Company Update

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549     FORM 8-K     CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 14, 2023 Date of Report (Date of earliest event reported)     Lincoln National Corporation (Exact name of registrant as specified in its charter)       Indiana   1-6028   35-1140070 (State or other jurisdiction   (Commission   (IRS Employer of incorporation)   File Number)   Identification No.)   150 N. Radnor Chester Road , Radnor , PA 19087 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code (484) 583-1400     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock   LNC   New York Stock Exchange Depositary Shares, each representing a 1/1000 th interest in a share of 9.000% Non-Cumulative Preferred Stock, Series D   LNC PRD   New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company   ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐       ITEM 8.01. Other Events. On December 14, 2023, Lincoln National Corporation (the “Company”) entered into a Stock Purchase Agreement (the “Agreement”) with Osaic Holdings, Inc., a Delaware corporation (“Osaic”), pursuant to which Osaic agreed to acquire all of the ownership interests in the subsidiaries of the Company that comprise the Company’s wealth management business, including Lincoln Financial Advisors Corporation (“LFA”) and Lincoln Financial Securities Corporation. The transaction is expected to close in the first half of 2024, subject to customary closing conditions, including regulatory approvals. Upon closing, the transaction is expected to provide approximately $700 million of capital benefit to the Company. The capital benefit is equal to the proceeds from the sale less transaction expenses and less the current statutory carrying value of LFA reflected on the books of its direct parent company, The Lincoln National Life Insurance Company, net of the required capital held against that carrying value. On December 14, 2023, the Company issued a press release announcing its entry into the Agreement. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.   Item 9.01. Financial Statements and Exhibits (d) Exhibits   Exhibit Number    Description 99.1    Press Release dated December 14, 2023. 104    Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.   LINCOLN NATIONAL CORPORATION By   /s/ Christopher Neczypor Name:   Christopher Neczypor Title:   Executive Vice President and   Chief Financial Officer Date: December 14, 2023