Terms

Series

9.000% Non-Cumulative Preferred Stock, Series D

Liquidation Preference

$25.00

Coupon Rate

9%

Rate Type

Fixed

Annual Dividend

$2.25

Payment Frequency

Quarterly

Cumulative

No

Perpetual

Yes

Convertible

No

Callable

Yes

First Call Date

December 1, 2027

First Call Price

$25.00

Capital Stack Ranking

Junior To: All Existing And Future Indebtedness, Other Non-Equity Claims, Subsidiary Liabilities Including Insurance Policy-Related Liabilities; Pari Passu With: Series C Preferred Stock, Other Parity Preferred Stock; Senior To: Common Stock, Junior Stock

Regulatory (Basel III) Call

Yes

Tax Classification

Qualified Dividend

Qualifies for QDI

Yes

Qualifies for DRD

Yes

Depositary Share Fraction

0.001

Shares Offered

20,000,000

Prospectus Summary

Lincoln National Corporation (LNC), a holding company for insurance and retirement subsidiaries, is offering 20,000,000 Depositary Shares (NYSE: LNC PRD), each representing a 1/1,000th interest in a share of its 9.000% Non-Cumulative Preferred Stock, Series D, with a liquidation preference of $25.00 per Depositary Share. Dividends accrue at a fixed 9.000% per annum (~$0.5625 per Depositary Share per quarter, $2.25 annually) and are callable at par on or after December 1, 2027. Because the dividends are non-cumulative, if LNC's board does not declare a dividend for any quarter, that payment is permanently forfeited — holders have no right to recoup skipped dividends in future periods. The Series D Preferred Stock ranks senior to LNC's common stock and all other junior equity, and pari passu with the concurrent Series C Preferred Stock. However, it is subordinate to all of LNC's existing and future debt ($6.46 billion as of September 30, 2022) and, critically, is structurally junior to approximately $159.9 billion in insurance policy-related liabilities at the operating subsidiaries — because LNC is a holding company that depends entirely on dividends from its insurance subsidiaries to service its obligations. A regulatory capital event call allows LNC to redeem the entire issue prior to December 1, 2027 (within 90 days of the trigger) at $25.00 per Depositary Share if the preferred stock ceases to qualify as regulatory capital under applicable capital adequacy rules — meaning investors could face early redemption if LNC comes under group-wide capital supervision. At the $25.00 offering price, the current yield is 9.00%. Dividends are paid quarterly on March 1, June 1, September 1, and December 1 (first payment March 1, 2023), with a record date set as the 15th calendar day prior to each payment date. For non-corporate U.S. holders, dividends are expected to qualify for the preferential 15%/20% qualified dividend income (QDI) rate; corporate holders may be eligible for the dividends-received deduction (DRD). The dividend stopper prevents LNC from paying dividends on or repurchasing common stock or other junior equity in any period for which the full Series D preferred dividend has not been declared and paid — though given the non-cumulative structure, even this protection only applies period by period and does not cure a missed payment.

Summarized from the SEC prospectus filing.

Distribution History

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If LNC has not paid full dividends on the Series D Preferred Stock for the latest completed dividend period, it cannot declare or pay dividends on — or repurchase — its common stock or any other junior-ranking stock.

Other Preferreds from Lincoln National Corporation

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 58 (Average)