v3.26.1
Shares and Stockholders’ Equity
6 Months Ended
Jun. 30, 2026
Stockholders' Equity Note [Abstract]  
Shares and Stockholders' Equity Shares and Stockholders’ Equity
Preferred Shares

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

As of June 30, 2026As of December 31, 2025
Shares AuthorizedShares IssuedShares OutstandingShares AuthorizedShares IssuedShares Outstanding
9.250% Fixed Rate Reset Non-Cumulative
Preferred Stock, Series C20,000 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 designated9,960,000 – – 9,960,000 – – 
Total preferred shares10,000,000 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 June 30,
20262025
DividendAggregateDividendAggregate
SeriesPer ShareDividendPer ShareDividend
Series C$– $– $– $– 
Series D562.50 11 562.50 11 
Total$562.50 $11 $562.50 $11 

For the Six Months Ended June 30,
20262025
DividendAggregateDividendAggregate
SeriesPer ShareDividendPer ShareDividend
Series C$1,156.25 $23 $1,156.25 $23 
Series D1,125.00 23 1,125.00 23 
Total$2,281.25 $46 $2,281.25 $46 

Common Shares

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

 For the Three
Months Ended
June 30,
 For the Six
Months Ended
June 30,
2026202520262025
Common Stock
Balance as of beginning-of-period191,209,768 170,695,166 190,051,477 170,380,646 
Issuance of common stock– 18,759,497 – 18,759,497 
Stock compensation/issued for benefit
  plans
215,603 116,241 1,373,894 430,761 
Balance as of end-of-period191,425,371 189,570,904 191,425,371 189,570,904 

Our common stock is without par value.
Issuance of Common Stock

On June 5, 2025, we closed our purchase agreement (the “Purchase Agreement”) with Bain Capital Prairie, LLC (the “Buyer”), a newly formed subsidiary of Bain Capital, under which we agreed to sell shares representing 9.9% of our outstanding common stock on a post-issuance basis to the Buyer. Under the final terms, we issued 18,759,497 shares of common stock at $44.00 per share, based on a 25% premium to the 30-day volume-weighted average price as of April 8, 2025, for aggregate consideration of $825 million.

The Purchase Agreement provides for, among other things, certain limitations on the Buyer’s and certain of its affiliates’ ability to transfer common stock, purchase additional common stock, and take certain other actions with respect to the Company and its common stock, and an agreement that the Buyer and certain of its affiliates will, subject to certain limitations, vote common stock they beneficially own in favor of the matters recommended for approval by the Company’s board of directors (the “Board”). The Purchase Agreement also grants the Buyer the right to designate one observer to be present in a nonvoting capacity at all meetings of the Board and, following the first anniversary of the closing of the transaction, the right to replace such observer with a voting member of the Board, in each case subject to the Buyer’s satisfaction of certain conditions and approval of the Board.

Earnings Per Share

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

 For the Three
Months Ended
June 30,
 For the Six
Months Ended
June 30,
2026202520262025
Net income (loss) available to common stockholders – basic$1,321 $688 $1,114 $(69)
Deferred units of LNC stock in our
deferred compensation plans (1)
– – (5)– 
Net income (loss) available to common
stockholders – diluted$1,321 $688 $1,109 $(69)
Weighted-average shares, as used in basic calculation192,862,677177,175,326192,379,752174,264,554
Incremental common shares from assumed exercise or
issuance of stock-based incentive compensation awards2,818,5982,773,0603,348,9182,769,320
Average deferred compensation shares (1)
737,319 654,279 731,584 – 
Weighted-average shares, as used in diluted calculation (2)
196,418,594180,602,665196,460,254177,033,874
Net income (loss) per share:
Basic$6.85 $3.88 $5.79 $(0.39)
Diluted6.72 3.80 5.65 (0.39)
(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 six months ended June 30, 2025, 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.

In the event the average market price of LNC common stock exceeds the issue price of stock options and the options have a dilutive effect to our EPS, such options will be shown in the table above.
AOCI

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

As of or For the Six
Months Ended
June 30,
20262025
Unrealized Gain (Loss) on Fixed Maturity AFS Securities and Certain
Other Investments
Balance as of beginning-of-year$(4,413)$(6,239)
Unrealized holding gains (losses)(786)1,083 
Change in foreign currency exchange rate adjustment(92)483 
Change in future contract benefits and policyholder account balances,
net of reinsurance(155)(297)
Income tax benefit (expense)218 (268)
Less:
Reclassification adjustment for gains (losses) included in net income (loss)(153)(117)
Income tax benefit (expense)32 25 
Balance as of end-of-period$(5,107)$(5,146)
Unrealized Gain (Loss) on Derivative Instruments
Balance as of beginning-of-year$450 $638 
Unrealized holding gains (losses)(4)206 
Change in foreign currency exchange rate adjustment87 (474)
Income tax benefit (expense)(19)57 
Less:
Reclassification adjustment for gains (losses) included in net income (loss)36 39 
Income tax benefit (expense)(8)(8)
Balance as of end-of-period$486 $396 
Market Risk Benefit Non-Performance Risk Gain (Loss)
Balance as of beginning-of-year$(262)$146 
OCI before reclassification47 (42)
Income tax benefit (expense) (9)10 
Balance as of end-of-period$(224)$114 
Policyholder Liability Discount Rate Remeasurement Gain (Loss)
Balance as of beginning-of-year$480 $744 
OCI before reclassification127 (222)
Income tax benefit (expense) (27)47 
Balance as of end-of-period$580 $569 
Foreign Currency Translation Adjustment
Balance as of beginning-of-year$(18)$(29)
OCI before reclassification(2)15 
Balance as of end-of-period$(20)$(14)
Funded Status of Employee Benefit Plans
Balance as of beginning-of-year$(295)$(296)
OCI before reclassification(15)
Balance as of end-of-period$(293)$(311)
    
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 Six
Months Ended
June 30,
20262025
Unrealized Gain (Loss) on Fixed Maturity AFS
Securities and Certain Other Investments
Reclassification$(204)$(143)Realized gain (loss)
Associated change in future contract benefits51 26 Benefits
Reclassification before income tax benefit (expense)(153)(117)Income (loss) before taxes
Income tax benefit (expense)32 25 Federal income tax expense (benefit)
Reclassification, net of income tax$(121)$(92)Net income (loss)
Unrealized Gain (Loss) on Derivative Instruments
Interest rate contracts$– $Net investment income
Interest rate contractsInterest and debt expense
Foreign currency contracts31 27 Net investment income
Foreign currency contractsRealized gain (loss)
Reclassification before income tax benefit (expense)36 39 Income (loss) before taxes
Income tax benefit (expense)(8)(8)Federal income tax expense (benefit)
Reclassification, net of income tax$28 $31 Net income (loss)