated

Image20.jpg See MD&A, Application of Critical Accounting Estimates for further details.

Unexpected increases in the frequency or severity of property and casualty claims may adversely affect our results of operations and financial condition

A significant increase in claim frequency could adversely affect our results of operations and financial condition. Changes in mix of business, miles driven, weather, driving behaviors or other factors can lead to changes in claim frequency. We may experience volatility in claim frequency, and short-term trends may not be predictive of future losses over the longer term.

Increases in claim severity can arise from numerous causes that are inherently difficult to

22 www.allstate.com

2023 Form 10-K Part I - Item 1A. Risk Factors and Other Disclosures

predict. The following factors have and may continue to impact claim severity for auto bodily injury, auto physical damage (including collision and property damage) and homeowners coverages:

  • Bodily injury — more severe accidents, an increase in claims with attorney representation, higher medical consumption, and inflation

  • Vehicle physical damage — inflation, supply chain disruptions and labor shortages impacting used vehicle and parts prices, labor rates, length of claim resolution, delays in the receipt of third-party carrier claims, and a higher mix of total losses

  • Homeowners — inflation in the construction industry, building materials and home furnishings, changes in the mix of loss type, and other economic and environmental factors, including short-term supply imbalances for services and supplies in areas affected by catastrophes

Catastrophes and severe weather events may subject us to significant losses

Catastrophic events could adversely affect operating results and cause them to vary significantly from one period to the next. Climate change could contribute to increased variability of catastrophe losses and underwriting results. Also, our liquidity could be constrained by a catastrophe, or multiple catastrophes, which could result in extraordinary losses, sales of investments or a downgrade of our debt or financial strength ratings.

Catastrophic losses are caused by wind and hail, wildfires, tornadoes, hurricanes, tropical storms, earthquakes, severe freeze events, volcanic eruptions, terrorism, cyber-attacks, civil unrest, industrial accidents and other such events.

Our personal property insurance business may incur catastrophe losses greater than:

  • Those experienced in prior years

  • The average expected level used in pricing

  • Current reinsurance coverage limits

  • Loss estimates from hurricane and earthquake models at various levels of probability

Property and casualty businesses are subject to claims arising from severe weather events such as winter storms, rain, hail and high winds. The incidence and severity of weather conditions resulting in claims are extremely volatile.

The total number of policyholders affected by the event, the severity of the event and the coverage provided contribute to catastrophe and severe weather losses. Increases in the insured values of covered property, geographic concentration and the number of policyholders exposed to certain events could increase the severity of claims from catastrophic and severe weather events.

Limitations in analytical models used to assess and predict the exposure to catastrophe losses may adversely affect our results of operations and financial condition

We use internally developed and third-party vendor models along with our own historical data to assess exposure to catastrophe losses. The models assume various conditions and probability scenarios and may not accurately predict future losses or measure losses currently incurred.

Price competition and changes in regulation and underwriting standards in property and casualty businesses may adversely affect our results of operations and financial condition

The personal property-liability market is highly competitive with carriers competing through underwriting, advertising, price, customer service, innovation and distribution. Changes in regulatory standards regarding underwriting and rates could also affect the ability to predict future losses and could impact profitability. Competitors can alter underwriting standards, lower prices and increase advertising, which could result in lower growth or profitability for Allstate. A decline in the growth or profitability of the property and casualty businesses could have a material effect on our results of operations and financial condition.

Our investment portfolios are subject to market risk and declines in credit quality which may adversely affect or create volatility in our investment income and cause realized and unrealized losses

We continually evaluate investment management strategies since we are subject to risk of loss due to adverse changes in interest rates, credit spreads, equity prices, real estate values, currency exchange rates and liquidity. Adverse changes have and may continue to occur due to changes in monetary and fiscal policy, inflation, geopolitical events and the economic climate, liquidity of a market or market segment, investor return expectations or risk tolerance, insolvency or financial distress of key market makers or participants, instability of the banking sector, or changes in market perceptions of credit worthiness.

Inflation has been and continues to remain elevated, which has led to volatility of interest rates. The U.S. Federal Reserve and other central banks have responded to inflationary pressure, generally through more restrictive monetary policy, including increasing target interest rates. These actions could create significant economic uncertainty. Market volatility resulting from these factors has and may continue to impact our investment valuations and returns and impact our results of operations and financial condition.

The Allstate Corporation 23

2023 Form 10-K Part I - Item 1A. Risk Factors and Other Disclosures

Our investments are subject to risks associated with economic and capital market conditions and factors that may be unique to our portfolio, including:

  • General weakening of the economy, which is typically reflected through higher credit spreads and lower equity and real estate valuations

  • Declines in credit quality

  • Declines in interest rates, credit spreads or sustained low interest rates could lead to declines in portfolio yields and investment income

  • Increases in market interest rates, credit spreads or a decrease in liquidity could have an adverse effect on the value of our fixed income securities that form a substantial majority of our investment portfolios

  • Supply chain disruptions, labor shortages, macro trends impacting real estate supply and demand and other factors may have an adverse impact on investment valuations and returns

  • Weak performance of general and joint venture partners and underlying investments unrelated to general market or economic conditions could lead to declines in investment income and cause realized losses in our limited partnership interests

  • Concentration in any particular issuer, industry, collateral type, group of related industries, geographic sector or risk type

The amount and timing of net investment income, capital contributions and distributions from our performance-based investments, which primarily include limited partnership interests that are recorded on a lag, can fluctuate significantly due to the underlying investments’ performance or changes in market or economic conditions. Additionally, these investments are less liquid than similar, publicly-traded investments and a decline in market liquidity could impact our ability to sell them at their current carrying values.

Declining equity markets or increases in interest rates or credit spreads could cause the value of the investments in our pension plans to decrease. Declines in interest rates could cause the funding ratio to decline and the value of the obligations for our pension and postretirement plans to increase. These factors could decrease the funded status of our pension and postretirement plans, increasing the likelihood or magnitude of future benefit expense and contributions.

Determination of the fair value and amount of credit losses for investments includes subjective judgments and could materially impact our results of operations and financial condition

The valuation of the portfolio is subjective, and the value of assets may differ from the actual amount received upon the sale of an asset. The degree of judgment required in determining fair values increases when:

  • Market observable information is less readily available

  • The use of different valuation assumptions may

have a material effect on the assets’ fair values

  • Changing market conditions could materially affect the fair value of investments

The determination of the amount of credit losses varies by investment type and is based on ongoing evaluation and assessment of known and inherent risks associated with the respective asset class or investment.

Such evaluations and assessments are highly judgmental and are revised as conditions change and new information becomes available.

We update our evaluations regularly and reflect changes in credit losses in our results of operations. Our conclusions may ultimately prove to be incorrect as assumptions, facts and circumstances change. When estimating credit loss allowances, historical loss trends, consideration of current conditions, and forecasts may not be indicative of future changes in credit losses and additional amounts may need to be recorded in the future.

Our participation in indemnification programs subjects us to the risk that reimbursement for qualifying claims and claims expenses may not be received

Participation in state-based industry pools, facilities and associations may have a material, adverse effect on our results of operations and financial condition. Our largest exposure is associated with the Michigan Catastrophic Claim Association (“MCCA”), a state-mandated indemnification mechanism for qualified personal injury protection losses that exceed a specified level. To the extent the MCCA’s current and future assessments are insufficient to reimburse its ultimate obligation on existing claims to member companies, our ability to obtain the 100% indemnification of ultimate losses could be impaired. We also participate in the Federal Government National Flood Insurance Program.

Image22.jpg For further discussion of these items, see Regulation section, Indemnification Programs and Note 11 of the consolidated financial statements.

We may not be able to mitigate the impact associated with changes in capital requirements

Regulatory requirements affect the amount of capital to be maintained by our subsidiary insurance companies. Changes to requirements or regulatory interpretations may result in additional capital held in our insurance companies and could require us to increase prices, reduce our sales of certain products, or accept a return on equity below original levels assumed in pricing.

A downgrade in financial strength ratings may have an adverse effect on our business

Financial strength ratings are important factors in establishing the competitive position of insurance companies and their access to capital markets. Rating agencies have and could downgrade or change the outlook on our ratings in the future due to:

24 www.allstate.com

2023 Form 10-K Part I - Item 1A. Risk Factors and Other Disclosures

  • Changes in the financial profile of one of our insurance companies

  • Changes in a rating agency’s determination of the amount of capital required to maintain a particular rating

  • Increases in the perceived risk of our investment portfolio, a reduced confidence in management or our business strategy, or other considerations that may or may not be under our control

A downgrade in our ratings could have an adverse effect on our sales, competitiveness, customer retention, the marketability of our product offerings, liquidity, access to and cost of borrowing or refinancing our existing debt obligations, results of operations and financial condition.

businessandops.jpgBusiness, strategy and operations

We operate in markets that are highly competitive

Markets in which we operate are highly competitive, and we must continually allocate resources to refine and improve products and services to maintain our reputation, enhance brand perception, and remain competitive. If we are unsuccessful in generating new business, retaining customers or renewing contracts, our ability to maintain or increase premiums written or the ability to sell our products could be adversely impacted.

Determining competitive position is complicated in the auto and homeowners insurance business as companies use different underwriting standards to accept new customers and quotes and close rates can fluctuate across companies and locations. Pricing of products is driven by multiple factors, including loss expectations, expense structure and dissimilar return targets. Additionally, sophisticated pricing algorithms make it difficult to determine what price potential customers would pay across competitors.

There is also significant competition for producers, such as exclusive and independent agents and their licensed sales professionals. Growth and retention may be materially affected if we are unable to attract and retain effective producers or if those producers are unable to attract and retain their licensed sales professionals or customers.

Our ability to adequately and effectively price our products is affected by the evolving nature of consumer needs and preferences, market and regulatory dynamics, broader use of telematics-based rate segmentation and potential change in consumer demand.

Many voluntary benefits contracts are renewed annually and consumer protection plan contracts are generally multi-year, but renewals occur on a rolling basis. There is a risk that employers and retailers may be able to obtain more favorable terms from competitors than they could by renewing coverage with us. These competitive pressures may adversely

affect the renewal of these contracts, as well as our ability to sell products.

Changing consumer preferences may adversely impact the demand for our products which may adversely impact our business

Growth and retention may be impacted if customer preferences change and we are unable to effectively adapt our business model and processes, including maintaining competitive products and allowing consumers to interact with us how they choose. Our business could be impacted by our ability to attract and retain customers through distribution channels that they prefer.

Our business may also be adversely impacted by new or changing technologies

Technological changes, such as autonomous or partially autonomous vehicles or technologies that facilitate ride, car or home sharing could disrupt the demand for products from current customers, create coverage issues, impact the frequency or severity of losses, or reduce the size of the automobile insurance market causing our auto insurance business to decline. Since auto insurance constitutes a significant portion of our overall business, we may be more sensitive than other insurers and more adversely affected by trends that could decrease auto insurance rates or reduce demand for auto insurance over time.

Technological advancements and innovation are occurring in distribution, underwriting, claims and operations at a rapid pace that may continue to accelerate. Nontraditional competitors could enter the insurance market and further accelerate these trends. Our competitive position could be impacted if we are unable to deploy, in a cost effective and competitive manner, technology such as artificial intelligence, large language models and machine learning that collects and analyzes data to inform underwriting or other decisions, or if our competitors collect and use data which we do not have the ability to access or use. Innovations must be implemented in compliance with applicable insurance regulations and in a responsible and compliant manner. These changes may require extensive modifications to our systems and processes and extensive coordination with and reliance on the systems and operations of third parties. If we are unable to adapt to or bring such advancements and innovations to market, the quality of our products, our relationships with customers and agents, competitive position and business prospects may be materially affected. Changes in technology related to collection and application of data regarding customers could expose us to regulatory or legal actions and may have a material adverse effect on our business, reputation, results of operations and financial condition.

Changes in technology and customer preferences may impact the ways in which we interact, do business with our customers and design our products. We may not be able to respond effectively or in a timely manner to these changes, including developing and deploying customer-facing technology to address these changing preferences and maintaining competitive technology,

The Allstate Corporation 25

2023 Form 10-K Part I - Item 1A. Risk Factors and Other Disclosures

which could have an adverse effect on our results of operations and financial condition.

Executing our strategy to advance and innovate technology has and may continue to impact our workforce as we require new and different skills, particularly those in areas such as digital, data and analytics and technology to achieve our strategic goals. Advancements in technology and changes in consumer preferences may also impact our workforce needs in the future.

Transformative Growth strategy implementation may not be effective

The Transformative Growth strategy is to accelerate growth by improving customer value, expanding customer access, increasing sophistication and investment in customer acquisition, modernizing the technology ecosystem and driving organizational transformation. Implementation is focused on the property-liability businesses and impacts all aspects of Allstate’s customer experience and business model, spanning product distribution and sales, operations and servicing, and claims processing. As part of the strategy, we have developed and continue to develop new insurance and non-insurance products and services to provide affordable, simple, and connected protection through multiple distribution channels. We have also expanded our product and service offerings through acquisitions and may continue to do so. If the strategy is not implemented effectively, customer retention and policy growth objectives could be adversely impacted. Lost business opportunities may result due to slower than anticipated speed to market. New products and services may not be as profitable as our existing products, may not perform as well as we expect and may change our risk exposures. External forces including competitor actions or regulatory changes may also have an adverse effect on the value generated from the transformation.

Our catastrophe management strategy may adversely affect premium growth

Catastrophe risk management actions have led us to reduce the size of our homeowners business, including customers with auto and other personal lines products and may negatively impact future sales. Adjustments to our business structure, size and underwriting practices in markets with significant severe weather and catastrophe risk exposure could adversely impact premium growth rates and retention.

The ability of our subsidiaries to pay dividends may affect our liquidity and ability to meet our obligations

The Allstate Corporation is a holding company with no significant operations. Its principal assets are the stock of its subsidiaries and its directly held cash and investment portfolios. Its liabilities include debt and pension and other postretirement benefit obligations related to employees. State insurance regulatory authorities limit the payment of dividends by insurance subsidiaries, as described in Note 17 of the consolidated financial statements. The limitations are based on statutory income and surplus. In addition, competitive pressures generally require the

subsidiaries to maintain insurance financial strength ratings. These restrictions and other regulatory requirements may affect the ability of subsidiaries to make dividend payments. Limits on the ability of the subsidiaries to pay dividends could adversely affect holding company liquidity, including the ability to pay dividends to shareholders, service debt or complete share repurchase programs as planned.

Changes in regulatory or rating agency capital requirements could decrease deployable capital and potentially reduce future dividends paid by our insurance companies.

Image25.jpg For a discussion of capital requirements, see Regulation section, Limitations on Dividends by Insurance Subsidiaries.

Our ability to pay dividends or repurchase stock is subject to limitations under terms of certain of our securities

The terms of the outstanding subordinated debentures prohibit us from declaring or paying any dividends or distributions on our common or preferred stock or redeeming, purchasing, acquiring or making liquidation payments on our common stock or preferred stock if we have elected to defer interest payments on the subordinated debentures, subject to certain limited exceptions.

If the full preferred stock dividends for all preceding dividend periods have not been declared and paid, we generally may not repurchase or pay dividends on common stock during any dividend period while our preferred stock is outstanding.

Image26.jpg See Note 13 of the consolidated financial statements.

Reinsurance may be unavailable at current levels and prices, which may limit our ability to write new business

Market conditions impact the availability and cost of the reinsurance we purchase. Reinsurance may not remain continuously available to us to the same extent and on the same terms and rates as were historically available or is currently available. Our ability to economically justify reinsurance to reduce our catastrophe risk in designated areas may depend on our ability to adjust premium rates to fully or partially recover cost. If we cannot maintain our current level of reinsurance or purchase new reinsurance protection in amounts we consider sufficient at acceptable prices, we would have to either accept an increase in our catastrophe exposure, reduce our insurance exposure or seek other alternatives.

Unfavorable conditions in the insurance-linked securities (“ILS”) market may increase the cost to use ILS or issue new securities in amounts we consider sufficient at acceptable prices.

26 www.allstate.com

2023 Form 10-K Part I - Item 1A. Risk Factors and Other Disclosures

Reinsurance subjects us to counterparty risk and may not be adequate to protect us against losses arising from ceded insurance

Collecting from reinsurers is subject to uncertainty arising from factors that include:

  • Whether reinsurers, their affiliates or certain indemnitors have the financial capacity and willingness to make payments under the terms of a reinsurance treaty or contract

  • Whether insured losses meet the qualifying conditions of the reinsurance contract

Our inability to recover from a reinsurer could have a material effect on our results of operations and financial condition.

Acquisitions or divestitures of businesses may not produce anticipated benefits, resulting in operating difficulties, unforeseen liabilities or asset impairments

The ability to achieve certain anticipated financial benefits from the acquisition of businesses depends in part on our ability to successfully grow and integrate the businesses consistent with our anticipated acquisition economics. Financial results could be adversely affected by unanticipated performance issues, unforeseen liabilities, transaction-related charges, diversion of management time and resources to acquisition integration challenges or growth strategies, loss of key employees, challenges in integrating information technology systems of acquired companies with our own, amortization of expenses related to intangibles, charges for impairment of long-term assets or goodwill and indemnifications.

Acquired businesses may not perform as projected, cost savings anticipated from the acquisition may not materialize, and costs associated with the integration may be greater than anticipated. As a result, if we do not manage these integrations effectively, the quality of our products as well as our relationships with customers and partners may result in the company not achieving returns on its investment at the level projected at acquisition.

We also may divest businesses from time to time. These transactions may result in continued financial involvement in the divested businesses, such as through reinsurance, guarantees or other financial arrangements, following the transaction. If the acquiring companies do not perform under the arrangements, our financial results could be negatively impacted.

We may be subject to the risks and costs associated with intellectual property infringement, misappropriation and third-party claims

We rely on a combination of contractual rights and copyright, trademark, patent and trade secret laws to establish and protect our intellectual property. Third parties may infringe or misappropriate our intellectual property. We may have to litigate to enforce and protect intellectual property and to determine its scope, validity or enforceability, which could divert significant resources and prove unsuccessful. An

inability to protect intellectual property or an inability to successfully defend against a claim of intellectual property infringement could have a material effect on our business.

We may be subject to claims by third parties for patent, trademark or copyright infringement or breach of usage rights. Any such claims and any resulting litigation could result in significant expense and liability. If third-party providers or we are found to have infringed a third-party intellectual property right, either of us could be enjoined from providing certain products or services or from utilizing and benefiting from certain methods, processes, copyrights, trademarks, trade secrets or licenses. Alternatively, we could be required to enter into costly licensing arrangements with third parties or implement costly work-arounds. Any of these scenarios could have a material effect on our business and results of operations.

Loss of key vendor relationships, disruptions to the provision of products or services by a vendor, or failure of a vendor to provide and protect reliable data, and proprietary information, or personal information of our customers, claimants or employees could adversely affect our operations

We rely on services and products provided by many vendors in the U.S. and abroad. These include vendors of computer hardware, software, cloud technology and software as a service, as well as vendors or outsourcing of services such as:

  • Claim and administrative services

  • Call center services for customer support

  • Human resource benefits management

  • Information technology support

  • Investment management services

  • Financial and business support services

We continue to identify ways to improve operating efficiency and reduce cost, which may result in additional outsourcing arrangements in the future. If we are not successful transitioning work to a vendor or a key vendor becomes unable to continue to provide products or services, fails to meet service level standards, or if any vendor fails to protect our confidential, proprietary, and other information, or if our business continuity plans do not sufficiently address a vendor-related business interruption, we may suffer operational impairments and financial losses.

Our ability to attract, develop, and retain talent to maintain appropriate staffing levels and establish a successful work culture is critical to our success

Competition for qualified employees with highly specialized knowledge in areas such as underwriting, data and analytics, technology and e-commerce, is intense and we have experienced increased competition in hiring and retaining employees. The increased prevalence of remote-working arrangements that do not require employees to relocate to take a new job could contribute to higher turnover.

The Allstate Corporation 27

2023 Form 10-K Part I - Item 1A. Risk Factors and Other Disclosures

Factors that affect our ability to attract and retain such employees include:

  • Compensation and benefits

  • Training and re-skilling programs

  • Reputation as a successful business with a culture of fair hiring, and of training and promoting qualified employees

  • Recognition of and response to changing trends and other circumstances that affect employees

The unexpected loss of key personnel could have a material adverse impact on our business because of the loss of their skills, knowledge of our products and offerings and years of industry experience and, in some cases, the difficulty of promptly finding qualified replacement personnel.

macroecona09.jpgMacro, regulatory and risk environment

Conditions in the global economy and capital markets could adversely affect our business and results of operations

Global economic and capital market conditions could adversely impact demand for our products, returns on our investment portfolio and results of operations. The conditions that would have the largest impact on our business include:

  • Low or negative economic growth

  • Interest rate levels

  • Rising inflation increasing claims and claims expense

  • Substantial increases in delinquencies or defaults on debt

  • Significant downturns in the market value or liquidity of our investment portfolio

  • Prolonged downturn in equity valuations

  • Reduced consumer spending and business investment

Stressed conditions, volatility and disruptions in global capital markets or financial asset classes could adversely affect our investment portfolio. Our assumptions about portfolio diversification may not hold across market conditions, which could lead to heightened investment losses.

Capital and credit market conditions may significantly affect our ability to meet liquidity needs or obtain credit on acceptable terms

In periods of extreme volatility and disruption in the capital and credit markets, liquidity and credit capacity may be severely restricted. Our access to additional financing depends on a variety of factors such as market conditions, the general availability of credit, the overall availability of credit to our industry, our credit ratings and credit capacity, as well as lenders’ perception of our long- or short-term financial prospects. In such circumstances, our ability to obtain capital to fund operating expenses, financing costs,

capital expenditures or acquisitions may be limited, and the cost of any such capital may be significant.

A large-scale pandemic, the occurrence of terrorism, military actions, social unrest or other actions may have an adverse effect on our business

A large-scale pandemic, such as the Coronavirus and its impacts, the occurrence of terrorism, military actions, social unrest or other actions, may result in loss of life, property damage, and disruptions to commerce and reduced economic activity. Some of the assets in our investment portfolio may be adversely affected by declines in the equity markets, changes in interest rates, reduced liquidity and economic activity caused by a large-scale pandemic. Additionally, a large-scale pandemic or terrorist act could have a material effect on sales, liquidity and operating results.

While most of the risks related to the Coronavirus have moderated, some longer-term impacts remain, such as supply chain disruptions, labor shortages, and other macroeconomic factors that have increased inflation and asset values. These factors have affected our operations and may continue to significantly affect our results of operations, financial condition and liquidity and should be considered when comparing the current period to prior periods.

Image30.jpg See MD&A, Highlights for a summary of the impacts on our operations, each of our segments and investments that may continue, emerge, evolve or accelerate into 2024.

The failure in cyber or other information security controls, as well as the occurrence of events unanticipated in our disaster recovery processes and business continuity planning, could result in a loss or disclosure of confidential information, damage to our reputation, additional costs and impair our ability to conduct business effectively

We depend heavily on computer systems, mathematical algorithms and data to perform necessary business functions. There are threats that could impact our ability to protect our data and systems; if the threats materialize, they could impact confidentiality, integrity and availability:

  • Confidentiality — protecting our data from disclosure to unauthorized parties

  • Integrity — ensuring data is not changed accidentally or without authorization and is accurate

  • Availability — ensuring our data and systems are accessible to meet our business needs

We collect, use, store or transmit a large amount of confidential, proprietary and other information (including personal information of customers, claimants or employees) in connection with the operation of our business. Systems are subject to increased cyberattacks and unauthorized access, such as physical and electronic break-ins or unauthorized tampering.

28 www.allstate.com

2023 Form 10-K Part I - Item 1A. Risk Factors and Other Disclosures

We constantly defend against threats to our data and systems, including malware and computer virus attacks, unauthorized access, system failures and disruptions. We have experienced breaches of our data and systems, although to date none of these breaches has had a material effect on our business, operations or reputation. Events like these jeopardize the information processed and stored in, and transmitted through, our computer systems and networks and otherwise cause interruptions or malfunctions in our operations, which could result in damage to our reputation, financial losses, litigation, increased costs, regulatory penalties or customer dissatisfaction.

These risks may increase in the future as threats become more sophisticated and we continue to expand internet and mobile strategies, develop additional remote connectivity solutions to serve our employees and customers, develop and expand products and services designed to protect customers’ digital footprint, and build and maintain an integrated digital enterprise.

Our increased use of third-party services (e.g., cloud technology and software as a service) can make it more difficult to identify and respond to cyberattacks in any of the above situations. Although we may review and assess third-party vendor cyber security controls, our efforts may not be successful in preventing or mitigating the effects of such events. Third parties to whom we outsource certain functions are also subject to cybersecurity risks.

Personal information is subject to an increasing number of federal, state, local and international laws and regulations regarding privacy and data security, as well as contractual commitments. Any failure or perceived failure by us to comply with such obligations may result in governmental enforcement actions and fines, litigation or public statements against us by consumer advocacy groups or others and could cause our employees and customers to lose trust in us, which could have an adverse effect on our reputation and business.

Our integrated operational risk and return management processes and practices may not be sufficient to timely detect and mitigate operational risks, including those posed by third-party service providers, that could have an adverse effect on our reputation and business.

Image28.jpg See the Regulation section, Privacy Regulation and Data Security, for additional information.

The occurrence of a disaster or event that results in the shut-down, disruption, degradation or unavailability of one or more of our systems or facilities, unanticipated problems with our disaster recovery processes, or a support failure from external providers, could have an adverse effect on our ability to conduct business and on our results of operations and financial condition, particularly if those events affect our computer-based data processing, transmission, storage, and retrieval systems or destroy data. If a significant number of employees were unavailable or unable to access our systems in the

event of a disaster, our ability to effectively conduct business could be severely compromised.

Losses from changing climate and weather conditions may adversely affect our financial condition, profitability or cash flows

Climate change affects the occurrence of certain natural events, such as increasing the frequency or severity of wind, tornado, hailstorm and thunderstorm events due to increased convection in the atmosphere. There could also be more frequent wildfires in certain geographies, more flooding and the potential for increased severity of hurricanes. As a result, incurred losses from such events and the demand, price and availability of reinsurance coverages for automobile and homeowners insurance may be affected.

Climate change may also impact insurability by impairing our ability to identify and quantify potential hazards that will result in losses and offer our customers products at an affordable price. Our investment portfolio is also subject to the effects of climate change as economic shifts alter the return dynamic of long-term investments and increase valuation risk.

Due to significant variability associated with future changing climate conditions, we are unable to predict the impact climate change will have on our businesses.

Our efforts to meet evolving environmental, social, and governance standards may not meet stakeholders' expectations

Some of our existing or potential investors, customers, employees, regulators, and other stakeholders evaluate our business practices according to a variety of environmental, social and governance (“ESG”) standards and expectations, including those related to climate change, inclusive diversity and equity, data privacy, and the well-being of our employees. Some regulators have proposed or adopted, or may propose or adopt, pro- or anti-ESG rules or standards applicable to our business.

Our business practices and disclosures are evaluated against ESG standards which are continually evolving and not always well defined or readily measurable today. ESG-related expectations may also reflect contrasting or conflicting values or agendas. Our practices may not change in the particular ways or at the rate stakeholders expect. We may fail to meet our commitments or targets. Our policies and processes to evaluate and manage ESG priorities in coordination with other business priorities may not prove completely effective or fully satisfy our stakeholders. Customers and potential customers may choose not to do business with us based on our ESG practices and related policies and actions. We may face adverse regulatory, investor, media, or public scrutiny leading to business, reputational, or legal challenges.

The Allstate Corporation 29

2023 Form 10-K Part I - Item 1A. Risk Factors and Other Disclosures

We are subject to extensive regulation, and potential further restrictive regulation may increase operating costs and limit growth

We largely operate in the highly regulated insurance and broader financial services sectors and are subject to extensive laws and regulations that are complex and subject to change. Changes may lead to additional expenses, increased legal exposure, or increased reserve or capital requirements limiting our ability to grow or to achieve targeted profitability. Moreover, laws and regulations are administered and enforced by governmental authorities that exercise interpretive latitude, including:

  • State insurance regulators

  • State securities administrators

  • State attorneys general

  • Federal agencies including the SEC, the Financial Industry Regulatory Authority, the Department of Labor, the U.S. Department of Justice, the Consumer Financial Protection Bureau and the National Labor Relations Board

Consequently, compliance with one regulator’s or enforcement authority’s interpretation of a legal issue may not result in compliance with another’s interpretation of the same issue.

There is risk that one regulator’s or enforcement authority’s interpretation of a legal issue may change to our detriment. There is also a risk that changes in the overall legal environment may cause us to change our views regarding the actions we need to take from a legal risk management perspective. This could necessitate changes to our practices that may adversely impact our business. In some cases, state insurance laws and regulations are generally intended to protect or benefit purchasers or users of insurance products, not holders of securities that we issue. These laws and regulations may limit our ability to grow or to improve the profitability of our business.

We have business process and information technology operations in Canada, India, the United Kingdom and Mexico that are subject to operating, regulatory and political risks in those countries. We also outsource certain business functions to vendors located in foreign countries, including India, Mexico, Colombia, South Africa and the Philippines, that are subject to operating, regulatory and political risks in those countries. We may incur substantial costs and other negative consequences if any of these risks occur, including an adverse effect on our business, results of operations and financial condition.

A regulatory environment that requires rate increases to be approved, can dictate underwriting practices and mandate participation in loss sharing arrangements, may adversely affect results of operations and financial condition

Political events and positions can affect the insurance market, including efforts to suppress rates to a level that may not allow us to reach targeted levels of profitability. Regulatory challenges to rate increases, especially during inflationary periods with more

significant rate changes, may restrict rate changes that may be required to achieve targeted levels of profitability and returns on equity. If we are unsuccessful, our results of operations could be negatively impacted. Certain states may enact regulatory reforms regarding insurance rating that may make it more difficult to obtain rates that appropriately reflect the risk.

In addition, certain states have enacted laws that require an insurer conducting business in that state to participate in assigned risk plans, reinsurance facilities and joint underwriting associations. Certain states also require the insurer to offer coverage to all consumers, often restricting an insurer’s ability to charge the price it might otherwise charge for the risk acceptance. In these markets, we may be compelled to underwrite significant amounts of business at lower-than-desired rates, possibly leading to an unacceptable return on equity. Alternatively, as the facilities recognize a financial deficit, they could have the ability to assess participating insurers, adversely affecting our results of operations and financial condition. Laws and regulations of many states also limit an insurer’s ability to withdraw from one or more lines of insurance, except pursuant to a plan that is approved by the state insurance department. Certain states require an insurer to participate in guaranty funds for impaired or insolvent insurance companies. These funds periodically assess losses against all insurance companies doing business in the state. Our results of operations and financial condition could be adversely affected by any of these factors.

Regulatory reforms, and the more stringent application of existing regulations, may make it more expensive for us to conduct our business

The federal government has enacted and continues to propose comprehensive regulatory reforms for financial services entities. As part of a larger effort to strengthen the regulation of the financial services market, certain reforms are applicable to the insurance industry. A growing number of state laws, enforced by a variety of regulators, on issues such as privacy and cybersecurity may also increase expenses and require additional compliance activities.

The Federal Insurance Office and Financial Stability Oversight Council have been established, and the federal government may enact reforms that affect the state insurance regulatory framework. The potential impact of state or federal measures that change the nature or scope of insurance and financial regulation is uncertain but may make it more expensive for us to conduct business and limit our ability to grow or achieve profitability.

Losses from legal and regulatory actions may be material to our results of operations, cash flows and financial condition

We are involved in various legal actions, including class-action litigation challenging a range of company practices; including coverages provided by our insurance products, some of which involve claims for substantial or indeterminate amounts. We are also

30 www.allstate.com

2023 Form 10-K Part I - Item 1A. Risk Factors and Other Disclosures

involved in various regulatory actions and inquiries, including market conduct exams by state insurance regulatory agencies. In the event of an unfavorable outcome in any of these matters, the ultimate liability may be more than amounts currently accrued or disclosed in our reasonably possible loss range and may be material to our results of operations, cash flows and financial condition.

Image29.jpg See Note 15 of the consolidated financial statements.

Changes in or the application of accounting standards issued by standard-setting bodies and changes in tax laws may adversely affect our results of operations and financial condition

Our financial statements are subject to GAAP, which are periodically revised, interpreted or expanded. Accordingly, we may be required to adopt new guidance or interpretations, which may have a material effect on our results of operations and financial condition and could adversely impact financial strength ratings.

  • Market declines, changes in business strategies or other events impacting the fair value of goodwill or purchased intangible assets could result in an impairment charge to income

  • Realization of our deferred tax assets assumes that we can fully utilize the deductions recognized for tax purposes; we may recognize additional tax expense if these assets are not fully utilized

  • New tax legislative initiatives may be enacted that may impact our effective tax rate and could adversely affect our tax positions or tax liabilities

Image30.jpg See the Regulation section, MD&A, Application of Critical Accounting Estimates and Note 2 of the consolidated financial statements for further details.

Misconduct or fraudulent acts by employees, agents and third parties may expose us to financial loss, disruption of business, regulatory assessments and reputational harm

The company and the insurance industry are susceptible to past and future misconduct or fraudulent activities by employees, representative agents, vendors, customers and other third parties. These activities could include:

  • Fraud against the company, its employees and its customers through illegal or prohibited activities

  • Unauthorized acts or representations, unauthorized use or disclosure of personal or proprietary information, deception, and misappropriation of funds or other benefits

Item 1B. Unresolved Staff Comments

None.

Item 1C. Cybersecurity

Governance

The Allstate Corporation Board of Directors (“Allstate Board”) has overall responsibility for oversight of enterprise risk.

The Audit Committee of the Allstate Board oversees the effectiveness of the cybersecurity program. The Audit Committee retains an external cybersecurity advisor to consult on cybersecurity matters and perform assessments of the Allstate Information Security Program.

The Chief Information Security Officer (“CISO”) regularly updates the Audit Committee and Allstate Board on Information Security Program status, cybersecurity risk management, the control environment, emerging threat intelligence and key risk and performance measurements. In addition, the CISO provides updates to senior leadership, the Audit Committee and the Allstate Board, as appropriate.

Jeffrey Wright is senior vice president and CISO for Allstate. He is responsible for the development and execution of the security strategy which protects Allstate’s information from external and internal cybersecurity threats. Mr. Wright has more than 20 years of information security leadership experience.

Risk Management and Strategy

The Enterprise Risk and Return Council has delegated the power and authority to manage cybersecurity risks to the Information Security Council (“ISC”). The CISO chairs the ISC, with senior management representation from across the Company including representatives from Privacy, Legal and Technology. The ISC monitors, makes mitigating decisions about, and escalates information security risks that are outside the Company’s established risk tolerance. Additionally, it provides executive sponsorship of information security controls and oversees the development and review of the information security policy and enterprise security standards.

Allstate evaluates candidates for information security positions based on experience and qualifications. Senior leadership, team leads and subject matter experts conduct interviews to identify top candidates who represent the technical and behavioral acumen required of cybersecurity professionals at Allstate. Allstate provides cybersecurity employees with continuing education associated with their roles and responsibilities.

Information Security Program Allstate has implemented a robust Information Security Program to manage material risks from cybersecurity threats. The Company’s Program uses a risk-based, defense-in-depth approach to identify, assess and manage cybersecurity risks to the Company’s information assets and systems, enabling the business to achieve its objectives. The Information Security Program is aligned with industry best practices and standards including the ISO 27001/27002 standards, the Control Objectives for Information and Related Technologies

The Allstate Corporation 31

2023 Form 10-K Part I - Item 1A. Risk Factors and Other Disclosures

Framework and the National Institute of Standards and Technology Cybersecurity Framework (“NIST CSF”).

Allstate conducts risk and control assessments to proactively identify and assess the likelihood and impact of specific information security risks using the NIST CSF. The Company conducts these risk assessments at multiple levels of scope, including applications, business processes, business units, and enterprise. Allstate documents the identified risks, tracking them based on potential impact and the likelihood that harm might occur. The Company manages the risks in accordance with its Information Security Program.

Allstate’s Information Security Program outlines the responsibilities and expectations for the security of Allstate information systems. The Program includes standards, policies and procedures requiring the implementation of technical, administrative and physical controls to manage the risk to Allstate information and systems. These standards, policies and procedures cover industry-standard information security domains, including risk assessment, third-party supplier risk management, vulnerability management, identity and access management, application security, network security, cybersecurity awareness training, encryption and incident management.

Allstate conducts periodic assessments, designed to evaluate effectiveness of implemented controls. The Company performs vulnerability scans and penetration tests to assess controls and proactively identify vulnerabilities for prioritization and remediation. Findings are managed and tracked in accordance with Allstate’s governance, risk and compliance standards.

Dedicated personnel support information security operations 24 hours per day, seven days per week. Allstate’s incident response program is designed to detect, respond and recover from a range of cybersecurity-related incidents.

Item 2. Properties

In Illinois, the Company has 11 locations totaling approximately 480 thousand square feet of office space.

In North America, we operate from approximately 780 retail stores, administrative, data processing, claims handling and other support facilities that total 710 thousand square feet owned and 4.3 million square feet leased.

Outside North America, we own one and lease two properties in Northern Ireland comprising approximately 200 thousand square feet. We also have two leased facilities in India for approximately 500 thousand square feet and two leased facilities in London for approximately seven thousand square feet.

The locations where Allstate exclusive agencies operate in the U.S. are typically leased by the agencies.

Item 3. Legal Proceedings

Information required for Item 3 is incorporated by reference to the discussion under the heading “Regulation and compliance” and under the heading “Legal and regulatory proceedings and inquiries” in Note 15 of the consolidated financial statements.

Item 4. Mine Safety Disclosures

Not applicable.

32 www.allstate.com

2023 Form 10-K

Part II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

As of January 31, 2024, there were 56,831 holders of record of The Allstate Corporation’s common stock. The principal market for the common stock is the New York Stock Exchange, where our common stock trades under the trading symbol “ALL”. Our common stock is also listed on the Chicago Stock Exchange.

Common stock performance graph

The following performance graph compares the cumulative total shareholder return on Allstate common stock for a five-year period (December 31, 2018 to December 31, 2023) with the cumulative total return of the S&P Property and Casualty Insurance Index (S&P P/C) and the S&P 500 stock index.

730

Value at each year-end of $100 initial investment made on December 31, 2018
12/31/201812/31/201912/31/202012/31/202112/31/202212/31/2023
Allstate$100.00$138.82$138.65$152.35$180.29$191.72
S&P P/C$100.00$125.87$133.84$157.27$186.95$207.04
S&P 500$100.00$131.47$155.65$200.29$163.98$207.04

The Allstate Corporation 33

2023 Form 10-K

Issuer Purchases of Equity Securities

PeriodTotal number of shares (or units) purchased (1)Average price paid per share (or unit)Total number of shares (or units) purchased as part of publicly announced plans or programsMaximum number (or approximate dollar value) of shares (or units) that may yet be purchased under the plans or programs (2)
October 1, 2023 - October 31, 2023
Open Market Purchases329$112.37—
November 1, 2023 - November 30, 2023
Open Market Purchases125,437$134.12—
December 1, 2023 - December 31, 2023
Open Market Purchases2,798$138.37—
Total128,564$134.15—$472million

(1)In accordance with the terms of its equity compensation plans, Allstate acquired the following shares in connection with the vesting of restricted stock units and performance stock awards and the exercise of stock options held by employees and/or directors. The shares were acquired in satisfaction of withholding taxes due upon exercise or vesting and in payment of the exercise price of the options.

October: 329

November: 125,437

December: 2,798

(2)In August 2021, we announced the approval of a common share repurchase program for $5 billion. In July 2023, we suspended repurchasing shares under the current authorization. The authorization for the share repurchase program expires on March 31, 2024. The Inflation Reduction Act, enacted in August 2022, imposes a 1% excise tax on stock repurchases occurring after December 31, 2022. The excise tax on common stock repurchases is classified as an additional cost of the stock acquired included in treasury stock in shareholders’ equity*.*

Item 6. [Reserved]

None.

34 www.allstate.com

2023 Form 10-K

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Page
2023 Highlights36
Property-Liability Operations41
Allstate Protection43
Run-off Property-Liability51
Protection Services54
Property and Casualty Insurance Claims and Claims Expense Reserves56
Allstate Health and Benefits63
Investments65
Market Risk74
Capital Resources and Liquidity77
Enterprise Risk and Return Management82
Application of Critical Accounting Estimates85
Regulation and Legal Proceedings96
Pending Accounting Standards96

The Allstate Corporation 35

2023 Form 10-K

2023 Highlights

Overview

The following discussion highlights significant factors influencing the consolidated financial position and results of operations of The Allstate Corporation (referred to in this document as “we,” “our,” “us,” the “Company” or “Allstate”). It should be read in conjunction with the consolidated financial statements and related notes found under Item 8. contained herein.

A discussion of strategy, including updates to the multi-year Transformative Growth initiative, can be found in Part 1, Item 1. Business.

This section of this Form 10-K generally discusses 2023 and 2022 results and year-to-year comparisons between 2023 and 2022. Discussions of 2021 results and year-to-year comparisons between 2022 and 2021 that are not included in this Form 10-K can be found in Management’s Discussion and Analysis (“MD&A”) in Part II, Item 7 of our annual report on Form 10-K for 2022, filed February 16, 2023. Certain amounts have been reclassified or recast to reflect the application of the new guidance to all in-scope long-duration insurance contracts and to conform to current year presentation.

The most important factors we monitor to evaluate the financial condition and performance for our reportable segments and the Company include:

*•*Allstate Protection: premium, policies in force (“PIF”), new business sales, policy retention, price changes, claim frequency and severity, catastrophes, loss ratio, expenses, underwriting results and combined ratio

*•*Protection Services: revenues, premium written, PIF and adjusted net income

*•*Allstate Health and Benefits: premiums, other revenue, new business sales, PIF, benefit ratio, expenses and adjusted net income

*•*Investments: exposure to market risk, asset allocation, credit quality, total return, net investment income, cash flows, net gains and losses on investments and derivatives, unrealized capital gains and losses, long-term returns and asset duration

*•*Financial condition: liquidity, parent holding company deployable assets, financial strength ratings, operating leverage, debt levels, book value per share and return on equity

Measuring segment profit or loss

The measure of segment profit or loss used in evaluating performance is underwriting income for the Allstate Protection and Run-off Property-Liability segments and adjusted net income for the Protection Services, Allstate Health and Benefits, and Corporate and Other segments.

Underwriting income is calculated as premiums earned and other revenue, less claims and claims expense (“losses”), Shelter-in-Place Payback expense, amortization of deferred policy acquisition costs (“DAC”), operating costs and expenses, amortization or impairment of purchased intangibles, and restructuring and related charges, as determined using accounting principles generally accepted in the United States of America (“GAAP”). We use this measure in our evaluation of results of operations to analyze profitability.

Adjusted net income is net income (loss) applicable to common shareholders, excluding:

•Net gains and losses on investments and derivatives
•Pension and other postretirement remeasurement gains and losses
•Business combination expenses and the amortization or impairment of purchased intangibles
•Income or loss from discontinued operations
•Gain or loss on disposition
•Adjustments for other significant non-recurring, infrequent or unusual items, when (a) the nature of the charge or gain is such that it is reasonably unlikely to recur within two years, or (b) there has been no similar charge or gain within the prior two years
•Income tax expense or benefit on reconciling items

36 www.allstate.com

2023 Form 10-K

Macroeconomic Impacts

Macroeconomic factors have and may continue to impact the results of our operations, financial condition and liquidity, such as U.S. government fiscal and monetary policies, banking system instability, the Russia/Ukraine and Israel/Hamas conflicts and the remaining impacts of the Novel Coronavirus Pandemic or COVID-19 (“Coronavirus”), such as supply chain disruptions, labor shortages and other macroeconomic factors that have increased inflation.

Inflation continues to remain elevated, which led to increases in interest rates by the Federal Reserve and many foreign governmental authorities and central banks. These actions could create significant economic uncertainty. Market volatility resulting from these factors and from disruptions in the banking industry have and may continue to impact our investment valuations and returns.

These factors have affected our operations and may continue to significantly affect our results of operations, financial condition and liquidity and should be considered when comparing the current period to prior periods. Macroeconomic impacts are disclosed in Part 1 “Item 1A. Risk Factors’’, including the risk factors titled “A large-scale pandemic, the occurrence of terrorism, military actions, social unrest or other actions may have an adverse effect on our business” and “Conditions in the global economy and capital markets could adversely affect our business and results

of operations”. This is not inclusive of all potential impacts and should not be treated as such. Within the MD&A, we have included further disclosures related to macroeconomic impacts on our 2023 results.

Israel/Hamas Conflict

As of December 31, 2023, we have approximately $47 million

Showing the first 8K of 348K characters. Open the full section

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Information required for Item 7A is incorporated by reference to the material under the caption “Market Risk” in Part II, Item 7 of this report.

96 www.allstate.com

2023 Form 10-K

Item 8. Financial Statements and Supplementary Data

Consolidated Financial StatementsPage
Consolidated Statements of Operations98
Consolidated Statements of Comprehensive Income (Loss)99
Consolidated Statements of Financial Position100
Consolidated Statements of Shareholders’ Equity101
Consolidated Statements of Cash Flows102
Notes to Consolidated Financial Statements
Note 1General103
Note 2Summary of Significant Accounting Policies104
Note 3Dispositions118
Note 4Reportable Segments119
Note 5Investments123
Note 6Fair Value of Assets and Liabilities133
Note 7Derivative Financial Instruments and Off-balance Sheet Financial Instruments141
Note 8Variable Interest Entities146
Note 9Reserve for Property and Casualty Insurance Claims and Claims Expense147
Note 10Reserve for Future Policy Benefits and Contractholder Funds154
Note 11Reinsurance and Indemnification159
Note 12Deferred Policy Acquisition Costs164
Note 13Capital Structure165
Note 14Company Restructuring169
Note 15Commitments, Guarantees and Contingent Liabilities169
Note 16Income Taxes175
Note 17Statutory Financial Information and Dividend Limitations177
Note 18Benefit Plans178
Note 19Equity Incentive Plans184
Note 20Supplemental Cash Flow Information186
Note 21Other Comprehensive Income (Loss)187
Note 22Quarterly Results (unaudited)188
Report of Independent Registered Public Accounting Firm (Deloitte and Touche LLP: PCAOB ID No. 34)189

The Allstate Corporation 97

2023 Form 10-K Financial Statements

The Allstate Corporation and Subsidiaries

Consolidated Statements of Operations

Years Ended December 31,
(In millions, except per share data)202320222021
Revenues
Property and casualty insurance premiums$50,670$45,904$42,218
Accident and health insurance premiums and contract charges1,8461,8321,834
Other revenue2,4002,3442,172
Net investment income2,4782,4033,293
Net gains (losses) on investments and derivatives(300)(1,072)1,084
Total revenues57,09451,41150,601
Costs and expenses
Property and casualty insurance claims and claims expense41,07037,26429,318
Shelter-in-Place Payback expense——29
Accident, health and other policy benefits (including remeasurement (gains) losses of $0, $(4), and $(11))1,0711,0421,060
Amortization of deferred policy acquisition costs7,2786,6346,236
Operating costs and expenses7,1377,4467,260
Pension and other postretirement remeasurement (gains) losses9116(644)
Restructuring and related charges16951170
Amortization of purchased intangibles329353376
Interest expense379335330
Total costs and expenses57,44253,24144,135
(Loss) income from operations before income tax expense(348)(1,830)6,466
Income tax (benefit) expense(135)(488)1,292
Net (loss) income from continuing operations(213)(1,342)5,174
Loss from discontinued operations, net of tax——(3,593)
Net (loss) income(213)(1,342)1,581
Less: Net loss attributab

Showing the first 8K of 568K characters. Open the full section

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None.

Item 9A. Controls and Procedures

Evaluation of Disclosure Controls and Procedures We maintain disclosure controls and procedures as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934. Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based upon this evaluation, the principal executive officer and the principal financial officer concluded that our disclosure controls and procedures are effective in providing reasonable assurance that material information required to be disclosed in our reports filed with or submitted to the Securities and Exchange Commission under the Securities Exchange Act is recorded, processed, summarized and reported within the time periods specified by the Securities Exchange Act and made known to management, including the principal executive officer and the principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

Management’s Report on Internal Control over Financial Reporting Management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934.

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2023 based on the criteria related to internal control over financial reporting described in “Internal Control – Integrated Framework (2013)” issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on our evaluation, management concluded that our internal control over financial reporting was effective as of December 31, 2023.

Deloitte & Touche LLP, the independent registered public accounting firm that audited the consolidated financial statements included in this Form 10-K, has issued their attestation report on the Company’s internal control over financial reporting, which is included herein.

Changes in Internal Control over Financial Reporting There have been no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting during the fiscal year ended December 31, 2023.

Item 9B. Other Information

During the three months ended December 31, 2023, no director or officer of the Company who is required to file reports under Section 16 of the Exchange Act adopted, modified, or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not applicable.

The Allstate Corporation 191

2023 Form 10-K

Part III

Item 10. Directors, Executive Officers and Corporate Governance

Information regarding directors of The Allstate Corporation standing for election at the 2024 annual stockholders meeting is incorporated in this Item 10 by reference to the descriptions in the Proxy Statement under the caption “Corporate Governance – Our Director Nominees.”

Information regarding our audit committee and audit committee financial experts is incorporated in this Item 10 by reference to the information under the caption “Corporate Governance – Structure of the Board and Its Committees” in the Proxy Statement.

Information regarding executive officers of The Allstate Corporation is incorporated in this Item 10 by reference to Part I, Item 1 of this report under the caption “Information about our Executive Officers.”

We have adopted a Global Code of Business Conduct that applies to all of our directors and employees, including our principal executive officer, principal financial officer and controller and principal accounting officer. The text of our Global Code of Business Conduct is posted on our website, www.allstateinvestors.com. We intend to satisfy the disclosure requirements regarding amendments to, and waiver from, the provisions of our Global Code of Business Conduct by posting such information on the same website pursuant to applicable NYSE and SEC rules.

Item 11. Executive Compensation

Information required for Item 11 is incorporated by reference to the sections of the Proxy Statement with the following captions:

  • Corporate Governance – Director Compensation

  • Executive Compensation

192 www.allstate.com

2023 Form 10-K

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Information regarding security ownership of certain beneficial owners and management is incorporated in this Item 12 by reference to the sections of the Proxy Statement with the following captions:

  • Stock Ownership Information – Security Ownership of Directors and Executive Officers

  • Stock Ownership Information – Security Ownership of Certain Beneficial Owners

Equity compensation plan information
The following table includes information as of December 31, 2023, with respect to The Allstate Corporation’s equity compensation plans:
Plan CategoryNumber of Securities to be Issued upon Exercise of Outstanding Options, Warrants and RightsWeighted-Average Exercise Price of Outstanding Options, Warrants and RightsNumber of Securities Remaining Available for Future Issuance under Equity Compensation Plans (Excluding Securities Reflected in Column (a))
(a)(b)(c)
Equity Compensation Plans Approved by Security Holders (1)10,047,422(2)$102.37(3)11,690,397(4)
Total10,047,422(2)$102.37(3)11,690,397(4)

(1)Consists of the 2019 Equity Incentive Plan, which amended and restated the 2013 Equity Incentive Plan; the 2017 Equity Compensation Plan for Non-Employee Directors; the 2006 Equity Compensation Plan for Non-Employee Directors; and the Equity Incentive Plan for Non-Employee Directors (the equity plan for non-employee directors prior to 2006). The Corporation does not maintain any equity compensation plans not approved by stockholders.

(2)As of December 31, 2023, 901,835 restricted stock units (“RSUs”) and 1,018,240 performance stock awards (“PSAs”) were outstanding. PSAs are reported at the maximum potential amount awarded for incomplete performance periods and the amount earned for the 2021 PSA grant, reduced for forfeitures. For incomplete performance periods, the actual number of shares earned may be less and are based upon measures achieved at the end of the three-year performance period for those PSAs granted in 2022 and 2023.

(3)The weighted-average exercise price of outstanding options, warrants, and rights does not take into account RSUs and PSAs, which have no exercise price.

(4)Includes 11,408,638 shares that may be issued in the form of stock options, unrestricted stock, restricted stock, restricted stock units, stock appreciation rights, performance units, performance stock, and stock in lieu of cash under the 2019 Equity Incentive Plan; and 281,759 shares that may be issued in the form of stock options, unrestricted stock, restricted stock, restricted stock units, and stock in lieu of cash compensation under the 2017 Equity Compensation Plan for Non-Employee Directors.

Asset managers, such as those that manage mutual funds and exchange traded funds, principally on behalf of third-party investors, at times acquire sufficient voting ownership interests in Allstate to require disclosure. State Street Corp. manages an investment portfolio of $5.36 billion on behalf of participants in Allstate’s 401(k) Savings Plan and $786 million on behalf of the Allstate domestic qualified pension plan. The terms of these arrangements are customary, and the aggregate related fees are not material.

Item 13. Certain Relationships and Related Transactions, and Director Independence

Information required for Item 13 is incorporated by reference to the material in the Proxy Statement under the captions “Corporate Governance – Board and Nominee Independence Determinations" and “Other Information - Appendix B – Categorical Standards of Independence.”

Item 14. Principal Accounting Fees and Services

Information required for Item 14 is incorporated by reference to the material in the Proxy Statement under the caption “Audit Committee Matters – Ratification of Deloitte & Touche LLP as the Independent Registered Public Accountant for 2024.”

The Allstate Corporation 193

2023 Form 10-K

Part IV

Item 15. (a) (1) Exhibits and Financial Statement Schedules.

The following consolidated financial statements, notes thereto and related information of The Allstate Corporation (the “Company”) are included in Item 8.

  • Consolidated Statements of Operations

  • Consolidated Statements of Comprehensive Income (Loss)

  • Consolidated Statements of Financial Position

  • Consolidated Statements of Shareholders’ Equity

  • Consolidated Statements of Cash Flows

  • Notes to the Consolidated Financial Statements

  • Report of Independent Registered Public Accounting Firm

Item 15. (a) (2)

The following additional financial statement schedules are furnished herewith pursuant to the requirements of Form 10-K.

The Allstate CorporationPage
Schedules required to be filed under the provisions of Regulation S-X Article 7:
Schedule ISummary of Investments – Other than Investments in Related PartiesS-1
Schedule IICondensed Financial Information of Registrant (The Allstate Corporation)S-2
Schedule IIISupplementary Insurance InformationS-6
Schedule IVReinsuranceS-7
Schedule VValuation Allowances and Qualifying AccountsS-8

All other schedules are omitted because they are not applicable, or not required, or because the required information is included in the Consolidated Financial Statements or notes thereto.

Item 15. (a) (3)

The following is a list of the exhibits filed as part of this Form 10-K. The exhibit numbers followed by an asterisk (*) indicate exhibits that are management contracts or compensatory plans or arrangements.

Incorporated by Reference
Exhibit NumberExhibit DescriptionFormFile NumberExhibitFiling DateFiled or Furnished Herewith
2.1Stock Purchase Agreement, dated as of January 26, 2021, by and among Allstate Insurance Company, Allstate Financial Insurance Holdings Corporation, and Antelope US Holdings Company (certain schedules and exhibits to the Stock Purchase Agreement are omitted pursuant to Item 601(b)(2) of Regulation S-K. The Registrant agrees to furnish to the Securities and Exchange Commission, upon request, a copy of any omitted schedule or exhibit).8-K1-118402.1January 27, 2021
3.1Restated Certificate of Incorporation filed with the Secretary of State of Delaware on May 23, 20128-K1-118403(i)May 23, 2012
3.2Amended and Restated Bylaws of The Allstate Corporation as amended July 14, 20238-K1-118403.1July 17, 2023
3.3Certificate of Designations with respect to the Preferred Stock, Series H of the Registrant, dated August 5, 20198-K1-118403.1August 5, 2019
3.4Certificate of Designations with respect to the Preferred Stock, Series I of the Registrant, dated November 8, 20198-K1-118403.1November 8, 2019
3.5Certificate of Elimination with respect to the Preferred Stock Series A, C, D, E and F of the Registrant, dated February 20, 202010-K1-118403.6February 21, 2020
3.6Certificate of Elimination with respect to the Preferred Stock, Series G of the Registrant, dated May 1, 202310-Q1-118403.6May 3, 2023
3.7Certificate of Designations with respect to the Preferred Stock, Series J of the Registrant, dated May 16, 20238-K1-118403.1May 18, 2023

194 www.allstate.com

2023 Form 10-K

Incorporated by Reference
Exhibit NumberExhibit DescriptionFormFile NumberExhibitFiling DateFiled or Furnished Herewith
4.1The Allstate Corporation hereby agrees to furnish to the Commission, upon request, the instruments defining the rights of holders of each issue of its long-term debt and that of its consolidated subsidiaries
4.2Description of Registrant’s SecuritiesX
4.3Deposit Agreement, dated August 8, 2019, among the Registrant, Equiniti Trust Company, as depositary, and the holders from time to time of the depositary receipts described therein (Series H)8-K1-118404.1August 8, 2019
4.4Form of Preferred Stock Certificate, Series H (included as Exhibit A to Exhibit 3.3 above)8-K1-118404.2August 8, 2019
4.5Form of Depositary Receipt, Series H (included as Exhibit A to Exhibit 4.3 above)8-K1-118404.3August 8, 2019
4.6Deposit Agreement, dated November 8, 2019, among the Registrant, Equiniti Trust Company, as depositary, and the holders from time to time of the depositary receipts described therein (Series I)8-K1-118404.1November 8, 2019
4.7Form of Preferred Stock Certificate, Series I (included as Exhibit A to Exhibit 3.4 above)8-K1-118404.2November 8, 2019
4.8Form of Depositary Receipt, Series I (included as Exhibit A to Exhibit 4.6 above)8-K1-118404.3November 8, 2019
4.9Deposit Agreement, dated May 18, 2023, among the Registrant, Equiniti Trust Company, as depositary, and the holders from time to time of the depositary receipts described therein (Series J)8-K1-118404.1May 18, 2023
4.10Form of Preferred Stock Certificate, Series J (included as Exhibit A to Exhibit 3.7 above)8-K1-118404.2May 18, 2023
4.11Form of Depositary Receipt (included as Exhibit A to Exhibit 4.9 above)8-K1-118404.3May 18, 2023
10.1Credit Agreement dated November 16, 2020, among The Allstate Corporation, Allstate Insurance Company, and Allstate Life Insurance Company, as Borrowers; the lenders party thereto, Wells Fargo Bank, National Association, as Syndication Agent; Bank of America, N.A., Barclays Bank PLC, Credit Suisse AG, New York Branch, Goldman Sachs Bank USA, Morgan Stanley MUFG Loan Partners, LLC, and U.S. Bank National Association, as Documentation Agents; and JPMorgan Chase Bank, N.A., as Administrative Agent.8-K1-1184010.1November 17, 2020
10.2Amendment No. 1 to Credit Agreement dated as of May 4, 202110-Q1-1184010.1May 5, 2021
10.3Amendment No. 2 to Credit Agreement dated as of November 16, 202210-K1-1184010.3February 16, 2023
10.4*The Allstate Corporation Annual Executive Incentive Plan, as amended and restated effective November 17, 202010-K1-1184010.2February 22, 2021
10.5*The Allstate Corporation Deferred Compensation Plan, as amended and restated effective January 1, 2019S-81-118404November 20, 2018
10.6*The Allstate Corporation 2019 Equity Incentive Plan, as amended and restated effective February 19, 202010-Q1-1184010.1May 5, 2020
10.7*Form of Performance Stock Award Agreement for awards granted on or after February 19, 2020, under The Allstate Corporation 2019 Equity Incentive Plan to officers subject to reporting obligations under Section 16 of the Securities Exchange Act of 1934 or an executive vice president10-Q1-1184010.5May 5, 2020

The Allstate Corporation 195

2023 Form 10-K

Incorporated by Reference
Exhibit NumberExhibit DescriptionFormFile NumberExhibitFiling DateFiled or Furnished Herewith
10.8*Form of Option Award Agreement for awards granted on or after February 19, 2020, under The Allstate Corporation 2019 Equity Incentive Plan to officers subject to reporting obligations under Section 16 of the Securities Exchange Act of 1934 or an executive vice president10-Q1-1184010.3May 5, 2020
10.9*Form of Option Award Agreement for awards granted on or after April 13, 2018, under The Allstate Corporation 2013 Equity Incentive Plan10-Q1-1184010.3May 1, 2018
10.10*Form of Option Award Agreement for awards granted on or after February 21, 2012 and prior to April 13, 2018 under The Allstate Corporation 2009 Equity Incentive Plan10-Q1-1184010.3May 2, 2012
10.11*Form of Restricted Stock Unit Award Agreement for awards granted on or after February 19, 2020, under The Allstate Corporation 2019 Equity Incentive Plan to officers subject to reporting obligations under Section 16 of the Securities Exchange Act of 1934 or an executive vice president10-Q1-1184010.4May 5, 2020
10.12*Supplemental Retirement Income Plan, as amended and restated effective October 19, 201810-K1-1184010.16February 15, 2019
10.13*The Allstate Corporation Change in Control Severance Plan effective December 30, 20118-K1-1184010.1December 28, 2011
10.14*Amendment to The Allstate Corporation Change in Control Severance Plan effective March 1, 20218-K1-1184010.1March 1, 2021
10.15*The Allstate Corporation Deferred Compensation Plan for Non-Employee Directors, as amended and restated effective September 15, 20088-K1-1184010.7September 19, 2008
10.16*The Allstate Corporation Equity Incentive Plan for Non-Employee Directors, as amended and restated effective September 15, 20088-K1-1184010.5September 19, 2008
10.17*The Allstate Corporation 2006 Equity Compensation Plan for Non-Employee Directors, as amended and restated effective September 15, 20088-K1-1184010.6September 19, 2008
10.18*The Allstate Corporation 2017 Equity Compensation Plan for Non-Employee DirectorsProxy1-11840App. DApril 12, 2017
10.19*Form of amended and restated Restricted Stock Unit Award Agreement with regards to awards outstanding on September 15, 2008 under The Allstate Corporation 2006 Equity Compensation Plan for Non-Employee Directors8-K1-1184010.8September 19, 2008
10.20*Form of Restricted Stock Unit Award Agreement for awards granted on or after September 15, 2008, and prior to June 1, 2016, under The Allstate Corporation 2006 Equity Compensation Plan for Non-Employee Directors8-K1-1184010.9September 19, 2008
10.21*Form of Restricted Stock Unit Award Agreement for awards granted on or after June 1, 2016, and prior to June 1, 2017, under The Allstate Corporation 2006 Equity Compensation Plan for Non-Employee Directors10-Q1-1184010.2August 3, 2016
10.22*Form of Restricted Stock Unit Award Agreement for awards granted on or after June 1, 2017, under The Allstate Corporation 2017 Equity Compensation Plan for Non-Employee Directors10-Q1-1184010.2August 1, 2017
10.23*Form of Indemnification Agreement between the Registrant and Director10-Q1-1184010.2August 1, 2007
10.24*Resolutions regarding Non-Employee Director Compensation adopted November 19, 202110-K1-1184010.31February 18, 2022
10.25*Resolutions regarding Non-Employee Director Compensation adopted November 18, 202210-K1-1184010.33February 16, 2023
10.26*Voluntary Retirement Agreement, dated August 18, 2022, between Glenn T. Shapiro and Allstate Insurance Company8-K1-1184010August 18, 2022
10.27*Offer Letter dated March 9, 2022 to Robert Toohey10-Q1-1184010.1May 3, 2023

196 www.allstate.com

2023 Form 10-K

Incorporated by Reference
Exhibit NumberExhibit DescriptionFormFile NumberExhibitFiling DateFiled or Furnished Herewith
19The Allstate Corporation Insider Trading Policy, effective July 14, 2023X
21Subsidiaries of The Allstate CorporationX
23Consent of Independent Registered Public Accounting FirmX
31(i)Rule 13a-14(a) Certification of Principal Executive OfficerX
31(i)Rule 13a-14(a) Certification of Principal Financial OfficerX
32Section 1350 CertificationsX
97The Allstate Corporation Clawback Policy, effective July 5, 2023X
101.INSInline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL documentX
101.SCHInline XBRL Taxonomy Extension SchemaX
101.CALInline XBRL Taxonomy Extension Calculation LinkbaseX
101.DEFInline XBRL Taxonomy Extension Definition LinkbaseX
101.LABInline XBRL Taxonomy Extension Label LinkbaseX
101.PREInline XBRL Taxonomy Extension Presentation LinkbaseX
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)X

Item 15. (b)

The exhibits are listed in Item 15. (a)(3) above.

Item 15. (c)

The financial statement schedules are listed in Item 15. (a)(2) above.

Item 16. None.

None.

The Allstate Corporation 197

2023 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, 2024

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.

SignatureTitleDate
/s/ Thomas J. WilsonChairman of the Board, President, Chief Executive Officer and a Director (Principal Executive Officer)February 21, 2024
Thomas J. Wilson
/s/ Jesse E. MertenExecutive Vice President and Chief Financial Officer (Principal Financial Officer)February 21, 2024
Jesse E. Merten
/s/ John C. PintozziSenior Vice President, Controller and Chief Accounting Officer (Principal Accounting Officer)February 21, 2024
John C. Pintozzi
/s/ Donald E. BrownDirectorFebruary 21, 2024
Donald E. Brown
/s/ Kermit R. CrawfordDirectorFebruary 21, 2024
Kermit R. Crawford
/s/ Richard T. HumeDirectorFebruary 21, 2024
Richard T. Hume
/s/ Margaret M. KeaneDirectorFebruary 21, 2024
Margaret M. Keane
/s/ Siddharth N. MehtaDirectorFebruary 21, 2024
Siddharth N. Mehta
/s/ Maria R. MorrisDirectorFebruary 21, 2024
Maria R. Morris
/s/ Jacques P. PeroldDirectorFebruary 21, 2024
Jacques P. Perold
/s/ Andrea RedmondDirectorFebruary 21, 2024
Andrea Redmond
/s/ Gregg M. SherrillLead DirectorFebruary 21, 2024
Gregg M. Sherrill
/s/ Judith A. SprieserDirectorFebruary 21, 2024
Judith A. Sprieser
/s/ Perry M. TraquinaDirectorFebruary 21, 2024
Perry M. Traquina
/s/ Monica TurnerDirectorFebruary 21, 2024
Monica Turner

198 www.allstate.com

2023 Form 10-K

The Allstate Corporation and Subsidiaries

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

As of December 31, 2023
($ in millions)Cost/amortized cost, netFair value (if applicable)Amount shown in the Balance Sheet
Type of investment
Fixed maturities:
Bonds:
United States government, government agencies and authorities$8,624$8,619$8,619
States, municipalities and political subdivisions6,0496,0066,006
Foreign governments1,2861,2901,290
Public utilities5,3305,3165,316
All other corporate bonds26,62125,88925,889
Asset-backed securities1,7391,7451,745
Total fixed maturities49,64948,86548,865
Equity securities:
Common stocks:
Public utilities444747
Banks, trusts and insurance companies365353
Industrial, miscellaneous and all other1,8551,9561,956
Nonredeemable preferred stocks309355355
Total equity securities2,2442,4112,411
Mortgage loans on real estate822769822
Real estate (none acquired in satisfaction of debt)709709
Policy loans119119
Derivative instruments111
Limited partnership interests8,3808,380
Other long-term investments226239226
Short-term investments5,1455,1445,144
Total investments$67,295$66,677

The Allstate Corporation S-1

2023 Form 10-K

The Allstate Corporation and Subsidiaries

Schedule II — Condensed Financial Information of Registrant Statement of Operations

Year Ended December 31,
($ in millions)202320222021
Revenues
Investment income, less investment expense$45$59$13
Net gains (losses) on investments and derivatives(28)(34)12
Total revenues172525
Expenses
Interest expense396351328
Pension and other postretirement remeasurement (gains) losses12179(611)
Pension and other postretirement (benefit) expense55(98)(218)
Other operating expenses1425671
Total expenses605488(430)
(Loss) gain from operations before income tax benefit and equity in net income of subsidiaries(588)(463)455
Income tax (benefit) expense(143)(103)93
(Loss) gain before equity in net income of subsidiaries(445)(360)362
Equity in net income (loss) of subsidiaries (1)257(929)1,252
Net (loss) income(188)(1,289)1,614
Preferred stock dividends128105114
Net (loss) income applicable to common shareholders(316)(1,394)1,500
Other comprehensive income (loss), after-tax
Changes in:
Unrealized net capital gains and losses1,651(2,853)(2,583)
Unrealized foreign currency translation adjustments67(150)(8)
Unamortized pension and other postretirement prior service credit(16)(43)(59)
Discount rate for reserve for future policy benefits(10)22849
Other comprehensive income (loss), after-tax1,692(2,818)(2,601)
Comprehensive income (loss)$1,504$(4,107)$(987)

(1)2021 include results of operations for the life and annuity business held for sale reported as discontinued operations in the Consolidated Statements of Operations.

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

S-2 www.allstate.com

2023 Form 10-K

The Allstate Corporation and Subsidiaries

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

December 31,
($ in millions, except par value data)20232022
Assets
Investments in subsidiaries$24,388$23,711
Fixed income securities, at fair value (amortized cost, net $1,027 and $2,513)1,0032,422
Short-term investments, at fair value (amortized cost, net $297 and $291)297291
Cash——
Receivable from subsidiaries359341
Deferred income taxes9059
Other assets233108
Total assets26,37026,932
Liabilities
Debt7,5857,588
Pension and other postretirement benefit obligations237180
Deferred compensation341320
Notes due to subsidiaries—1,000
Dividends payable to shareholders270260
Other liabilities16796
Total liabilities8,6009,444
Shareholders’ equity
Preferred stock and additional capital paid-in, $1 par value, 25 million shares authorized, 82.0 thousand and 81.0 thousand shares issued and outstanding, $2,050 and $2,025 aggregate liquidation preference2,0011,970
Common stock, $.01 par value, 2.0 billion shares authorized and 900 million issued, 262 million and 263 million shares outstanding99
Additional capital paid-in3,8543,788
Retained income49,71650,970
Treasury stock, at cost (638 million and 637 million shares)(37,110)(36,857)
Accumulated other comprehensive income:
Unrealized net capital gains and losses(604)(2,255)
Unrealized foreign currency translation adjustments(98)(165)
Unamortized pension and other postretirement prior service credit1329
Discount rate for reserve for future policy benefits(11)(1)
Total accumulated other comprehensive loss(700)(2,392)
Total Allstate shareholders’ equity17,77017,488
Total liabilities and equity$26,370$26,932

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

The Allstate Corporation S-3

2023 Form 10-K

The Allstate Corporation and Subsidiaries

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

Years Ended December 31,
($ in millions)202320222021
Cash flows from operating activities
Net (loss) income$(188)$(1,289)$1,614
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in net (loss) income of subsidiaries (1)(257)929(1,252)
Dividends received from subsidiaries2503,3965,112
Net (gains) losses on investments and derivatives2834(12)
Pension and other postretirement remeasurement (gains) losses12179(611)
Changes in:
Pension and other postretirement benefits55(98)(218)
Income taxes(78)(14)177
Operating assets and liabilities4376158
Net cash (used in) provided by operating activities(135)3,2134,968
Cash flows from investing activities
Proceeds from sales of investments1,4272,5721,743
Investment purchases(50)(2,507)(2,673)
Investment collections853938
Capital contribution or return of capital from subsidiaries975145383
Change in short-term investments, net(7)64,182
Acquisition of subsidiaries——(4,144)
Net cash provided by (used in) investing activities2,430255(471)
Cash flows from financing activities
Proceeds from borrowings from subsidiaries—1,0002,200
Repayment of notes due to subsidiaries(1,000)(1,000)(2,450)
Proceeds from issuance of debt743——
Redemption of preferred stock(575)——
Redemption and repayment of debt(750)—(250)
Proceeds from issuance of preferred stock587——
Dividends paid on common stock(925)(926)(885)
Dividends paid on preferred stock(107)(105)(105)
Treasury stock purchases(335)(2,520)(3,120)
Shares reissued under equity incentive plans, net7382114
Other(6)——
Net cash used in financing activities(2,295)(3,469)(4,496)
Net (decrease) increase in cash—(1)1
Cash at beginning of year—1—
Cash at end of year$—$—$1

(1)2021 results include operations for the life and annuity business held for sale reported as discontinued operations in the Consolidated Statements of Operations.

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

S-4 www.allstate.com

2023 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 Securities and Exchange Commission, 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 debt presented in Note 13 “Capital Structure” are direct obligations of or guaranteed by the Registrant. A majority of the pension and other postretirement benefits plans presented in Note 18 “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 17, 2022, the Registrant issued $1.00 billion notes, with a rate of 1.63% due on June 17, 2023, to Kennett Capital Inc. The proceeds of this issuance were used for cash management purposes. On June 9, 2023, the Registrant repaid $1.00 billion to Kennett Capital Inc.

On March 1, 2021 and June 18, 2021, the Registrant issued $200 million and $1.00 billion notes, with rates of 0.21% and 0.20%, due on March 1, 2022 and June 18, 2022, respectively, to Kennett Capital Inc. The proceeds of these issuances were used for cash management purposes. On April 5, 2021, the Registrant repaid $200 million to Kennett Capital Inc. On June 17, 2022, the Registrant repaid $1.00 billion to Kennett Capital Inc.

3. Supplemental Disclosures of Cash Flow Information

The Registrant paid $355 million, $323 million and $321 million of interest on debt in 2023, 2022 and 2021, respectively.

The Allstate Corporation S-5

2023 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,
SegmentDeferred policy acquisition costsReserves for claims and claims expense, contract benefits and contractholder fundsUnearned premiumsPremium revenue and contract chargesNet investment income (1)Claims and claims expense, contract benefits and interest credited to contractholdersAmortization of deferred policy acquisition costsOther operating costs and expensesPremiums written (excluding life)
2023
Property-Liability
Allstate Protection$2,378$37,852$19,542$48,427$40,364$6,070$5,628$50,347
Run-off Property-Liability—1,942——89—5—
Total Property-Liability2,37839,79419,54248,427$2,21840,4536,0705,63350,347
Protection Services (2)3,022645,1502,381736321,0589562,663
Allstate Health and Benefits5402,235171,846821,0711508811,598
Corporate and Other————105——676—
Intersegment Eliminations (2)———(138)—(15)—(123)—
Total$5,940$42,093$24,709$52,516$2,478$42,141$7,278$8,023$54,608
2022
Property-Liability
Allstate Protection$2,146$35,537$17,538$43,909$36,607$5,570$5,930$45,787
Run-off Property-Liability—1,955——125—4—
Total Property-Liability2,14637,49217,53843,909$2,19036,7325,5705,93445,787
Protection Services (2)2,768494,7452,144485329289522,699
Allstate Health and Benefits5282,201161,832691,0421368521,594
Corporate and Other————96——712—
Intersegment Eliminations (2)———(149)———(149)—
Total$5,442$39,742$22,299$47,736$2,403$38,306$6,634$8,301$50,080
2021
Property-Liability
Allstate Protection$1,951$31,099$15,763$40,454$28,760$5,313$6,033$41,358
Run-off Property-Liability—1,916——116—4—
Total Property-Liability1,95133,01515,76340,454$3,11828,8765,3136,03741,358
Protection Services (2)2,294454,0541,939434587959382,642
Allstate Health and Benefits4932,585161,834741,0601288381,630
Corporate and Other————58——(133)—
Intersegment Eliminations (2)———(175)—(16)—(159)—
Total$4,738$35,645$19,833$44,052$3,293$30,378$6,236$7,521$45,630

(1)A single investment portfolio supports both Allstate Protection and Run-off Property-Liability segments.

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

S-6 www.allstate.com

2023 Form 10-K

The Allstate Corporation and Subsidiaries

Schedule IV — Reinsurance

($ in millions)Gross amountCeded to other companies (1)Assumed from other companiesNet amountPercentage of amount assumed to net
Year ended December 31, 2023
Life insurance in force$21,788$482$1,301$22,6075.8%
Premiums and contract charges:
Life insurance$226$6$16$2366.8%
Accident and health insurance1,63941121,6100.7
Property and casualty insurance52,3011,98935850,6700.7
Total premiums and contract charges$54,166$2,036$386$52,5160.7
Year ended December 31, 2022
Life insurance in force$21,271$614$1,401$22,0586.4%
Premiums and contract charges:
Life insurance$214$6$17$2257.6%
Accident and health insurance1,62431141,6070.9
Property and casualty insurance47,5521,86922145,9040.5
Total premiums and contract charges$49,390$1,906$252$47,7360.5
Year ended December 31, 2021
Life insurance in force$20,535$640$1,528$21,4237.1%
Premiums and contract charges:
Life insurance$160$7$15$1688.9%
Accident and health insurance1,7327261,6660.4
Property and casualty insurance43,9441,90417842,2180.4
Total premiums and contract charges$45,836$1,983$199$44,0520.5

(1)No reinsurance or coinsurance income was netted against premium ceded in 2023, 2022 or 2021.

The Allstate Corporation S-7

2023 Form 10-K

The Allstate Corporation and Subsidiaries

Schedule V — Valuation Allowances and Qualifying Accounts

($ in millions)Additions
DescriptionBalance as of beginning of periodCharged to costs and expensesOther additionsDeductionsBalance as of end of period
Year ended December 31, 2023
Fixed income securities$13$23$—$—$36
Mortgage loans74——11
Bank loans5718—5322
Investments7745—5369
Premium installment receivable132348—342138
Reinsurance recoverables651—165
Other assets19——118
Assets293394—397290
Commitments to fund mortgage loans and bank loans—1——1
Liabilities—1——1
Total$293$395$—$397$291
Valuation allowance for deferred tax assets$34$—$35$—$69
Year ended December 31, 2022
Fixed income securities$6$7$—$—$13
Mortgage loans61——7
Bank loans6126—3057
Investments7334—3077
Premium installment receivable107313—288132
Reinsurance recoverables74——965
Other assets26——719
Assets280347—334293
Commitments to fund mortgage loans and bank loans—————
Liabilities—————
Total$280$347$—$334$293
Valuation allowance for deferred tax assets$24$—$10$—$34
Year ended December 31, 2021
Fixed income securities$2$4$—$—$6
Mortgage loans67(61)——6
Bank loans67(6)——61
Investments136(63)——73
Premium installment receivable15327419339107
Reinsurance recoverables6015—174
Other assets179——26
Assets36623519340280
Commitments to fund mortgage loans and bank loans1——1—
Liabilities1——1—
Total$367$235$19$341$280
Valuation allowance for deferred tax assets$—$—$38$14$24

S-8 www.allstate.com