LINCOLN NATIONAL CORP

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

(c) The following summarizes purchases of common stock equity securities by the Company during the quarter ended September 30, 2026 (dollars in millions, except per share data):

(1) Of the total number of shares purchased, no shares were received in connection with the exercise of stock options and related taxes. For the quarter ended September 30, 2026, there were 1,120,523 shares purchased as part of publicly announced plans or programs.

(2) On November 10, 2021, our Board of Directors authorized an increase in our securities repurchase authorization, bringing the total aggregate repurchase authorization to $1.5 billion. As of September 30, 2026, our remaining security repurchase authorization was $664 million. The security repurchase authorization does not have an expiration date. The amount and timing of share repurchases depends on key capital ratios, rating agency expectations, the generation of free cash flow and an evaluation of the costs and benefits associated with alternative uses of capital. Our stock repurchases may be effected from time to time through open market purchases or in privately negotiated transactions and may be made pursuant to an accelerated share repurchase agreement or Rule 10b5-1 plan.

The following summarizes purchases by the Company during the quarter ended September 30, 2026 of depositary shares registered under Section 12 of the Exchange Act and that represent fractional interests in preferred stock equity securities:

(1) Reflects the repurchase of depositary shares (“Series D Depositary Shares”), each representing a 1/1000th interest in a share of our 9.000% Non-Cumulative Preferred Stock, Series D, through a tender offer that closed on September 10, 2026. For more information about the tender offer, see Note 15 herein.