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[Form 4] LINCOLN NATIONAL CORP Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Deirdre P. Connelly, a director of Lincoln National Corporation (LNC), reported a non-cash compensation transaction dated 09/30/2025. Under the company's Deferred Compensation Plan for Non-Employee Directors, she was granted 1,115.79 phantom stock units, each equivalent to one share of common stock, payable solely in shares at resignation or retirement. The filing shows a transaction price of $40.33 and reports 43,976.51 shares beneficially owned after the transaction; that total includes 516.81 shares acquired through dividend reinvestment since the last report. The phantom units are accrued as quarterly board retainer/fees and may be transferred into an alternative investment account. The form was signed on behalf of the reporting person on 10/02/2025.

Positive

  • 1,115.79 phantom stock units granted to a director on 09/30/2025
  • Phantom units are equivalent to one share each and payable in common stock at resignation or retirement
  • Reported beneficial ownership increased to 43,976.51 shares, including 516.81 from dividend reinvestment

Negative

  • None.

Insights

Director received non-cash compensation of 1,115.79 phantom units on 09/30/2025.

The transaction reflects routine director compensation under the Deferred Compensation Plan for Non-Employee Directors, converted into phantom stock units that vest/pay out in shares at resignation or retirement. Reporting lists a post-transaction beneficial ownership of 43,976.51 shares, including 516.81 shares from dividend reinvestment.

This filing is governance-transparent: it documents director pay in equity-linked units rather than cash, aligning compensation with shareholder outcomes without immediate share issuance.

Payment structure: quarterly board retainer converted to phantom units, transferable to alternative investments.

The phantom units are recorded as 1,115.79 units added and are equivalent to common shares for payout purposes. The filing shows the units associated with a $40.33 price reference and confirms the reporting person may move the phantom account to an alternative investment at any time.

This is a standard non-cash deferral mechanism for non-employee directors; it increases reported beneficial ownership but does not indicate immediate share issuance.

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).
1. Name and Address of Reporting Person*
Connelly Deirdre P

(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025
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) 09/30/2025 A 1,115.79 (2) (2) Common Stock 1,115.79 $40.33 43,976.51(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 516.81 shares acquired through dividend reinvestment since the reporting person's last report.
Remarks:
/s/ Claire H. Hanna, Attorney-in-Fact 10/02/2025
** 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 did LNC director Deirdre P. Connelly report on Form 4?

She reported receiving 1,115.79 phantom stock units on 09/30/2025, recorded as equivalent to common shares under the Director Deferred Compensation Plan.

How many shares does Connelly beneficially own after the reported transaction (LNC)?

The filing shows 43,976.51 shares beneficially owned following the reported transaction.

What is the reported transaction price on the Form 4 for LNC?

The Form 4 lists a transaction price of $40.33 associated with the phantom units.

Are the phantom stock units payable in cash or shares for LNC directors?

Per the filing, phantom stock units are payable solely in shares of the company's common stock at resignation or retirement.

When was the Form 4 signed for the LNC reporting event?

The form was signed on behalf of the reporting person on 10/02/2025.
Lincoln Natl Corp Ind

NYSE:LNC

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LNC Stock Data

7.79B
170.39M
10.16%
70.4%
2.63%
Insurance - Life
Life Insurance
Link
United States
RADNOR