Allstate 2015 Annual Report Download - page 31

The Allstate Corporation 2016 Proxy Statement 25
CORPORATE GOVERNANCE
DIRECTOR COMPENSATION
Director Compensation Program
Allstate’s non-employee director compensation is reviewed annually. The nominating and governance
committee proposes changes to director compensation from time to time based on this annual review and
benchmark information from peer companies and relevant compensation surveys. Beginning in January
2015, the annual cash retainer for all non-employee directors was increased from $90,000 to $105,000, and
beginning in May 2015, the additional retainer for the lead director was increased from $25,000 to $50,000.
These retainers were increased based on the annual benchmarking review and to account for the increased
time commitments and resource demands on our directors, particularly our lead director. The following table
describes each component of our non-employee director compensation program for 2015. No meeting fees
or other professional fees were paid to the directors.
Role
Quarterly(1)
Cash Retainer(2) Equity
Non‑Employee Director $26,250 To create a linkage with corporate performance
and stockholder interests, the Board believes that
a meaningful portion of a director’s compensation
should be in the form of equity securities. For that
reason, directors are granted restricted stock units
on June 1 equal in value to $150,000 divided by
the closing price of a share of Allstate common
stock on such grant date, rounded to the nearest
whole share.
Lead Director $12,500
Audit Committee Chair $ 6,250
Other Committee Chair
(except Executive Committee)
$ 5,000
(1) Paid in advance on the first day of January, April, July, and October.
(2) The retainer is prorated for a director who joins the Board during a quarter.
Director Stock Ownership Guidelines
• Each director is expected, within five years of
joining the Board, to accumulate an ownership
position in Allstate common stock equal to five
times the annual value of the standard retainer.
• Each director has met the ownership guideline,
except for Messrs. Eskew and Mehta, who joined
the Board in 2014, and Mr. Perold, who joined the
Board in 2015.