Lincoln National Corporation
8-K on 06/07/2021   Download
SEC Document
SEC Filing
0000059558 false 0000059558 2021-06-03 2021-06-03

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

 

June 3, 2021

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

__________________________________

 

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 5.07.  Submission of Matters to a Vote of Security Holders.

 

The 2021 Annual Meeting of Shareholders of Lincoln National Corporation (the “Company”) was held on June 3, 2021.  Shareholders voted as follows on the matters presented for a vote.

 

Item 1.   Election of Directors

 

The eleven nominees for election to the Board of Directors were elected, each for a term expiring at the Company’s 2022 annual meeting of shareholders, based upon the following votes:

 

Director Nominee

 

 

For

 

Against

 

Abstentions

Broker

Non-Votes

Deirdre P. Connelly

 

142,567,690

7,825,733

378,914

17,881,972

William H. Cunningham

 

138,986,255

11,411,169

374,913

17,881,972

Reginald E. Davis

145,671,307

4,712,527

388,504

17,881,972

Dennis R. Glass

 

147,005,278

3,438,823

328,236

17,881,972

George W. Henderson, III

 

142,384,132

7,976,905

411,300

17,881,972

Eric G. Johnson

 

130,121,583

20,270,427

380,327

17,881,972

Gary C. Kelly

 

143,584,215

6,809,590

378,532

17,881,972

M. Leanne Lachman

 

136,022,706

14,335,976

413,655

17,881,972

Michael F. Mee

 

133,906,834

16,454,617

410,886

17,881,972

Patrick S. Pittard

 

137,562,203

12,813,545

396,590

17,881,972

Lynn M. Utter

 

147,805,642

2,559,867

406,828

17,881,972

 

 

Item 2.   Ratification of Auditors

 

The proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent auditor for 2021 was approved based on the following votes:

 

For

Against

Abstentions

158,717,756

9,639,209

297,345

 

There were no broker non-votes for this item.

 

 

Item 3.   Advisory Resolution on Executive Compensation

 

The proposal to approve an advisory resolution regarding the compensation paid to the Company’s named executive officers, as disclosed in the Company’s 2021 Proxy Statement, was approved based on the following votes:

 

For

Against

Abstentions

Broker Non-Votes

108,307,290

41,643,144

821,903

17,881,972

 



 

Item 4.   Non-Binding Shareholder Proposal Regarding Amending Special Shareholder Meeting Right

 

The non-binding shareholder proposal to amend the Company’s bylaws to remove the one-year holding requirement from the Company’s special shareholder meeting right was not approved based on the following votes:

 

For

Against

Abstentions

Broker Non-Votes

7,515,779

142,407,479

849,080

17,881,972

 

Item 5.   Non-Binding Shareholder Proposal Regarding Amending Shareholder Proxy Access

 

The non-binding shareholder proposal to amend the Company’s proxy access bylaws to remove the 20-shareholder aggregation limit was not approved based on the following votes:

 

For

Against

Abstentions

Broker Non-Votes

48,942,087

101,045,652

784,598

17,881,972

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

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/ Nancy A. Smith

 

 

 

 

Name:

Nancy A. Smith

 

 

 

 

Title:

Senior Vice President and Secretary

 

 

 

Date:  June 7, 2021