Form 4: Lincoln National EVP Sells Over 10,000 Shares of Common Stock

Brian Kroll, Executive Vice President and Head of Life & Annuities at Lincoln National Corp (LNC), reported the sale of 10,075 shares of common stock for approximately $333,482.50, while also updating beneficial ownership including phantom stock units.

Summary

• Brian Kroll, EVP, Head of Life & Annuities at Lincoln National Corp (LNC), sold 10,075 shares of LNC Common Stock at a price of $33.1 per share on May 29, 2025.
• The total value of the common stock sold was approximately $333,482.50.
• Following the transaction, Mr. Kroll directly beneficially owns 48,743.2 shares of LNC Common Stock.
• The reported transaction was made pursuant to a Rule 10b5-1(c) pre-arranged trading plan.
• Mr. Kroll's beneficial ownership also includes 29,719.54 Phantom Stock Units held in the LNC Deferred Compensation and Supplemental/Excess Retirement Plan (DC SERP), which are equivalent to one share of LNC Common Stock each.
• Since the last report, 676.57 shares of Common Stock and 780.13 Phantom Stock Units were acquired through dividend reinvestment.
• A correction was made to prior period reporting, where the number of shares acquired through dividend reinvestment had been overstated by 1.00 share in aggregate due to an administrative error.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to the insider sale, although mitigated by the transaction being under a 10b5-1 plan and the executive retaining significant holdings.

Positives

• The reporting person continues to hold a significant number of shares (48,743.2 direct shares) and phantom stock units (29,719.54 units), indicating continued alignment with shareholder interests.
• Shares and phantom stock units were acquired through dividend reinvestment (676.57 shares and 780.13 units), demonstrating ongoing participation in the company's equity programs.

Negatives

• An executive (EVP, Head of Life & Annuities) sold 10,075 shares of common stock, which can sometimes be interpreted as a negative signal by the market, even if pre-planned.

Risks

• Potential negative market perception or investor sentiment due to the reported insider sale, despite the transaction being conducted under a Rule 10b5-1 plan.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future financial performance or strategic outlook.

Industry Context

This filing is a routine disclosure of an executive's stock transaction within the financial services and insurance industry. Such transactions are common and often occur under pre-arranged trading plans, providing transparency into insider holdings and activities.

Comparison to Industry Standards

• The use of a Rule 10b5-1(c) plan for stock sales is a standard corporate governance practice among publicly traded companies, including those in the financial sector, to mitigate concerns about insider trading.

Corporate Governance

Related Party Transactions

• The reported transaction is an insider trading activity by an executive, which falls under the broader category of related party dealings due to the individual's relationship with the company.

Stakeholder Impact

• Shareholders may interpret the executive's sale of shares as a signal regarding the company's future prospects, potentially influencing investor confidence and stock price.

Key Dates

Recommendation

Keywords

Lincoln National Corp, LNC, SEC Form 4, Insider Trading, Stock Sale, Executive Compensation, Phantom Stock Units, Dividend Reinvestment, Rule 10b5-1 Plan, Financial Services, Insurance