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Mario Rizzo

Chief Operating Officer at ALLSTATEALLSTATE
Executive

About Mario Rizzo

Mario Rizzo is Allstate’s Chief Operating Officer (effective Oct 1, 2025) and previously President, Property-Liability; he has 33 years of experience at Allstate as of Aug 2022 and is 58 years old . He led Property-Liability, which comprises ~87% of Allstate’s total revenues, through margin repair and Transformative Growth execution . Company performance under his operating span rebounded in 2024: revenue $64.1B (+12.3% YoY), net income $4.6B, ROE 25.8%, and 2024 shareholder total return 40.6% . The AIP paid out at 188.1% of target in 2024, driven by a 93.2 combined ratio and Performance Net Income above target, while 2022–2024 PSAs vested at 62.2% reflecting earlier auto margin pressure .

Past Roles

OrganizationRoleYearsStrategic Impact
The Allstate CorporationChief Operating OfficerAppointed Oct 1, 2025Elevated to COO overseeing Property-Liability and Protection Services; targets increased to 250% AIP and 425% equity; equity mix 60% PSAs / 20% options / 20% RSUs .
Allstate Insurance Company (AIC)President, Property-LiabilitySept 1, 2022 – Sep 30, 2025Led majority of revenues; auto margin repair and Transformative Growth; compensation targets raised to 150% AIP and 325% equity at appointment .
The Allstate Corporation & AICEVP & Chief Financial OfficerJan 3, 2018 – Aug 31, 2022Strengthened capital, investment repositioning and Transformative Growth funding; set at 125% AIP and 300% equity when appointed .
AICSVP & CFO, Allstate Personal LinesJun 2014 – Jan 2018Finance leadership for Personal Lines; precursor to corporate CFO .

External Roles

No public-company board roles or external directorships disclosed for Mr. Rizzo in the proxy or 8-Ks. Skip.

Fixed Compensation

Metric2018 (CFO)2022 (PL President)2024 (PL President)2025 (COO)
Base Salary ($)$700,000 $850,000 $875,000 $950,000
Target Annual Incentive (% of Salary)125% 150% 225% (raised from 150%) 250%
Target Equity Incentive (% of Salary)300% 325% 400% (raised from 325%) 425%

Performance Compensation

ComponentMetricWeightingTargetActualPayout/OutcomeVesting/Notes
2024 AIP Corporate PoolMarket-Facing Businesses + Investments Roll-up70%Interpolated to 0–200% of target184.2%184.2% Based on segment matrices and investment metrics .
2024 AIP Corporate PoolPerformance Net Income30%$3,660M target$5,213M197.1% Pool funding based on actual vs plan .
2024 AIP Property-Liability sub-metricCombined Ratio / Items-in-Force Growth (Matrix)Included in Roll-upCR target 96.5; IIF target -1.5%CR 93.2; IIF -0.6%195.0% CR/IIF matrix calibrates payout .
2024 Equity Mix (NEOs)PSAs / Stock Options / RSUs60% / 20% / 20%Mix changed based on shareholder feedback CEO: 70% PSAs / 30% options .
PSAs Cycle2021–2023Avg Perf Net Income ROE (50%); Relative TSR (30%); IDE/Items-in-Force (20%)100%31%31% vesting 3-year performance period; vest on third anniversary .
PSAs Cycle2022–2024Avg Perf Net Income ROE (50%); Relative TSR (30%); Items-in-Force growth (20%)100%62.2%62.2% vesting 3-year performance period; vest on third anniversary .
2024 Rizzo AIP AwardAIP paid (cash)225% of salary$3,703,219188% of target funding outcome Individual payout aligns with corporate pool; no discretion applied .
2024 Rizzo LTI GrantGrant date fair value400% of salary$4,576,502154% of target (above target equity opportunity) PSAs, options and RSUs grant on Feb 21, 2024 .
2024 Rizzo Option AwardOptions (#) and strike22,129 @ $159.17Grant-date FV $874,981 Expires 2/21/2034 .
2024 Rizzo PSAsTarget / Max (#)16,492 / 32,984Grant-date FV $2,826,564 Vest on 3rd anniversary, 0–200% based on performance .
2024 Rizzo RSUsRSUs (#)5,497Grant-date FV $874,957 RSUs vest one-third annually over 3 years .

Compensation Summary (Multi-Year)

Metric202220232024
Salary ($)$793,750 $870,192 $875,000
Stock Awards ($)$1,490,699 $1,798,427 $3,701,521
Option Awards ($)$928,419 $1,137,493 $874,981
Non-Equity Incentive ($)$603,665 $653,014 $3,703,219
Change in Pension Value ($)$239,380 $143,939
All Other Compensation ($)$26,250 $27,460 $28,200
Total ($)$3,842,783 $4,725,966 $9,326,860

Equity Ownership & Alignment

MetricAs of DateValue
Shares directly ownedMar 1, 202570,341 shares
Options exercisable (within 60 days)Apr 30, 2025262,006 shares
Total stock-based ownership (shares + options + RSUs within 60 days)Mar 1, 2025332,347
Stock ownership guideline (multiple of salary)Requirement4x salary; Actual 15.5x salary
Hedging/Pledging policyHedging prohibited; pledging prohibited for senior executives/directors unless exception granted; no shares pledged as of Mar 1, 2025
RSUs/PSAs unvested (market value)Dec 31, 2024RSUs 5,497 ($1,059,767); PSAs max potential 24,890 ($4,798,543)
Options outstandingDec 31, 2024Exercisable 228,327 (value $19,228,229); Unexercisable 60,757 (value $3,103,269)
2024 equity vesting/exercises2024Options exercised: 24,698 ($1,709,102); PSAs vested: 4,058 ($656,503)

Employment Terms

  • Current role and targets: Effective Oct 1, 2025, COO salary $950,000; target AIP 250% of salary; target equity 425% of salary; eligible for $60,000 equity grant (60% PSAs, 20% options, 20% RSUs) on Oct 3, 2025 .
  • CIC economics: Double-trigger required; cash severance equal to 2×(base salary + target AIP); equity awards accelerate upon qualifying termination after CIC; no excise tax gross-ups; deferred comp and SRIP distributions accelerate for Mr. Wilson; Rizzo’s deferred comp/SRIP accelerate per plan terms outlined (company disclosure notes accelerated distribution applies to Messrs. Wilson and Rizzo) .
  • Potential payments (as of Dec 31, 2024): Retirement total $14,120,832; CIC total $18,812,574 (severance $5,687,500; AIP at target $1,968,750; options accelerated $3,103,269; RSUs/PSAs $7,996,929; welfare/outplacement $56,126) .
  • Retirement eligibility and equity treatment: Awards >12 months continue to vest; pro-rata within 12 months; PSAs pay on actual performance; options/RSUs vest with special retirement treatment .
  • Deferred compensation: 2024 executive contributions $402,552; aggregate balance $4,255,545; plan is unfunded, credited to notional investment options; 100% vested; distribution elections and in-service withdrawal rules disclosed .

Governance, Clawbacks, Perquisites

  • Clawbacks: Dodd-Frank mandatory clawback plus discretionary policy allowing recovery of incentive and time-based awards for conduct causing reputational or economic harm; applies broadly to executive officers .
  • Perquisites/benefits: Executive physicals; financial planning reimbursement up to $10,000; officer-level perquisite allowance ($13,560 for EVPs); 401(k) matching formula disclosed; aviation arrangement primarily for CEO; ground transport available on taxable basis .
  • Say-on-pay: 2024 vote supported by >86% of votes cast; program changes included reduced option weight, higher PSAs/RSUs for NEOs and shift to performance-aligned metrics .

Performance & Track Record

  • Operating turnaround: 2024 AIP funding at 188.1% evidences profitability recovery with CR 93.2 and Performance Net Income above plan; however multi-year PSA vesting remained below target (62.2% for 2022–2024; 31% for 2021–2023) reflecting prior-year auto margin pressure .
  • Enterprise outcomes: Revenue $64.1B (+12.3%); Net Income $4.6B; ROE 25.8%; TSR 40.6% in 2024; investment income rose 24.8%; policies in force reached 208M .
  • Strategic initiatives: Transformative Growth execution across customer value, access, acquisition, technology, and organizational transformation; PL profitability improvement plan cited by CEO and Board letters .

Compensation Structure Analysis

  • Mix and alignment: For NEOs, 84% of pay is at-risk; 2024 equity mix increased PSAs/RSUs to strengthen pay-for-performance linkage; CEO retains only PSAs/options. Rizzo’s targets were increased in 2024 and again in 2025 with promotion, signaling retention and high-performance expectations .
  • Metric rigor: AIP includes multi-factor segment and investment metrics plus Performance Net Income; PSAs emphasize ROE and relative TSR with growth KPIs; ranges reviewed by independent consultant and CRO for risk alignment .
  • Cash vs equity trend: Year-over-year increases in stock awards and AIP in 2024 drove total compensation; option proportion reduced, mitigating risk of excessive leverage while maintaining performance orientation .

Vesting Schedules and Insider Selling Pressure

  • Vesting: RSUs vest one-third annually over 3 years; PSAs vest after a 3-year performance period; options typically 10-year expiry with annual vesting; retirement and CIC provisions provide accelerated or continued vesting per plan terms .
  • Potential supply: Large exercisable option overhang (228,327 exercisable; aggregate value $19.23M) and unexercisable balance (60,757; $3.10M) could translate to exercise-related share issuance; Rizzo exercised 24,698 options in 2024 (value realized $1.71M) and 4,058 PSAs vested, adding potential shares to float; hedging/pledging prohibitions and ownership requirements mitigate misalignment risk .

Equity Ownership & Pledging

  • Ownership multiple compliance: 15.5× salary vs 4× requirement (strong alignment); no pledging reported; hedging banned (exceptions only by Board leaders) .

Compensation Peer Group and Shareholder Feedback

  • Compensation targeted at 50th percentile; program adjustments based on shareholder engagement led to higher PSAs/RSUs, reduced options, and clear pay-performance metrics; >86% say-on-pay support in 2024 indicates investor endorsement .

Investment Implications

  • Alignment signal: High ownership multiple, robust clawbacks, and performance-heavy equity mix (PSAs) support alignment; 2024 AIP payout reflects genuine profit recovery but PSA underperformance over recent cycles tempers windfall risk .
  • Retention and succession: Promotion to COO with higher targets suggests strong internal succession depth and retention emphasis; CIC terms are shareholder-friendly (double-trigger, no gross-ups), limiting entrenchment risk .
  • Trading dynamics: Option overhang and periodic exercises can create episodic supply; monitoring Form 4s around standard grant dates (third day of month after promotion/hire; annual grants in Q1) and vest dates could signal near-term selling pressure, though policy constraints and guideline compliance mitigate adverse alignment concerns .
  • Performance leverage: Continued execution on PL combined ratio and Performance Net Income is central to incentive outcomes; failure to sustain CR ≤96.5–95.5 corridors or Net Income above plan would compress AIP/PSA payouts, providing a self-correcting mechanism for compensation vs performance .