by resolution of our board of directors. At September 26, 2017, we had issued and outstanding 219,544, 136 shares of common stock.
As described under Description of Securities We May SellDepository Shares, we may, at our option, elect to offer depository shares evidenced
by depository receipts, each representing an interest (to be specified in the prospectus supplement relating to the particular series of the preferred stock) in a share of the particular series of the preferred stock issued and deposited with a
preferred stock depository.
The following description of our capital stock is a summary. It summarizes only those aspects of our capital stock which we
believe will be most important to your decision to invest in our capital stock. You should keep in mind, however, that it is our restated articles of incorporation and our amended and restated bylaws, and the Indiana Business Corporation Law, which
we refer to as the IBCL (described below), and not this summary, which define your rights as a securityholder. There may be other provisions in these documents which are also important to you. You should read these documents for a full description
of the terms of our capital stock. Our restated articles of incorporation and our amended and restated bylaws are incorporated by reference as exhibits to the registration statement that includes this prospectus. See Where You Can Find More
Information for information on how to obtain copies of these documents.
Common Stock
Transfer Agent and Registrar. Our common stock is traded on the New York Stock Exchange under the symbol LNC. The registrar and transfer
agent is Wells Fargo Shareowner Services.
Voting Rights. Except as set forth below under Anti-Takeover ProvisionsCertain State Law
Provisions, each holder of record of our common stock is entitled to one vote for each share of our common stock held on all matters submitted to a vote of the shareholders, including election of directors. Holders of our common stock do not
have cumulative voting rights with respect to the election of directors or any other matter.
Dividend Rights. The holders of our common stock may
receive cash dividends, if and when declared by our board of directors out of funds legally available for that purpose, and subject to preferential rights of the holders of preferred stock or other special classes of stock.
Liquidation Rights. In the event of a liquidation, dissolution or winding up, holders of our common stock will be entitled to share ratably in all
assets remaining after payments to creditors and after satisfaction of the liquidation preference, if any, of the holders of any preferred stock that may at the time be outstanding.
Preemptive Rights. Holders of our common stock do not have any preemptive or similar equity rights.
Preferred Stock
General. Our restated
articles of incorporation authorize our board of directors to provide for the issuance of up to ten million shares of preferred stock, in one or more series, and to fix by resolution and to the extent permitted by the IBCL, the relative rights,
preferences and limitations of each series of preferred stock, including dividend, redemption, liquidation, sinking fund, conversion and other provisions in the resolutions or certificate establishing or designating the series, without a vote or any
other action taken by our shareholders.
Shares Outstanding. We currently have no preferred stock outstanding.
Voting Rights. Unless otherwise provided in accordance with our amended and restated bylaws, each holder preferred stock would be entitled to one
vote per share and to vote together, as a single class, with holders of our common stock on all matters submitted to a vote of the common shareholders.
Anti-Takeover Considerations
Certain
Provisions of LNCs Amended and Restated Bylaws.
Article I of our amended and restated bylaws provide that only the board of directors may call
special meetings. Article I of the amended and restated bylaws further provides that control shares (as discussed below) of the corporation acquired in a control share acquisition with respect to which the acquiring person has not filed with the
corporation the statement
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