Mark Q. Prindiville
About Mark Q. Prindiville
Executive Vice President and Chief Risk Officer (CRO) of Allstate Insurance Company (AIC) since May 2020; previously Senior Vice President at AIC (Sep 2016–May 2020). Age 57 as of Feb 1, 2025. As CRO, he oversees enterprise risk and return management and reviews incentive plan measures to ensure alignment with Allstate’s risk principles and to avoid incentivizing excessive risk-taking. During his tenure, Allstate reported 2024 revenue of $64.1B (+12.3% y/y), net income of $4.6B, adjusted net income of $4.9B, ROE of 25.8%, and a 40.6% shareholder total return for 2024.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Allstate Insurance Company (AIC) | EVP & Chief Risk Officer | May 2020–present | Oversees Enterprise Risk & Return Management; reviews performance measures and ranges in incentive plans for consistency with risk/return principles and to avoid excessive risk-taking. |
| Allstate Insurance Company (AIC) | Senior Vice President | Sep 2016–May 2020 | Senior leadership contributing to risk oversight and enterprise processes prior to assuming CRO role. |
External Roles
No external public company directorships or outside roles disclosed for Prindiville in the 2025 Proxy or 2024 Form 10-K executive officer listings.
Fixed Compensation
Not disclosed for Prindiville (he is not a Named Executive Officer (NEO) in the 2025 Proxy’s Summary Compensation Table). The company targets executive pay at the 50th percentile of peers and structures compensation with a base salary plus at-risk incentives.
Performance Compensation
Allstate’s 2024 incentive design and outcomes (corporate-level; applicable framework for senior executives):
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Annual cash incentive: Funded by two components—70% Market-Facing Businesses + Investments roll-up; 30% Performance Net Income; 2024 overall pool funded at 188.1% of target. The CRO reviews measures/ranges for risk alignment.
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Long-term equity mix for senior executives (from 2024): 60% Performance Stock Awards (PSAs), 20% stock options, 20% RSUs; PSAs vest on the 3rd anniversary; options vest ratably over 3 years; RSUs vest ratably over 3 years. 2025–2027 PSAs focus on Average Performance Net Income ROE (60%) and Relative TSR (40%).
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2024 PSAs (2022–2024 cycle) paid at 62.2% of target—below target due to earlier period pressure on Performance Net Income ROE despite very strong 2024 net income and top-decile relative TSR in that cycle.
Performance Compensation structure and 2024 outcomes (corporate pool):
| Metric | Weight | Target Range (2024) | Actual (2024) | Payout/Funding |
|---|---|---|---|---|
| Market-Facing Businesses + Investments (roll-up) | 70% | Varies by sub-metric | See below | 184.2% |
| • Property-Liability Profitable Growth Matrix (CR & Items-in-Force) | 59.5% | CR 98.5/96.5/95.5; IIF -2%/-1.5%/-0.5% | CR 93.2; IIF -0.6% | 195.0% |
| • Protection Services – Total Written Premium/Other Revenue | 1.75% | $2,879/$3,079/$3,279m | $3,210m | 165.5% |
| • Protection Services – Performance Income | 1.75% | $119/$149/$179m | $196m | 200.0% |
| • Health & Benefits – Revenue | 1.75% | $2,320/$2,470/$2,620m | $2,443m | 91.0% |
| • Health & Benefits – Performance Income | 1.75% | $188/$218/$248m | $141m | 50.0% |
| • Investments – Net Investment Income | 1.75% | $2,700/$3,075/$3,450m | $3,185m | 129.3% |
| • Investments – Economic Total Return vs. Benchmark | 1.75% | -50bps/25bps/120bps | +28bps | 103.2% |
| Performance Net Income | 30% | $2,060/$3,660/$5,260m | $5,213m | 197.1% |
| Overall Annual Incentive Pool Funding | — | — | — | 188.1% |
PSA design and 2024 cycle details:
| PSA Cycle | Metric | Weight | Threshold | Target | Max | Actual (2022–2024) | Payout |
|---|---|---|---|---|---|---|---|
| 2022–2024 | Performance Net Income ROE | 50% | 10.0% | 16.0% | 18.0% | 9.8% | Below target |
| 2022–2024 | Relative TSR (custom peer set) | 30% | <25th pct | 55th pct | 90th pct | 91st pct | Above max for this metric |
| 2022–2024 | Items in Force Growth (P&L / All Other) | 20% | 0.0% / 0.0% | 2.0% / 3.5% | 4.0% / 7.0% | -0.6% / 3.8% | Mixed |
| 2022–2024 | PSA Vesting Outcome | — | — | — | — | — | 62.2% |
Equity Ownership & Alignment
- Ownership guidelines: Senior executives (other than the CEO) are required to own Allstate common stock equal to 4x base salary; CEO at 8x. Until met, executives must hold 75% of net shares from equity vesting.
- Hedging/pledging: All officers and employees are prohibited from hedging Allstate securities; senior executives and directors are prohibited from pledging Allstate securities or holding them on margin unless a specific exception is granted.
- Beneficial ownership: The proxy discloses ownership for directors/NEOs as of March 1, 2025 and notes no pledged shares among those disclosed. Prindiville is not a disclosed NEO; individual holdings for him are not provided in the table.
Employment Terms
- No individual employment agreements for executive officers as a design practice.
- Change-in-Control (CIC) plan: Double-trigger; cash severance equal to 2x (salary + target annual incentive) upon qualifying termination within 2 years post-CIC; equity awards accelerate upon qualifying termination post-CIC. No excise tax gross-ups.
- Retirement/death/disability/equity vesting: PSAs/RSUs/options have specified treatment by scenario; PSAs vest based on actual performance, options/RSUs vest/accelerate as defined; retirement provisions allow continued vesting of older grants.
- Clawback: Mandatory Dodd-Frank clawback for restatements; enhanced discretionary clawback (adopted July 2024) for improper conduct with potential reputational/economic harm; applies to cash and equity, performance and time-based awards.
- Deferred compensation: Eligible employees above IRC limit may defer up to 80% of salary and 100% of annual incentive above the limit; no company match.
Performance & Track Record
- 2024 headline results: Revenue $64.1B (+12.3%), Net Income $4.6B, Adjusted Net Income $4.9B, Net Income ROE 25.8%, TSR 40.6%. These results drove 2024 annual incentive funding at 188.1% and support the pay-for-performance narrative, while multi-year PSAs remained below target given 2022–2023 headwinds.
Say-on-Pay & Shareholder Feedback
- Say-on-Pay approval: >86% support at the 2024 Annual Meeting. Program refinements include reducing option weight and increasing PSAs/RSUs for executives, and 2025 PSAs simplified to two financial metrics (PNI ROE and Relative TSR).
Compensation Structure Analysis
- Increased at-risk mix: Senior executives’ LTI mix shifted to emphasize PSAs (60%) and maintain options (20%) with RSUs (20%), increasing performance linkage; CEO receives no time-based RSUs.
- Annual incentive rigor: Funding spans 0–200% and is tied to business unit profitable growth matrices and Performance Net Income; CRO reviews to mitigate excessive risk-taking.
- Multi-year alignment: 2022–2024 PSA payout at 62.2% despite strong 2024, reflecting true three-year performance calibration.
Investment Implications
- Alignment: As CRO, Prindiville directly influences incentive risk calibration (CRO review of measures/ranges) and enterprise risk governance—positive for pay-risk alignment and sustainability of results.
- Retention: Executives are subject to robust stock ownership (4x salary), double-trigger CIC protections, and enhanced clawbacks—structures that support retention while maintaining accountability.
- Trading/overhang: While individual holdings and award schedules for Prindiville are not disclosed, senior executive equity vests over multi-year periods (PSAs 3-year cliff; options/RSUs 3-year ratable), tempering near-term selling pressure; hedging/pledging restrictions reduce misalignment risk.
Note: Specific compensation amounts, holdings, and vesting schedules for Mark Q. Prindiville are not disclosed in the 2025 Proxy’s NEO tables. Corporate program design, outcomes, and governance policies cited above reflect the framework applicable to senior executives (including the CRO).