Mark Q Prindiville Form 3 ALLSTATE / Mark Q Prindiville ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Prindiville Mark Q

(Last) (First) (Middle)

C/O THE ALLSTATE CORPORATION

2775 SANDERS RD.

(Street)

NORTHBROOK IL 60062

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/04/2020

3. Issuer Name and Ticker or Trading Symbol
ALLSTATE CORP [ ALL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
EVP & Chief Risk Officer - AIC

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	8,177	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (Right to Buy)	02/12/2017	02/12/2023	Common Stock	5,511	45.61	D
Employee Stock Option (Right to Buy)	02/18/2017	02/18/2024	Common Stock	4,016	52.18	D
Employee Stock Option (Right to Buy)	02/18/2018	02/18/2025	Common Stock	6,935	70.71	D
Employee Stock Option (Right to Buy)	02/11/2019	02/11/2026	Common Stock	7,383	62.32	D
Employee Stock Option (Right to Buy)	09/06/2019	09/06/2026	Common Stock	1,550	69.31	D
Employee Stock Option (Right to Buy)	02/09/2020	02/09/2027	Common Stock	9,662	78.35	D
Employee Stock Option (Right to Buy)	(1)	02/22/2028	Common Stock	8,847	92.8	D
Employee Stock Option (Right to Buy)	(2)	02/08/2029	Common Stock	10,109	92.46	D
Employee Stock Option (Right to Buy)	(3)	10/03/2029	Common Stock	1,391	105.65	D
Employee Stock Option (Right to Buy)	(4)	02/19/2030	Common Stock	5,260	124.26	D
Restricted Stock Units	(5)	10/03/2022	Common Stock	210	0	D
Restricted Stock Units	(6)	02/19/2023	Common Stock	1,162	0	D

Explanation of Responses:

1. Stock option award granted on February 22, 2018, for 8,847 shares of common stock vesting in three equal increments. The first and second increments vested on February 22, 2019, and February 22, 2020. The remaining increment will vest on February 22, 2021.

2. Stock option award granted on February 8, 2019, for 10,109 shares of common stock vesting in three equal increments. The first increment vested on February 8, 2020. The remaining two increments will vest on February 8, 2021, and February 8, 2022.

3. Stock option award granted on October 3, 2019, for 1,391 shares of common stock vesting in three equal increments, with any fractional shares to be rounded as provided for in award agreement, on October 3, 2020, October 3, 2021, and October 3, 2022.

4. Stock option award granted on February 19, 2020, for 5,260 shares of common stock vesting in three equal increments, with any fractional shares to be rounded as provided for in award agreement, on February 19, 2021, February 19, 2022, and February 19, 2023.

5. Award of Restricted Stock Units (RSUs) granted on October 3, 2019, under The Allstate Corporation 2019 Equity Incentive Plan. Each RSU represents the right to receive, without the payment of any consideration, one share of Allstate common stock on the conversion date, which is October 3, 2022.

6. Award of Restricted Stock Units (RSUs) granted on February 19, 2020, under The Allstate Corporation 2019 Equity Incentive Plan. Each RSU represents the right to receive, without payment of any consideration, one share of Allstate common stock on the conversion date, with any fractional RSU to be rounded as provided for in award agreement. The RSUs will convert in three equal increments on February 19, 2021, February 19, 2022, and February 19, 2023.

	/s/ Efie Vainikos, attorney-in-fact for Mr. Prindiville	05/14/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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