SEC FORM 3

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^*

Ferren Eric K

(Last)

(First)

(Middle)

C/O/ THE ALLSTATE CORPORATION

2775 SANDERS ROAD

(Street)

NORTHBROOK

60062

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/14/2017

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
X	Officer (give title below)	Other (specify below)
	SVP, Controller, and CAO

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	475	D
Common Stock	1,104	I	By 401(k) Plan

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Employee Stock Option (Right to Buy)	⁽¹⁾	06/02/2024	Common Stock	5,132	$58.67	D
Employee Stock Option (Right to Buy)	⁽²⁾	02/18/2025	Common Stock	1,851	$70.71	D
Employee Stock Option (Right to Buy)	⁽³⁾	02/11/2026	Common Stock	7,928	$62.32	D
Employee Stock Option (Right to Buy)	⁽⁴⁾	02/09/2027	Common Stock	9,399	$78.35	D
Restricted Stock Units	06/02/2017	06/02/2017	Common Stock	3,595	⁽⁵⁾	D
Restricted Stock Units	02/18/2018	02/18/2018	Common Stock	3,679	⁽⁶⁾	D

Explanation of Responses:

1. Stock option award granted on June 2, 2014 for 15,394 shares of common stock vesting in three equal increments, with any fractional shares to be rounded as provided for in award agreement. The first and second increments vested on June 2, 2015 and June 2, 2016. The remaining increment to vest on June 2, 2017.

2. Stock option award granted on February 18, 2015 for 5,552 shares of common stock vesting in three equal increments, with any fractional shares to be rounded as provided for in award agreement. The first and second increments vested on February 18, 2016 and February 18, 2017. The remaining increment to vest on February 18, 2018.

3. Stock option award granted on February 11, 2016 for 11,892 shares of common stock vesting in three equal increments. The first increment vested on February 11, 2017. The remaining two increments to vest on February 11, 2018 and February 11, 2019.

4. Stock option award granted on February 9, 2017 for 9,399 shares of common stock vesting in three equal increments on February 9, 2018, February 9, 2019, and February 9, 2020.

5. Award of Restricted Stock Units (RSUs) granted under The Allstate Corporation 2013 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 June 2, 2017.

6. Award of Restricted Stock Units (RSUs) granted under The Allstate Corporation 2013 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 February 18, 2018.

	/s/ Eric K. Ferren	05/19/2017
	** 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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