Lincoln National (NYSE: LNC) EVP granted shares and RSUs, with stock withheld for taxes

Rhea-AI Filing Summary

Lincoln National Corp EVP & General Counsel Craig T. Beazer reported equity compensation activity in company common stock. On February 19, 2026, he acquired 30,142 shares upon settlement of a 2023–2025 performance share award and received a grant of 21,198 restricted stock units. The filing also shows 11,413 shares were disposed of to cover tax withholding at $40.10 per share. The new restricted stock units vest on February 19, 2029, and all transactions reflect equity awards and related tax withholding rather than open-market trades.

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

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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^*

Beazer CraigT T

(Last) (First) (Middle)

150 N. RADNOR-CHESTER RD.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & General Counsel

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		30,142(1)	A	$0	123,104	D
Common Stock	02/19/2026		F		11,413(2)	D	$40.1	111,691	D
Common Stock	02/19/2026		A		21,198(3)	A	$0	132,889	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. Represents acquisition of shares upon settlement of the performance share award for the 2023-2025 performance cycle.

2. Tax withholding upon settlement of performance share award.

3. Grant of restricted stock units representing a contingent right to receive shares of LNC common stock. The restricted stock units vest on February 19, 2029.

Remarks:

	/s/ Claire H. Hanna, Attorney-in-Fact	02/23/2026
	** 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.
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FAQ

What insider transactions did LNC executive Craig T. Beazer report on this Form 4?

Craig T. Beazer reported equity awards and related tax withholding. He acquired 30,142 shares from a 2023–2025 performance share settlement, received 21,198 restricted stock units, and had 11,413 shares withheld to satisfy taxes at $40.10 per share.

Were Craig T. Beazer’s LNC transactions open-market purchases or sales?

The reported LNC transactions were equity awards and tax withholding, not open-market trades. Shares were acquired through a performance share settlement and restricted stock unit grant, while 11,413 shares were disposed of solely to satisfy tax obligations at $40.10 per share.

How many Lincoln National (LNC) shares did Craig T. Beazer acquire through awards?

Craig T. Beazer acquired 30,142 LNC shares upon settlement of a 2023–2025 performance share award and received 21,198 restricted stock units. These equity awards increased his direct interest subject to future vesting conditions on the restricted stock units granted.

What does the tax withholding transaction on Craig T. Beazer’s LNC Form 4 represent?

The tax withholding transaction reflects 11,413 LNC shares disposed of to cover tax liabilities upon award settlement. It is coded as a tax-withholding disposition at $40.10 per share, indicating shares were delivered to satisfy taxes rather than sold in the open market.

When do Craig T. Beazer’s new LNC restricted stock units vest?

Craig T. Beazer’s new restricted stock units in LNC vest on February 19, 2029. These units represent a contingent right to receive Lincoln National common shares, subject to service or other vesting conditions through that vesting date noted in the filing footnote.

What role does Craig T. Beazer hold at Lincoln National Corp (LNC)?

Craig T. Beazer serves as Executive Vice President and General Counsel at Lincoln National Corp. His Form 4 reports changes in his direct beneficial ownership of Lincoln National common stock through performance share settlement, restricted stock unit grant, and related tax withholding.