8-K

ALLSTATE CORP (ALL)

8-K 2025-07-01 For: 2025-07-01
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Added on April 03, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15 (d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): July 1, 2025

THE ALLSTATE CORPORATION

(Exact name of registrant as specified in its charter)

Delaware 1-11840 36-3871531
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

3100 Sanders Road, Northbrook, Illinois    60062

(Address of principal executive offices)    (Zip Code)

Registrant’s telephone number, including area code  (847) 402-2800

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbols Name of each exchange on which registered
Common Stock, par value $0.01 per share ALL New York Stock Exchange <br>NYSE Texas
5.100% Fixed-to-Floating Rate Subordinated Debentures due 2053 ALL.PR.B New York Stock Exchange
Depositary Shares represent 1/1,000th of a share of 5.100% Noncumulative Preferred Stock, Series H ALL PR H New York Stock Exchange
Depositary Shares represent 1/1,000th of a share of 4.750% Noncumulative Preferred Stock, Series I ALL PR I New York Stock Exchange
Depositary Shares represent 1/1,000th of a share of 7.375% Noncumulative Preferred Stock, Series J ALL PR J New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Section 8 – Other Events

Item 8.01. Other Events

On July 1, 2025, the Registrant issued a press release announcing that it had completed the previously announced sale of the Registrant’s group health business. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated herein by reference.

Section 9 – Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits

(d)   Exhibits

Exhibit No. Description
99.1 The Registrant’s press release dated July 1, 2025.
104 Cover Page Interactive Data File (formatted as inline XBRL).

SIGNATURES

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 hereunto duly authorized.

THE ALLSTATE CORPORATION<br><br>(Registrant)
By: /s/Julie Cho
Name: Julie Cho
Title: Vice President, Deputy General Counsel and Corporate Secretary
Date: July 1, 2025

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FOR IMMEDIATE RELEASE:

Contacts:

Nick Nottoli            Allister Gobin

Media Relations        Investor Relations

mediateam@allstate.com    (847) 402-2800

Allstate completes sale of Group Health business

NORTHBROOK, Ill., July 1, 2025 – The Allstate Corporation (NYSE: ALL) today completed the sale of its Group Health business to Nationwide for $1.25 billion.

“The sale delivers strong shareholder value and improves growth opportunities for Group Health by joining Nationwide’s stop-loss insurance business,” said Tom Wilson, Chair, President and CEO of The Allstate Corporation. “Selling the Group Health and Employer Voluntary Benefits businesses for a combined $3.25 billion demonstrates the strength of these businesses and Allstate’s strategic approach to capital management.”

“The sale of Group Health is expected to generate a financial book gain of approximately $500 million,” said Jess Merten, Allstate’s Chief Financial Officer.

Financial information, including material announcements about The Allstate Corporation, is routinely posted on www.allstateinvestors.com.

About Allstate

The Allstate Corporation (NYSE: ALL) protects people from life’s uncertainties with a wide array of protection for autos, homes, electronic devices and identity theft. Products are available through a broad distribution network including Allstate agents, independent agents, major retailers, online and at the workplace. Allstate is widely known for the slogan “You’re in Good Hands with Allstate.” For more information, visit www.allstate.com.

About Nationwide

Nationwide, a Fortune 100 company based in Columbus, Ohio, is one of the largest and strongest diversified insurance and financial services organizations in the United States. Nationwide is rated A+ by Standard & Poor’s. An industry leader in driving customer-focused innovation, Nationwide provides a full range of insurance and financial services products including auto, business, homeowners, farm and life insurance; public and

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private sector retirement plans, annuities and mutual funds; excess & surplus, specialty and surety; and pet, motorcycle and boat insurance.