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Large equity grants and cancellations by Lincoln (LCLN) director Barr detailed in Form 4

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Lincoln International, Inc. director and ten percent owner Robert Bruce Barr reported a mix of equity awards and cancellations around the company’s reorganization and initial public offering preparations. On May 19, 2026, he acquired 12,931,100 shares of Class C Common Stock and 527,800 shares of Class A Common Stock directly, plus 975,000 Class C shares indirectly through the Robert B. Barr 2025 GRAT, all at a stated price of $0.00 per share, characterized as grants or other acquisitions.

Matching Common Units were also acquired on that date, each redeemable on a 1‑for‑1 basis for Class A Common Stock, with a corresponding forfeiture of Class C shares. On May 21, 2026, Barr disposed of 3,588,622 shares of Class C Common Stock and the same number of Common Units in transactions coded as dispositions to the issuer, including cancellation of Class C shares for no consideration in connection with a sale of Common Units. After these transactions, he reported 9,342,478 Class C shares and 9,342,478 Common Units held directly.

Positive

  • None.

Negative

  • None.
Insider Barr Robert Bruce
Role Director, 10% Owner
Type Security Shares Price Value
Disposition Common Units 3,588,622 $20.00 $71.77M
Disposition Class C Common Stock 3,588,622 $0.00 --
Grant/Award Common Units 12,931,100 $0.00 --
Grant/Award Common Units 975,000 $0.00 --
Grant/Award Class A Common Stock 527,800 $0.00 --
Grant/Award Class C Common Stock 12,931,100 $0.00 --
Grant/Award Class C Common Stock 975,000 $0.00 --
Holdings After Transaction: Common Units — 9,342,478 shares (Direct); Class C Common Stock — 9,342,478 shares (Direct); Common Units — 975,000 shares (Indirect, By the Robert B. Barr 2025 GRAT); Class A Common Stock — 527,800 shares (Direct); Class C Common Stock — 975,000 shares (Indirect, By the Robert B. Barr 2025 GRAT)
Footnotes (1)
  1. This transaction occurred prior to the Issuer's registration of a class of equity securities under Section 12 of the Securities Exchange Act of 1934, as amended, in connection with the Issuer's initial public offering, and is reported herein pursuant to Rule 16a-2(a). Represents an acquisition of Class A Common Stock, Common Units and a corresponding number of Class C Common Stock pursuant to a reorganization of the Issuer. Reflects the cancellation for no consideration of Class C Common Stock in connection with the sale of Common Units. The common units of Lincoln International, LP ("Common Units") may be redeemed by the Reporting Person at any time at the option of the holder for shares of Class A Common Stock on a 1-to-1 basis, and a corresponding number of shares of Class C Common Stock will be forfeited in connection with the redemption. The Common Units have no expiration date.
Class C shares acquired (direct) 12,931,100 shares Grant, award, or other acquisition on May 19, 2026
Class A shares acquired (direct) 527,800 shares Grant, award, or other acquisition on May 19, 2026
Class C shares acquired (indirect GRAT) 975,000 shares Held by the Robert B. Barr 2025 GRAT on May 19, 2026
Common Units disposed 3,588,622 units Disposition to issuer on May 21, 2026 at $20.00 per unit
Class C shares canceled 3,588,622 shares Cancellation for no consideration tied to Common Unit sale on May 21, 2026
Common Units held after transactions 9,342,478 units Direct holdings following May 21, 2026 disposition
Class C shares held after transactions 9,342,478 shares Direct holdings following May 21, 2026 disposition
Disposition price per Common Unit $20.00 per unit Issuer disposition of 3,588,622 Common Units on May 21, 2026
initial public offering financial
"prior to the Issuer's registration of a class of equity securities ... in connection with the Issuer's initial public offering"
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
Rule 16a-2(a) regulatory
"and is reported herein pursuant to Rule 16a-2(a)."
reorganization of the Issuer financial
"Represents an acquisition of Class A Common Stock, Common Units and a corresponding number of Class C Common Stock pursuant to a reorganization of the Issuer."
Common Units financial
"The common units of Lincoln International, LP ("Common Units") may be redeemed by the Reporting Person at any time"
Common units are the basic ownership stakes in a company, limited partnership, or trust that function like common stock: they give holders a claim on profits and often voting rights. Think of them as the ordinary seats at a table—the most directly affected by the business’s success or failure, so they typically offer higher upside but carry greater risk than preferred claims or creditors, which matters to investors evaluating potential return and safety.
Class C Common Stock financial
"Reflects the cancellation for no consideration of Class C Common Stock in connection with the sale of Common Units."
A class C common stock is a type of company share that usually represents ownership but often carries limited or no voting power compared with other share classes. For investors, that matters because it can affect influence over company decisions and sometimes the stock’s price or dividend priority — think of it as owning a ticket to the same event but in a section with less say in how the event is run.
Grant, award, or other acquisition financial
"transaction_code_description": "Grant, award, or other acquisition""
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FAQ

What insider transactions did Robert Bruce Barr report for Lincoln International (LCLN)?

Robert Bruce Barr reported large equity grants and issuer-related cancellations. On May 19, 2026, he acquired Class A and Class C shares and matching Common Units, then on May 21, 2026, disposed of 3,588,622 Class C shares and the same number of Common Units back to the issuer.

How many Lincoln International (LCLN) Class C shares did Barr acquire and later cancel?

Barr acquired 12,931,100 Class C shares directly and 975,000 indirectly on May 19, 2026. On May 21, 2026, 3,588,622 Class C shares were canceled for no consideration in connection with a sale of an equal number of Common Units, leaving 9,342,478 Class C shares reported directly.

What are Lincoln International (LCLN) Common Units and how can Barr use them?

The Common Units of Lincoln International, LP may be redeemed at Barr’s option for Class A Common Stock on a one-to-one basis. When units are redeemed, a corresponding number of Class C Common Stock shares are forfeited, and the Common Units have no expiration date according to the disclosure.

How many Lincoln International (LCLN) Common Units does Barr hold after these Form 4 transactions?

After the reported acquisitions and subsequent disposition to the issuer, Barr reported holding 9,342,478 Common Units directly. These units are redeemable on a one-to-one basis for Class A Common Stock, with a corresponding forfeiture of the same number of Class C Common Stock shares upon redemption.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Barr Robert Bruce

(Last)(First)(Middle)
110 NORTH WACKER DRIVE, 51ST FLOOR

(Street)
CHICAGO ILLINOIS 60606

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Lincoln International, Inc. [ LCLN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/19/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock05/19/2026(1)A527,800A(2)527,800D
Class C Common Stock05/19/2026(1)A12,931,100A(2)12,931,100D
Class C Common Stock05/19/2026(1)A975,000A(2)975,000IBy the Robert B. Barr 2025 GRAT
Class C Common Stock05/21/2026D3,588,622D(3)9,342,478D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Common Units(4)05/19/2026(1)A12,931,100 (4) (4)Class A Common Stock12,931,100(2)12,931,100D
Common Units(4)05/19/2026(1)A975,000 (4) (4)Class A Common Stock975,000(2)975,000IBy the Robert B. Barr 2025 GRAT
Common Units(4)05/21/2026D3,588,622 (4) (4)Class A Common Stock3,588,622$209,342,478D
Explanation of Responses:
1. This transaction occurred prior to the Issuer's registration of a class of equity securities under Section 12 of the Securities Exchange Act of 1934, as amended, in connection with the Issuer's initial public offering, and is reported herein pursuant to Rule 16a-2(a).
2. Represents an acquisition of Class A Common Stock, Common Units and a corresponding number of Class C Common Stock pursuant to a reorganization of the Issuer.
3. Reflects the cancellation for no consideration of Class C Common Stock in connection with the sale of Common Units.
4. The common units of Lincoln International, LP ("Common Units") may be redeemed by the Reporting Person at any time at the option of the holder for shares of Class A Common Stock on a 1-to-1 basis, and a corresponding number of shares of Class C Common Stock will be forfeited in connection with the redemption. The Common Units have no expiration date.
Remarks:
/s/ Julie Nelson, Attorney-in-Fact05/26/2026
** Signature of Reporting PersonDate
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 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)