LINCOLN NATIONAL CORP·4

Mar 2, 5:03 PM ET

Woodroffe Sean 4

4 · LINCOLN NATIONAL CORP · Filed Mar 2, 2026

Research Summary

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Lincoln National (LNC) EVP Sean Woodroffe Sells 10,000 Shares, Buys Phantom Units

What Happened Sean Woodroffe, an Executive Vice President (listed as "EVP, Ch Ppl Comms Ent Srvc Off") at Lincoln National Corporation (LNC), executed two related insider transactions. On 2026-03-02 he sold 10,000 shares in an open-market sale for a weighted-average price of $34.46, generating proceeds of $344,600. On 2026-02-27 he acquired 10,204.08 phantom stock units (a derivative that mirrors common shares) in a discretionary transaction at $34.30 per unit, valued at $350,000. The sale is a disposition; the acquisition is a derivative award held in a deferred compensation plan.

Key Details

  • Sale: 10,000 shares sold on 2026-03-02 at a weighted-average price of $34.46 for total proceeds of $344,600. (Footnote: sale prices ranged from $34.44 to $34.51.)
  • Acquisition: 10,204.08 phantom stock units acquired on 2026-02-27 at $34.30 per unit, total value $350,000. These are phantom units in the LNC Deferred Compensation and Supplemental/Excess Retirement Plan (DC SERP).
  • Shares owned after the transactions: not specified in the filing.
  • Transaction codes: S = open-market sale; I = discretionary/derivative acquisition.
  • Filing timeliness: Report filed 2026-03-02. Both transactions were reported within the Form 4 filing window (timely).
  • Footnotes: F1 explains the weighted-average sale price and range; F2 explains phantom stock units equal one share and can be transferred into alternate DC SERP investments.

Context

  • The acquisition was of phantom stock units (deferred-compensation units equivalent to common shares), not an open-market purchase of LNC common stock — these reflect compensation/deferral mechanics rather than a direct bullish cash purchase.
  • The sale was an open-market disposition; routine sales by executives can be for many reasons (liquidity, tax planning, diversification) and do not by themselves indicate company outlook.

Insider Transaction Report

Form 4
Period: 2026-02-27
Woodroffe Sean
EVP, Ch Ppl Comms Ent Srvc Off
Transactions
  • Sale

    Common Stock

    [F1]
    2026-03-02$34.46/sh10,000$344,600206,159 total
  • Discretionary Transaction

    Phantom Stock Units

    [F2]
    2026-02-27$34.30/sh+10,204.08$350,00010,204.08 total
    Common Stock (10,204.08 underlying)
Footnotes (2)
  • [F1]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.44 to $34.51, inclusive. The reporting person undertakes to provide Lincoln National Corporation, any security holder of Lincoln National Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote 1.
  • [F2]Each Phantom Stock Unit is the equivalent of one share of LNC Common Stock. Represents phantom stock units held in the LNC Stock Fund investment account in the LNC Deferred Compensation and Supplemental/Excess Retirement Plan (the "DC SERP"). The reporting person may transfer his phantom stock unit holdings into an alternative investment account in the DC SERP at any time.
Signature
/s/ Claire H. Hanna, Attorney-in-Fact|2026-03-02

Documents

1 file
  • 4
    marketforms-72378.xmlPrimary

    PRIMARY DOCUMENT