LNC CAO reports equity awards and tax withholding

Lincoln National Corp CAO Adam M. Cohen reported equity compensation activity involving common stock.

Rhea-AI Filing Summary

Lincoln National Corp CAO Adam M. Cohen reported equity compensation activity involving common stock. On February 19, 2026, he acquired 8,266 shares at $0.00 per share upon settlement of a performance share award for the 2023–2025 performance cycle and 9,337 additional shares as a grant of restricted stock units.

The filing also shows a disposition of 2,272 shares at $40.10 per share to cover tax withholding upon settlement of the performance share award. After these transactions, his directly owned common stock holdings were reported in the filing at several points, including 29,922 and 39,259 shares following individual transactions.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Cohen Adam M

Role CAO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	8,266	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	2,272	$40.10	$91K
Grant/Award	Common Stock	9,337	$0.00	$0.00

Holdings After Transaction: Common Stock — 39,259 shares (Direct)

Footnotes (3)

1. F1. Represents acquisition of shares upon settlement of the performance share award for the 2023-2025 performance cycle.
2. F2. Tax withholding upon settlement of performance share award.
3. F3. 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.

FAQ

What insider transactions did LNC CAO Adam M. Cohen report on February 19, 2026?

Adam M. Cohen reported equity compensation transactions in Lincoln National Corp common stock. He received performance share award shares, a new restricted stock unit grant, and had shares withheld to cover taxes upon settlement of the performance share award.

How many Lincoln National (LNC) shares did Adam M. Cohen acquire through awards?

Adam M. Cohen acquired 8,266 common shares upon settlement of a 2023–2025 performance share award and received a grant of 9,337 restricted stock units. These awards represent non-cash equity compensation rather than open-market purchases at a stated share price.

What was the purpose of the 2,272 LNC shares disposed of in this Form 4?

The 2,272 common shares were disposed of to satisfy tax withholding obligations upon settlement of a performance share award. The shares were valued at $40.10 per share for this tax-withholding disposition, rather than as a discretionary open-market sale transaction.

When do Adam M. Cohen’s newly granted LNC restricted stock units vest?

The restricted stock units granted to Adam M. Cohen vest on February 19, 2029. These units represent a contingent right to receive Lincoln National Corp common shares in the future, subject to the vesting schedule described in the award terms.

Did Adam M. Cohen buy or sell Lincoln National (LNC) shares on the open market?

The Form 4 shows equity awards and tax withholding, not open-market trading. Shares were acquired via performance share award settlement and restricted stock unit grants, and a portion was disposed of specifically to cover tax obligations on the award settlement.

How did these transactions affect Adam M. Cohen’s direct ownership of LNC common stock?

After the award settlements and tax-withholding disposition, the filing reports updated direct ownership levels, including 29,922 and 39,259 shares following specific transactions. These figures reflect changes from equity compensation activity rather than conventional market purchases or sales.

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Accepted by SEC EDGAR 02/23/2026 - 07:31 AM Learn about SEC filing dates

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
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^*

Cohen Adam M

(Last) (First) (Middle)

150 N. 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)

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

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		8,266(1)	A	$0	32,194	D
Common Stock	02/19/2026		F		2,272(2)	D	$40.1	29,922	D
Common Stock	02/19/2026		A		9,337(3)	A	$0	39,259	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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