Lincoln National Corporation Non-Employee Director Compensation Policy (Effective January 1, 2007)

Summary

This document outlines the compensation policy for non-employee directors of Lincoln National Corporation, effective January 1, 2007. Non-employee directors receive an annual retainer of $172,000, split equally between cash and equity. Additional annual fees are provided for committee chairs, audit committee members, and the lead director. Extra meeting fees may be paid for meetings beyond the regular schedule. All payments are made quarterly. The CEO may also reimburse directors for reasonable expenses related to attending meetings.

EX-10.1 2 ex10-1.htm EXHIBIT 10.1 Exhibit 10.1

Exhibit 10.1

Lincoln National Corporation

Board of Directors

Non-Employee Director Compensation

Beginning January 1, 2007

1.	An annual retainer of $172,000, evenly split between cash and equity;

2.	For service as a Committee Chair, an annual retainer fee of $10,000; except that the Audit Committee Chair annual retainer fee will be $20,000;

3.	For service as an Audit Committee member, an additional annual retainer fee of $5,000; and

4.	For service as Lead Director, the current annual retainer fee of $25,000 will be maintained.

In addition, meeting fees may be paid in some cases for meetings which exceed the number of annually scheduled meetings ($1,100 per meeting) as determined by the Corporate Governance Committee. All fees will be payable to the directors on a quarterly basis in arrears.

Finally, the Chief Executive Officer is authorized, in his discretion, to reimburse non-employee directors for expenses reasonably incurred in attending Board or Committee meetings, including, but not limited to, expenses related to traveling to and from the meetings.