Lincoln Educational (LINC) HR chief receives 4,821 restricted shares grant

Rhea-AI Filing Summary

Ace Stephen E reported acquisition or exercise transactions in this Form 4 filing.

Lincoln Educational Services Corp reported that SVP and Chief Human Resources Stephen E. Ace received a grant of 4,821 shares of restricted common stock under the company’s 2020 Long-Term Incentive Plan. After this award, he owns 154,265 common shares directly.

Half of the award is tied to time-based vesting, and half to performance-based vesting. The performance-based portion may pay out up to 200% of the performance-based shares if company metrics set by the registrant are exceeded. Time-based shares vest in substantially equal annual tranches over three years beginning on March 1, 2027, while performance-based shares vest annually over three years depending on the percentage of performance targets achieved.

SEC Form 4

FORM 4

UNITED 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

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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^*

Ace Stephen E

(Last) (First) (Middle)

C/O LINCOLN EDUCATIONAL SERVICES CORPORA

14 SYLVAN WAY, STE A

(Street)

PARSIPPANY NJ 07054

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LINCOLN EDUCATIONAL SERVICES CORP [ LINC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP and Chief Human Resources

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/19/2026		A		4,821(1)	A	$0	154,265	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reporting person was granted 4,821 shares of restricted common stock under the Lincoln Educational Services Corporation 2020 Long-Term Incentive Plan. Fifty percent of the grant is subject to time-based vesting while the remaining fifty percent of the grant is subject to performance-based vesting. The shares of restricted common stock subject to performance based vesting will vest, if at all, upon the Company's achievement of metrics set by the registrant and may result in additional shares being issued up to a maximum of 200% of the performance-based shares reported above if the target set is exceeded. As to the time-based shares, the shares will vest, if at all, in substantially equal annual tranches over three years beginning on March 1, 2027. Similarly, as to the performance-based shares, the shares will vest, if at all, in annual tranches over three years with the number of shares vesting being determined based on the percentage of the target achieved.

	/s/Stephen E. Ace	02/20/2026
	** Signature of Reporting Person	Date
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).
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FAQ

What insider transaction did LINC report for Stephen E. Ace?

Stephen E. Ace received a grant of 4,821 shares of restricted common stock. The award was issued under Lincoln Educational Services’ 2020 Long-Term Incentive Plan and increases his directly held common stock to 154,265 shares following the transaction.

How are Stephen E. Ace’s 4,821 restricted LINC shares structured?

The 4,821 restricted shares are split evenly between time-based and performance-based vesting. This means 50% depend only on continued service over time, while the remaining 50% depend on the company meeting specific performance metrics set by the registrant.

When will the time-based restricted LINC shares vest for Stephen E. Ace?

The time-based restricted shares will vest in substantially equal annual tranches over three years beginning on March 1, 2027. This schedule rewards ongoing service with the company and spreads the vesting over a multi-year period.

How do the performance-based LINC restricted shares vest for Stephen E. Ace?

The performance-based restricted shares will vest annually over three years, depending on the percentage of performance targets the company achieves. Vesting occurs only if those metrics set by the registrant are met, aligning the award with company performance.

Can Stephen E. Ace receive more than 4,821 LINC shares from this award?

Yes, the performance-based portion can increase. If the company exceeds the performance targets, additional shares may be issued up to a maximum of 200% of the performance-based shares reported, potentially increasing the total shares earned from this award.

What is Stephen E. Ace’s total LINC share ownership after this grant?

Following the grant, Stephen E. Ace directly holds 154,265 shares of Lincoln Educational Services common stock. This figure includes the newly awarded 4,821 restricted shares under the company’s 2020 Long-Term Incentive Plan.