Allstate 2015 Annual Report Download - page 33

The Allstate Corporation 2016 Proxy Statement 27
CORPORATE GOVERNANCE
(4) The following table provides outstanding restricted stock units and stock options as of December 31, 2015 for
each director.
Outstanding Restricted Stock Units and Stock Options at Fiscal Year-End 2015
Name
Restricted
Stock Units
(#)
Stock
Options
(#)
Mr. Ackerman 8,000 12,000
Mr. Beyer 34,188 10,667
Mr. Crawford 9,058 0
Mr. Eskew 4,397 0
Mr. Greenberg 8,000 12,000
Mr. Henkel 8,737 0
Mr. Mehta 5,536 0
Mr. Perold 1,182 0
Ms. Redmond 24,530 0
Mr. Rowe 13,679 0
Ms. Sprieser 38,188 12,000
Mrs. Taylor 38,188 12,000
Restricted stock unit awards granted before September 15, 2008, convert into common stock one year after
termination of Board service, or upon death or disability if earlier. Restricted stock unit awards granted on or
after September 15, 2008, convert into common stock upon termination of Board service, or upon death or
disability if earlier. Each restricted stock unit includes a dividend equivalent right that entitles the director to
receive a payment equal to regular cash dividends paid on Allstate common stock. Under the terms of the
restricted stock unit awards, directors have only the rights of general unsecured creditors of Allstate and no
rights as stockholders until delivery of the underlying shares.
Non-employee directors do not receive stock options as part of their compensation as a result of a policy
change on June 1, 2009. All outstanding stock options were exercisable as of December 31, 2015.
All outstanding options were awarded under the terms of the 2006 Equity Compensation Plan for
Non-Employee Directors, which specifies that the exercise price for the option awards is equal to the fair
market value of Allstate common stock on the grant date. For options granted in 2007 and 2008, the fair
market value is equal to the closing sale price on the date of the grant, and for options granted prior to 2007,
fair market value is equal to the average of the high and low sale prices on the grant date, and, in each case, if
there was no such sale on the grant date, then on the last previous day on which there was a sale. The options
became exercisable in three substantially equal annual installments and expire ten years after grant. Stock
option repricing is not permitted. An outstanding stock option will not be amended to reduce the option
exercise price. However, the plan permits repricing in the event of an equity restructuring (such as a split) or a
change in corporate capitalization (such as a merger).
(5) These amounts represent charitable contributions made by Allstate to entities selected by Messrs. Ackerman
and Greenberg upon their retirements from the Board.