Form 4: LNC CFO Neczypor Sells Shares for Tax Withholding

Lincoln National Corp's EVP & CFO, Christopher M. Neczypor, disposed of 1,362 shares of common stock for tax withholding purposes.

Summary

• Christopher M. Neczypor, Executive Vice President and Chief Financial Officer of Lincoln National Corp (LNC), reported a transaction involving the company's common stock.
• On December 5, 2025, Neczypor disposed of 1,362 shares of common stock.
• The disposal was for tax withholding upon the vesting of restricted stock units, at a price of $42.74 per share.
• Following this transaction, Neczypor beneficially owns 127,896.36 shares of Lincoln National Corp common stock.
• This total includes 2,761.83 shares acquired through dividend reinvestment since the reporting person's last report.
• The transaction was made pursuant to a Rule 10b5-1(c) plan.

Sentiment

Score: 5

Explanation: The transaction is a routine tax-related disposal of shares upon vesting of restricted stock units, which is a common occurrence for executives. The reporting person still holds a substantial number of shares, and the transaction was conducted under a Rule 10b5-1 plan, indicating a pre-planned event rather than a discretionary sale based on new information.

Positives

• The reporting person's overall beneficial ownership remains substantial at 127,896.36 shares, indicating continued alignment with shareholder interests.
• The inclusion of 2,761.83 shares acquired through dividend reinvestment demonstrates ongoing accumulation of shares through company programs.
• The transaction was conducted under a Rule 10b5-1 plan, suggesting a pre-arranged and systematic approach to stock sales, which can reduce concerns about opportunistic insider trading.

Negatives

• The disposal of 1,362 shares, even for tax purposes, represents a reduction in the direct beneficial ownership of the EVP & CFO.

Future Outlook

No future outlook or guidance is provided in this Form 4 filing.

Industry Context

This Form 4 filing reports a routine insider transaction for tax withholding purposes, which is common across all industries for executives receiving equity compensation. It does not provide specific insights into broader industry trends or competitive landscape for the insurance and financial services sector where Lincoln National Corp operates.

Comparison to Industry Standards

• This transaction is a standard practice for executives receiving equity compensation, where a portion of vested shares is sold to cover tax obligations.
• Such tax-related sales are common across publicly traded companies and do not typically indicate a change in management's confidence in the company's prospects.
• For example, executives at peer companies in the financial services sector, such as Prudential Financial (PRU) or MetLife (MET), frequently report similar tax-related disposals of shares upon vesting of restricted stock units.

Corporate Governance

Stakeholder Impact

• Shareholders: Minor impact as the disposal is routine for tax purposes and the executive retains significant ownership, suggesting continued alignment of interests.

Key Dates

Keywords

Lincoln National Corp, LNC, Christopher M. Neczypor, insider trading, Form 4, common stock, tax withholding, restricted stock units, RSU, Rule 10b5-1, executive compensation