Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities
Period Total 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 programs (3)
Maximum number (or approximate dollar value) of shares (or units) that may yet be purchased under the plans or programs (4)
July 1, 2021 - July 31, 2021
Open Market Purchases 1,554,010 $ 130.94 1,553,150
August 1, 2021 - August 31, 2021
Open Market Purchases 1,451,465 $ 133.44 1,450,124
ASR Agreement (2)
4,737,663 $ 133.39 4,737,663
September 1, 2021 - September 30, 2021
Open Market Purchases 620,447 $ 130.30 614,061
ASR Agreement (2)
885,095 $ 133.39 885,095
Total 9,248,680 $ 132.78 9,240,093 $ 4,170 million
(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.
July: 860
August: 1,341
September: 6,386
(2) In August 2021, Allstate entered into an accelerated share repurchase program (“ASR” agreement”) with JPMorgan Chase Bank, National Association (“JPMorgan Chase”) to purchase $750 million of our outstanding common stock. In exchange for an upfront payment of $750 million, JPMorgan Chase initially delivered 4.7 million shares. The ASR agreement concluded on September 17, 2021, and we repurchased a total of 5.6 million shares at an average price of $133.39.
(3) From time to time, repurchases under our programs are executed under the terms of a pre-set trading plan meeting the requirements of Rule 10b5-1(c) of the Securities Exchange Act of 1934.
(4) In February 2020, we announced the approval of a common share repurchase program for $3 billion which was completed in August 2021. In August 2021, we announced the approval of a common share repurchase program for $5 billion which is expected to be completed by the end of March 2023.
86 www.allstate.com
Other Information Part II.
Item 6. Exhibits
(a) Exhibits
The following is a list of exhibits filed as part of this Form 10-Q.
Incorporated by Reference
Exhibit
Number
Exhibit Description Form File
Number
Exhibit Filing
Date
Filed or
Furnished
Herewith
4 The Allstate Corporation hereby agrees to furnish to the Commission, upon request, the instruments defining the rights of holders of each issue of long-term debt of it and its consolidated subsidiaries
15 Acknowledgment of awareness from Deloitte & Touche LLP, dated November 3 , 2021, concerning unaudited interim financial information
X
31(i) Rule 13a-14(a) Certification of Principal Executive Officer
X
31(i) Rule 13a-14(a) Certification of Principal Financial Officer
X
32 Section 1350 Certifications
X
101.INS Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
X
101.SCH Inline XBRL Taxonomy Extension Schema Document X
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document X
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document X
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document X
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document X
104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) X
Third Quarter 2021 Form 10-Q 87
Signature
Pursuant to the requirements 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)
November 3, 2021 By
/s/ John C. Pintozzi
John C. Pintozzi
Senior Vice President, Controller and Chief Accounting Officer
(Authorized Signatory and Principal Accounting Officer)
88 www.allstate.com
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.