Lincoln National (LNC) director logs new phantom stock compensation

Rhea-AI Filing Summary

Lincoln National Corp. director reported a routine equity-based compensation event. On 12/31/2025, the director acquired 1,010.55 phantom stock units, each equivalent to one share of Lincoln National common stock, at a derivative price of $44.53 per unit under the Deferred Compensation Plan for Non-Employee Directors.

These phantom stock units represent deferred board retainers and fees, which are payable solely in shares of common stock upon the director’s resignation or retirement. After this transaction, the director beneficially owns 28,097.42 phantom stock units, which includes 296.94 shares accumulated through dividend reinvestment since the prior report.

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

OMB Number:			3235-0287
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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^*

Davis Reginald E

(Last) (First) (Middle)

150 NORTH RADNOR CHESTER ROAD

(Street)

RADNOR PA 19087

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LINCOLN NATIONAL CORP [ LNC ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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

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
Phantom Stock Unit	(1)	12/31/2025		A		1,010.55		(2)	(2)	Common Stock	1,010.55	$44.53	28,097.42(3)	D

Explanation of Responses:

1. Each Phantom Stock Unit is the equivalent of one share of LNC Common Stock.

2. Quarterly payment of board retainer and fees in shares of phantom stock accrued under the Deferred Compensation Plan for Non-Employee Directors (the "Plan"), which are payable solely in shares of the Company's common stock at resignation or retirement. The reporting person may transfer his/her phantom stock account into an alternative investment account at any time.

3. Includes 296.94 shares acquired through dividend reinvestment since the reporting person's last report.

Remarks:

	/s/ Claire H. Hanna, Attorney-in-Fact	01/05/2026
	** 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).
** 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.

FAQ

What insider transaction did Lincoln National Corp (LNC) disclose?

A Lincoln National Corp director reported acquiring 1,010.55 phantom stock units on 12/31/2025 as part of non-employee director compensation.

What are the phantom stock units reported for LNC?

Each phantom stock unit is the equivalent of one share of LNC common stock and reflects deferred board retainer and fee amounts under the company’s non-employee director deferred compensation plan.

How many Lincoln National phantom stock units does the director hold after this transaction?

Following the reported transaction, the director beneficially owns 28,097.42 phantom stock units linked to Lincoln National common stock.

At what price were the new LNC phantom stock units recorded?

The newly acquired 1,010.55 phantom stock units were recorded at a derivative security price of $44.53 per unit.

How are Lincoln National director fees handled in this transaction?

The filing states the units reflect a quarterly payment of board retainer and fees in shares of phantom stock under the Deferred Compensation Plan for Non-Employee Directors, payable solely in shares of common stock at resignation or retirement.

Does the LNC director’s phantom stock balance include dividend reinvestment?

Yes. The total includes 296.94 shares acquired through dividend reinvestment since the director’s last report.

Can the LNC director change how the phantom stock is invested?

The filing notes the reporting person may transfer his or her phantom stock account into an alternative investment account at any time.