Shares and Stockholders’ Equity (Tables)

9 Months Ended

Sep. 30, 2025

Stockholders' Equity Note [Abstract]

Preferred stock authorized, issued and outstanding (number of shares) was as follows:



	As of September 30, 2025			As of December 31, 2024
	Shares Authorized	Shares Issued	Shares Outstanding	Shares Authorized	Shares Issued	Shares Outstanding
9.250% Fixed Rate Reset Non-Cumulative
Preferred Stock, Series C	20,000	20,000	20,000	20,000	20,000	20,000
9.000% Non-Cumulative Preferred Stock, Series D	20,000	20,000	20,000	20,000	20,000	20,000
Not designated	9,960,000	–	–	9,960,000	–	–
Total preferred shares	10,000,000	40,000	40,000	10,000,000	40,000	40,000

The per share and aggregate dividends declared for preferred stock by series (in millions except per share data) was as follows:


	For the Three Months Ended September 30,
	2025				2024
	Dividend		Aggregate		Dividend		Aggregate
Series	Per Share		Dividend		Per Share		Dividend
Series C	$	1,156.25	$	23	$	1,156.25	$	23
Series D	562.50		11		562.50		11
Total	$	1,718.75	$	34	$	1,718.75	$	34


	For the Nine Months Ended September 30,
	2025				2024
	Dividend		Aggregate		Dividend		Aggregate
Series	Per Share		Dividend		Per Share		Dividend
Series C	$	2,312.50	$	46	$	2,312.50	$	46
Series D	1,687.50		34		1,687.50		34
Total	$	4,000.00	$	80	$	4,000.00	$	80

Schedule of Common Stock Outstanding Roll Forward

The changes in our common stock (number of shares) were as follows:


	For the Three Months Ended September 30,		For the Nine Months Ended September 30,
	2025	2024	2025	2024
Common Stock
Balance as of beginning-of-period	189,570,904	170,188,487	170,380,646	169,666,137
Issuance of common stock	–	–	18,759,497	–
Stock compensation/issued for benefit plans	349,723	152,980	780,484	675,330

Balance as of end-of-period	189,920,627	170,341,467	189,920,627	170,341,467

Reconciliation of the Denominator Calculations of Basic and Diluted Earnings per Share

The calculation of earnings per share (“EPS”) was as follows (in millions except per share data):


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2025		2024		2025		2024
Net income (loss) available to common stockholders – basic	$	411	$	(562)	$	343	$	1,508
Deferred units of LNC stock in our
deferred compensation plans (1)	–		–		–		3
Net income (loss) available to common
stockholders – diluted	$	411	$	(562)	$	343	$	1,511

Weighted-average shares, as used in basic calculation	190,826,396		170,773,438		179,845,834		170,482,264
Incremental common shares from assumed exercise or
issuance of stock-based incentive compensation awards	3,477,709		2,075,432		3,005,449		1,575,034
Average deferred compensation shares (1)	–		–		–		710,256
Weighted-average shares, as used in diluted calculation (2)	194,304,105		172,848,870		182,851,283		172,767,554

Net income (loss) per share:
Basic	$	2.15	$	(3.29)	$	1.90	$	8.85
Diluted	2.12		(3.29)		1.87		8.75

(1) We have participants in our deferred compensation plans who selected LNC stock as the measure for the investment return attributable to all or a portion of their deferral amounts. This obligation is settled in either cash or LNC stock pursuant to the applicable plan document. We exclude deferred units of LNC stock that are antidilutive from our diluted EPS calculation.

(2) Due to reporting a net loss for the three months ended September 30, 2024, basic shares were used in the diluted EPS calculation for this period as the use of diluted shares would have resulted in a lower loss per share.

Components and Changes in AOCI

The following summarizes the components and changes in AOCI (in millions):


	For the Nine Months Ended September 30,
	2025		2024
Unrealized Gain (Loss) on Fixed Maturity AFS Securities and Certain
Other Investments
Balance as of beginning-of-year	$	(6,239)	$	(5,188)

Unrealized holding gains (losses)	2,263		1,555
Change in foreign currency exchange rate adjustment	441		124

Change in future contract benefits and policyholder account balances,
net of reinsurance	(514)		(382)
Income tax benefit (expense)	(463)		(276)
Less:
Reclassification adjustment for gains (losses) included in net income (loss)	(139)		(163)


Income tax benefit (expense)	29		34
Balance as of end-of-period	$	(4,402)	$	(4,038)












Unrealized Gain (Loss) on Derivative Instruments
Balance as of beginning-of-year	$	638	$	375

Unrealized holding gains (losses)	277		305
Change in foreign currency exchange rate adjustment	(433)		(121)


Income tax benefit (expense)	33		(39)
Less:
Reclassification adjustment for gains (losses) included in net income (loss)	54		60

Income tax benefit (expense)	(11)		(13)
Balance as of end-of-period	$	472	$	473
Market Risk Benefit Non-Performance Risk Gain (Loss)
Balance as of beginning-of-year	$	146	$	1,070

OCI before reclassification	(260)		(367)
Income tax benefit (expense)	56		78
Balance as of end-of-period	$	(58)	$	781
Policyholder Liability Discount Rate Remeasurement Gain (Loss)
Balance as of beginning-of-year	$	744	$	587

OCI before reclassification	(342)		(209)
Income tax benefit (expense)	72		44
Balance as of end-of-period	$	474	$	422
Foreign Currency Translation Adjustment
Balance as of beginning-of-year	$	(29)	$	(26)
OCI before reclassification	11		8

Balance as of end-of-period	$	(18)	$	(18)
Funded Status of Employee Benefit Plans
Balance as of beginning-of-year	$	(296)	$	(294)

OCI before reclassification	(11)		(8)

Balance as of end-of-period	$	(307)	$	(302)

Schedule of Reclassifications Out of AOCI

The following summarizes the reclassifications out of AOCI (in millions) and the associated line item on the Consolidated Statements of Comprehensive Income (Loss):


	For the Nine Months Ended September 30,
	2025		2024
Unrealized Gain (Loss) on Fixed Maturity AFS
Securities and Certain Other Investments
Reclassification	$	(173)	$	(193)	Realized gain (loss)
Associated change in future contract benefits	34		30		Benefits
Reclassification before income tax benefit (expense)	(139)		(163)		Income (loss) before taxes
Income tax benefit (expense)	29		34		Federal income tax expense (benefit)
Reclassification, net of income tax	$	(110)	$	(129)	Net income (loss)









Unrealized Gain (Loss) on Derivative Instruments

Interest rate contracts	$	–	$	(2)	Net investment income

Interest rate contracts	10		20		Interest and debt expense
Foreign currency contracts	42		41		Net investment income
Foreign currency contracts	2		1		Realized gain (loss)

Reclassification before income tax benefit (expense)	54		60		Income (loss) before taxes
Income tax benefit (expense)	(11)		(13)		Federal income tax expense (benefit)
Reclassification, net of income tax	$	43	$	47	Net income (loss)