Lincoln Variable Insurance Products Trust DEFR14ARevised proxy

Amendment No. 1

To

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934

Filed by the Registrant [X]

Filed by a Party other than the Registrant [_]

Check the appropriate box:

[_] Preliminary Proxy Statement         [_] Soliciting Material Under Rule 14a-12

[ ] Confidential, For Use of the

Commission Only (as permitted

by Rule 14a-6(e)(2))

[X] Definitive Proxy Statement

[_] Definitive Additional Materials

Lincoln Variable Insurance Products Trust

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.

[_] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

1) Title of each class of securities to which transaction applies:

2) Aggregate number of securities to which transaction applies:

3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

4) Proposed maximum aggregate value of transaction:

5) Total fee paid:

[_] Fee paid previously with preliminary materials:

[_] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or schedule and the date of its filing.

1) Amount previously paid:

2) Form, Schedule or Registration Statement No.:

3) Filing Party:

4) Date Filed:

Explanatory Note

This Amendment No. 1 to Schedule 14A (this “Amendment”) is being filed solely to amend and replace the below section in the Definitive Proxy Statement filed by Lincoln Variable Insurance Products Trust (the “Company”) with the Securities and Exchange Commission on January 30, 2024 (the “Proxy Statement”). After filing the Proxy Statement, the Company discovered that, due to a clerical error, an incorrect version of this section of the Proxy Statement was inadvertently filed.

Please note that no changes have been made to the Proxy Statement other than to restate the following section in the Summary of the Proposal:

Q. How can I attend the Special Meeting?

A. The Special Meeting will be an in-person meeting of shareholders, which will be held on March 15, 2024 at 11:00 am EST at the offices of the Trust located at 150 North Radnor-Chester Road, Radnor, Pennsylvania 19087. You are entitled to participate in the Special Meeting only if you were a shareholder of the Fund as of the close of business on the Record Date.

This corrected version of the Proxy Statement is the version that will be mailed to shareholders.

LINCOLN VARIABLE INSURANCE PRODUCTS TRUST

1301 South Harrison Street

Fort Wayne, Indiana 46802

January 30, 2024

Re: LVIP T. Rowe Price Growth Stock Fund

Dear Contract Owners and Shareholders:

Enclosed is a notice and Proxy Statement relating to a Special Meeting of Shareholders of LVIP T. Rowe Price Growth Stock Fund (the “Fund”).

The Fund is a series of Lincoln Variable Insurance Products Trust (the “Trust”). The Special Meeting of Shareholders (the “Meeting”) of the Fund is scheduled to be held at the offices of the Trust located at 150 North Radnor-Chester Road, Radnor, Pennsylvania 19087 on March 15, 2024 at 11:00 a.m., Eastern time. At the Meeting, the shareholders of the Fund who are entitled to vote at the Meeting will be asked to approve the proposal described below.

You currently have an investment interest in the Fund. In the attached Proxy Statement, you are being asked to vote on the change of sub-classification of the Fund. The Fund is part of the Trust, and has been available as an investment option under variable annuity contracts and variable life insurance policies (the “Contracts”) issued by The Lincoln National Life Insurance Company (“Lincoln Life”) and Lincoln Life & Annuity Company of New York (“Lincoln New York”).

On December 6, 2023, the Board of Trustees of the Trust (the “Board”), upon the recommendation of Lincoln Financial Investments Corporation (the “Adviser”), the investment adviser of the Fund, considered and approved the change in sub-classification of the Fund from “diversified” to “non-diversified” and the elimination of a related fundamental investment restriction (the “Proposal”) and agreed to submit to shareholders for approval.

The Board recommends that you vote “For” the Proposal as described in the enclosed Proxy Statement. Your vote is important – even if you elect to move to a new investment option before the Proposal.

Please read the Proxy Statement and consider it carefully before casting your voting instruction. We appreciate your participation and prompt response in this matter and thank you for your continued support.

You are cordially invited to attend the Meeting. Since it is important that your vote be represented whether or not you are able to attend, you are urged to consider these matters and to exercise your voting instructions by completing, dating, and signing the enclosed voting instruction card and returning it in the accompanying return envelope at your earliest convenience or by relaying your voting instructions via telephone or the Internet by following the enclosed instructions. For further information on how to provide voting instructions, please see the Contract Owners Voting Instructions included herein. Of course, we hope that you will be able to attend the Meeting, and if you wish, you may provide voting instructions in person, even though you may have already returned a voting instruction card or submitted your voting instructions via telephone or the Internet. Please respond promptly in order to save additional costs of proxy solicitation and in order to make sure you are represented.

If you have any questions about the Meeting, please feel free to call (800) 4LINCOLN (454-6265).

LINCOLN VARIABLE INSURANCE PRODUCTS TRUST

Notice of Special Meeting of Shareholders

LVIP T. Rowe Price Growth Stock Fund

Scheduled for March 15, 2024

Dear Contract Owners and Shareholders:

NOTICE IS HEREBY GIVEN that a Special Meeting of Shareholders (“Meeting”) of the LVIP T. Rowe Price Growth Stock Fund (the “Fund”), a series of Lincoln Variable Insurance Products Trust (the “Trust”), is scheduled for March 15, 2024 at 11:00 a.m. Eastern Time, to be held at the offices of the Trust located at 150 North Radnor-Chester Road, Radnor, Pennsylvania 19087, for the following purposes:

Only shareholders of record at the close of business on January 12, 2024 are entitled to notice of, and to vote at, the Meeting and any adjournment(s) or postponement(s) thereof. Owners of variable life insurance policies and variable annuity contracts having a beneficial interest in the Fund on the record date are entitled to vote as though they were direct shareholders of the Fund.

The shares of the Fund are sold, directly or indirectly, primarily to separate accounts of The Lincoln National Life Insurance Company (“Lincoln Life”) and Lincoln Life & Annuity Company of New York (“Lincoln New York”), that support certain variable annuity contracts and variable life insurance policies (the “Accounts”) issued by such companies. For convenience, contract owners, policy holders, and plan participants are referred to collectively herein as “Contract Owners.” Contract Owners have the right to instruct Lincoln Life and Lincoln New York, as the record owners of shares of the Fund that are owned in the Accounts, how to vote the shares of the Fund that are attributable to those Accounts at the Meeting.

To assist you, a proxy card is enclosed. In addition, a Proxy Statement describing the matters to be voted on at the Meeting or any adjournment(s) thereof is attached to this Notice. The proxy is being solicited on behalf of the Board.

We realize that you may not be able to attend the Meeting to vote your proxy in person. However, we do need your vote. Whether or not you plan to attend the Meeting, please promptly complete, sign, and return the proxy card included with this Proxy Statement in the enclosed postage-paid envelope or provide your proxy by mail, telephone, or through the Internet as explained in the enclosed Proxy Statement. Proxies must be received by 5:00 p.m. Eastern Time on March 13, 2024. If you decide to attend the Meeting, you may revoke your prior proxy and vote in person. The number of shares of the Fund attributable to you will be voted in accordance with your proxy card.

It is important for you to vote on the proposal described in this Proxy Statement. We recommend that you read this Proxy Statement in its entirety as the explanations will help you to decide how to vote on the proposal.

The date of the first mailing of the proxy card and this Proxy Statement to shareholders and to the corresponding Contract Owners will be on or about January 30, 2024. If you have any questions about the Meeting, please feel free to call us toll free at (800) 4LINCOLN (454-6265).

By Order of the Board of Trustees of the Trust

Important notice regarding the availability of proxy materials for the shareholder Meeting to be held on March 15, 2024: this Notice of Special Meeting of Shareholders, Proxy Statement and the form of voting instruction and proxy card are available on the Internet at https://www.proxy-direct.com/lin-33715.

PROXY STATEMENT

January 30, 2024

TABLE OF CONTENTS

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PROXY STATEMENT

SPECIAL MEETING OF SHAREHOLDERS OF THE

LVIP T. ROWE PRICE GROWTH STOCK FUND

TO BE HELD ON MARCH 15, 2024

Relating to the Reclassification of the LVIP T. Rowe Price Growth Stock Fund

INTRODUCTION

This proxy statement (“Proxy Statement”) relates to a Special Meeting of shareholders (the “Meeting”) of the LVIP T. Rowe Price Growth Stock Fund (the “Fund”), a series of the Lincoln Variable Insurance Products Trust (the “Trust”), to be held on March 15, 2024. As more fully described in this Proxy Statement, the purpose of the Meeting is for shareholders to consider and to vote on the proposed change of sub-classification of the Fund from “diversified” to “non-diversified” and the elimination of a fundamental investment restriction that requires the Fund to be diversified (the “Proposal”).

In connection with this Proxy Statement, please note the following:

BACKGROUND

The Fund is available as an investment option under variable annuity contracts and variable life insurance policies (the “Contracts”) issued or administered by The Lincoln National Life Insurance Company (“Lincoln Life”), an Indiana insurance company located at 1301 South Harrison Street, Fort Wayne, Indiana 46802, and Lincoln Life & Annuity Company of New York, a New York insurance company located at 100 Madison Street, Suite 1860, Syracuse, NY 13202 (“Lincoln New York” and, together, “Lincoln”). Contract owners who selected the Fund for investment through a Lincoln Contract (the “Contract Owners”) have a beneficial interest in the Fund, but do not directly hold shares of the Fund. Lincoln, which uses the Fund as a funding vehicle, is the shareholder of record of the Fund and, as the legal owner of the Fund’s shares, has sole voting and investment power with respect to the shares, but passes through any voting rights to Contract Owners. Accordingly, for ease of reference throughout this Proxy Statement, Contract Owners also may be referred to as “shareholders.”

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Upon the recommendation of Lincoln Financial Investments Corporation, the Fund’s investment adviser (the “Adviser”), the Trust’s Board, including a majority of the Independent Trustees, considered and approved the Proposal and authorized sending a proxy statement to shareholders and Contract Owners of the Fund to solicit approval of the Proposal.

The Board recommends that Contract Owners of the Fund approve the Proposal.

SUMMARY OF THE PROPOSAL

The Proposal provides for the reclassification of the Fund from diversified to non-diversified on or about April 5, 2024 (the “Reclassification Date”). We recommend that you read the enclosed Proxy Statement. In addition to the detailed information in the Proxy Statement, the following questions and answers provide an overview of key information about the Reorganization.

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You will be able to attend the Special Meeting in-person at the time and location noted above

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THE PROPOSAL

Reasons for the Proposal

The Fund is currently sub-classified as “diversified” for purposes of Section 5(b)(1) of the 1940 Act. As a diversified fund, the Fund is limited as to the amount it may invest in any single issuer. Specifically, for 75% of its total assets, the Fund currently may not invest in a security if, as a result of such investment, more than 5% of its total assets (calculated at the time of purchase) would be invested in securities of any one issuer. In addition, for 75% of its total assets, the Fund may not hold more than 10% of the outstanding voting securities of any one issuer. The restrictions in Section 5(b)(1) do not apply to investments in U.S. government securities, securities of other investment companies (for example, other funds), cash and cash items.

In addition, the Fund currently has a fundamental investment restriction on diversification, which may only be changed with shareholder approval. The Adviser has proposed to change this fundamental investment restriction as follows:

As shown in the table above, if shareholders approve changing the Fund’s sub-classification from diversified to non-diversified, this fundamental investment restriction will be eliminated.

If the Proposal is approved by shareholders, the Fund will no longer be subject to the diversification limitation set forth in Section 5(b)(1) of the 1940 Act or the Fund’s current fundamental investment restrictions on diversification. Although the Fund would no longer be subject to the 1940 Act diversification restrictions, the Fund will continue to be subject to federal tax diversification restrictions of Subchapter M of the Internal Revenue Code of 1986, as amended (the “IRC”). For purposes of the IRC, the Fund operates as a “regulated investment company.” As such, the Fund must meet certain diversification requirements, including the requirement that, in general, at least

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50% of the market value of its total assets at the close of each quarter of its taxable year must be invested in cash, cash equivalents, U.S. government securities, securities of other regulated investment companies, and securities of issuers (including foreign governments) with respect to which the Fund has invested no more than 5% of its total assets in securities of any one issuer and owns no more than 10% of the outstanding voting securities of any issuer. The Fund also must invest no more than 25% of the value of its total assets in securities (other than U.S. government securities and securities of other regulated investment companies) of any one issuer or of two or more issuers that the Fund controls and is engaged in the same, similar or related trades or businesses or, collectively, in the securities of certain publicly traded partnerships. These limits apply only as of the close of each quarter of each Fund’s taxable year. These federal tax diversification requirements may change in the future without shareholder approval.

The asset classes in which the Fund invests have experienced fundamental changes that have made it difficult for the Fund to pursue their existing investment strategies while maintaining their 1940 Act diversification status. Over the course of the last ten years, the Fund’s asset classes have become increasingly dominated by a relatively small number of large companies and the significant outperformance of some of these companies, which has resulted in a higher level of concentration of these companies in the Fund’s asset class. In other words, these companies now represent a large percentage of the investment universes in which the Fund invests.

Due to these changes to the Fund’s investment universe, the Fund is not able to take positions in these companies as large as the respective portfolio management teams believe to be beneficial for the Fund’s portfolio because the Fund is limited in doing so to maintain its diversified status. (For a diversified fund, all investments greater than 5% in any one issuer may not exceed, in the aggregate, 25% of the fund’s assets.) Thus, changing the Fund’s sub-classification to non-diversified would provide the Fund with the flexibility to pursue its investment strategy given that the Adviser believes the high level of concentration in the Fund’s asset class will remain for the foreseeable future.

Shareholders should note that, if the changes in the Fund’s sub-classifications to “non-diversified” are approved, the Fund’s risk profile may increase. This is because the investment return on a non-diversified fund typically is dependent upon the performance of securities of a smaller number of issuers than a diversified fund. Consequently, a non-diversified fund is more susceptible to adverse developments affecting the larger holdings in its portfolio than a diversified fund and may be more susceptible to greater losses because of such developments. Accordingly, if the Proposal is approved on behalf of the Fund, the Fund would potentially be subject to greater risk than it currently is.

Approval of the Proposal

The Board considered the recommendations of the Adviser to change the Fund’s sub-classification to non-diversified and to eliminate the Fund’s related fundamental

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investment restriction. The Board also considered the alternative of retaining the existing fundamental investment restriction. The Board considered all relevant factors, including the potential impact on the Fund and its risk profile, Fund disclosure changes, tax considerations, and the estimated costs associated with seeking shareholder approval of the proposed change for the Fund. Following its consideration of these matters, the Board unanimously approved the proposed change in the Fund’s sub-classification to “non-diversified” and the elimination of the Fund’s related fundamental investment restriction. It is anticipated that this Proposal, if approved, will be effective on or about April 5, 2024.

If the Proposal is not approved by shareholders, the Fund will continue to operate as a diversified fund, as defined under the 1940 Act, and the Fund’s related fundamental investment restriction on diversification will remain in effect.

THE BOARD OF THE FUND UNANIMOUSLY RECOMMENDS A VOTE FOR THE PROPOSAL

ADDITIONAL INFORMATION ABOUT THE PROPOSAL

Transfers out of the Fund

The Proposal will have no effect on transfers into or out of the Fund. Subject to the terms of their Contract, shareholders may transfer out of the Fund into any other investment option available under their Contract at any time prior to or after the effective date of the Proposal.

Failure to Approve the Proposal

If shareholders/Contract Owners of the Fund do not approve the Proposal, the Proposal will not be implemented. The Board then would meet to consider what, if any, steps to take with respect to the Fund, such as holding another vote or continuing to run the Fund as diversified.

SHAREHOLDER AND VOTING INFORMATION

Share Ownership

At the close of business on January 12, 2024 (the “Record Date”), there were 22,714,198.52 outstanding Standard Class shares of the Fund and 7,592,476.75 outstanding Service Class shares of the Fund. Both Standard Class and Service Class shares of the Fund are offered as investments within Lincoln Contracts. Lincoln Life and Lincoln New York are the record owners of the shares of the Fund underlying the Contracts, but are soliciting voting instructions from Contract Owners having contract value invested in the Fund (a beneficial interest) through their respective separate accounts.

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Because the Fund is available as an investment for variable annuity contracts and variable life insurance policies offered by certain life insurance companies, the insurance companies could be deemed to control the voting securities of the Fund (i.e., by owning more than 25%). As of the Record Date, Lincoln Life and Lincoln New York owned 14,974,809.02 and 591,467.98 shares of the Fund, respectively, which represents 49.41% and 1.95% of the Fund’s outstanding shares, respectively. To the knowledge of the Trust, as of the Record Date, no current Trustee or executive officer of the Trust owned any separate account units attributable to 1% or more of the assets of any class of the Fund.

As of January 12, 2024, there were no shareholders that held 5% or more of the outstanding shares of any share class of the Fund, except for the insurance company shareholders.

Solicitation of Proxies

In addition to the solicitation of voting instruction forms and proxy cards by mail, officers and employees of the Trust, without additional compensation, may solicit voting and proxy instructions in person, by telephone, and electronically, including through the Internet. The Trust also may engage a third-party vendor to solicit proxies from Contract Owners or shareholders. The agreement between Georgeson Inc. a Delaware corporation (operating through its Computershare Fund Services division) (“CFS”) and Lincoln Life states that CFS will provide proxy solicitation and tabulation services for a fee, including out-of-pocket expenses, of approximately $50,000. All expenses incurred in connection with the preparation of this Proxy Statement and the solicitation of instructions will be paid by the Fund.

Voting Information

This Proxy Statement is being furnished in connection with the solicitation of proxies by the Board. At the Meeting, Lincoln Life and Lincoln New York will vote the Fund’s shares held in the Accounts, in accordance with the instructions received from Contract Owners whose purchase payments were invested, as of the Record Date, in the Fund by the Accounts. For all Accounts that support variable annuity contracts, the number of votes which a Contract Owner may cast when instructing an insurance company how to vote is determined by applying the Contract Owner’s percentage interest in the Fund to the total number of votes attributable to the Fund. Holders of shares of the Fund as of the Record Date are entitled to one vote for each share held, and a proportionate fraction of a vote for each fraction of a share held.

Lincoln Life and Lincoln New York will vote (i) shares owned by Lincoln Life and Lincoln New York; and (ii) the Fund’s shares held by the Accounts for which no timely instructions are received, in proportion to the voting instructions which are received with respect to the Fund, even if only a relatively small number of Contract Owners provide voting instructions. Therefore, the vote of a small number of

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shareholders can affect the overall outcome since those fewer votes have a proportional impact. Lincoln Life and Lincoln New York will vote shares of the Fund held by each of their separate accounts in accordance with the proxy voting instructions received from its Contract Owners. If voting instructions are properly executed and received in a timely manner but they contain no voting directions, the votes represented by those instructions will be cast FOR the Proposal and Lincoln Life and Lincoln New York may vote in accordance with their judgment with respect to other matters not now known to the Board that may be presented at the Meeting.

Contract Owners may vote by mail, telephone, or Internet in advance of the meeting. Voting instructions must be received by 5:00 p.m. Eastern time on March 13, 2024. If you vote by mail, the voting instruction proxy card must be received at the address shown on the enclosed postage paid envelope. Contract Owners may also vote by attending the Meeting.

Revocation of Voting Instructions and Proxies

Any Contract Owner who provides voting instructions has the power to revoke the instructions by (1) delivering to the Secretary of the Trust (at the address of the Trust provided on the cover page of this proxy statement) written notice of revocation, or (2) submitting superseding voting instructions, in each case at any time prior to the date of the Meeting. Contract Owners may also revoke prior voting instructions by voting in person at the Meeting.

Quorum

A quorum of shareholders is necessary to hold a valid meeting and to consider the Proposal in this Proxy Statement. Holders of 33¹⁄₃% of the outstanding shares of the Fund on the Record Date, present in person or by proxy at the Meeting, shall constitute a quorum. In the absence of a quorum, a simple majority of outstanding shares entitled to vote, present in person or by proxy, may adjourn the meeting from time to time until a quorum is present. Shares held by shareholders present in person or represented by proxy at the meeting (including Lincoln Life and Lincoln New York) will be counted both for the purpose of determining the presence of a quorum and for calculating the votes cast on any proposal before the meeting. Since Lincoln Life and Lincoln New York are the owners of record of all of the outstanding shares of the Fund, a quorum is expected to be present at the Meeting.

Effects of Abstentions and Broker Non-Votes

Abstentions will be counted as present for purposes of establishing a quorum, but will not count as votes cast. Accordingly, abstentions will have the same effect as an instruction to vote “AGAINST” the Proposal. Each of Lincoln Life and Lincoln New York will vote shares of the Fund held in each of its separate accounts for which it has not received timely instructions (or for which a voting instruction proxy card is not

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properly executed) in the same proportion as it votes shares held by that separate account for which it has received instructions. If no instructions are received for a separate account, Lincoln Life and/or Lincoln New York will vote any shares held by such separate account in the same proportion as votes cast by all of its other separate accounts in the aggregate. Shareholders and Contract Owners permitted to give instructions, and the number of shares for which such instruction may be given for purposes of voting at the meeting and any adjournments thereof, will be determined as of the Record Date. As a result of this proportional voting, a small number of Contract Owners may determine the outcome of a vote.

A broker non-vote occurs in connection with a shareholder meeting when the shareholders are asked to consider both “routine” and “non-routine” proposals. In such a case, if a broker-dealer votes on the “routine” proposal, but does not vote on the “non-routine” proposal because (a) the shares entitled to cast the vote are held by the broker-dealer in “street name” for the beneficial owner, (b) the broker-dealer lacks discretionary authority to vote the shares; and (c) the broker- dealer has not received voting instructions from the beneficial owner, a broker non-vote is said to occur with respect to the “non-routine” proposal. Because broker-dealers generally will not have discretionary authority to vote the shares held by the beneficial owners on the Proposal and the Proposal is the only item being submitted to shareholders for approval at the Meeting, the Trust does not expect there to be any broker non-votes on the Proposal.

Adjournment

In the event that sufficient votes to approve a proposal are not received, the persons named as proxies may propose one or more adjournments of the Meeting to permit further solicitation of proxies. Any such adjournment will require an affirmative vote by the holders of a simple majority of the shares present in person or by proxy and entitled to vote at the Meeting. In determining whether to adjourn the Meeting with respect to a proposal, the following factors may be considered: the percentage of votes actually cast, the percentage of negative votes actually cast, the nature of any further solicitation and the information to be provided to shareholders with respect to the reasons for the solicitation. Generally, votes cast in favor of a proposal will be voted in favor of adjournment while votes cast against a proposal will be voted against adjournment. The persons named as proxies will vote upon such adjournment after consideration of the best interests of all shareholders. As stated above, abstentions will have no effect on any proposal to adjourn the Meeting. A shareholder vote may be taken with respect to the Fund prior to any adjournment as to which sufficient votes have been received for approval.

Other Matters to Come Before the Meeting

To the knowledge of the Board, there is no other business to be brought before the Meeting. However, if other matters do properly come before the Meeting, Lincoln Life and Lincoln New York intend to vote the Fund’s shares in accordance with the

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judgment of the Board on such matters. The persons named as proxies on the enclosed proxy card will vote their proxies in their discretion on any other items (other than the Proposal) that properly come before the Meeting.

Contract Owner and Shareholder Proposals

Under authority granted to the Trustees by the Trust By-laws, and pursuant to applicable law, special meetings are called as required. Contract Owners or shareholders desiring to hold their own proxy solicitations in order to submit proposals in years in which the annual meeting is not held may require that a special meeting be called if they can obtain the written request of Contract Owners indirectly or shareholders directly, representing certain stipulated percentages of the outstanding voting securities of the Fund. The submission of a proposal does not guarantee its inclusion in the proxy statement and is subject to limitations under the Federal securities laws. The Trust is not required to hold regular meetings of shareholders, and in order to minimize its costs, does not intend to hold meetings of shareholders unless so required by applicable law, regulation, regulatory policy, or unless otherwise deemed advisable by the Board or the Trust’s management. Therefore, it is not practicable to specify a date by which proposals must be received in order to be incorporated in an upcoming proxy statement for a meeting of shareholders. A Contract Owner or shareholder wishing to submit proposals for inclusion in a proxy statement for a subsequent shareholder meeting should send his or her written proposals to the Secretary of the Trust located at 1301 South Harrison Street, Fort Wayne, Indiana 46802. Proposals must be received a reasonable time before the Fund begins to print and mail the proxy materials for the meeting. More detailed information on these procedures for Contract Owners or shareholders may be obtained from Lincoln Life, Lincoln New York or the Secretary of the Trust.

Communications to the Board

Shareholders/Contract Owners who wish to communicate to the full Board or to any individual Trustee may address correspondence to LVIP Board of Trustees, c/o The Lincoln National Life Insurance Company at P.O. Box 2340, Fort Wayne, Indiana 46802. Without opening any such correspondence, the Trust’s management promptly will forward all such correspondence to the intended recipient(s).

OTHER INFORMATION

Investment Adviser

The Adviser is located at 150 North Radnor-Chester Road, Radnor, Pennsylvania 19087. The Adviser is a registered investment adviser and wholly-owned subsidiary of Lincoln Life. Lincoln Life is an insurance company organized under Indiana law and is a wholly-owned subsidiary of Lincoln National Corporation (“LNC”). LNC is a publicly-held insurance holding company organized under Indiana law. Through its

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subsidiaries, LNC provides nationwide insurance and financial services. As of December 31, 2023, the Adviser had approximately $108.6 billion in assets under management.

Investment Subadviser

Currently, T. Rowe Price Associates, Inc. (“T. Rowe Price”) serves as subadviser to the Fund. T. Rowe Price, 100 East Pratt Street, Baltimore, Maryland 21202, is a registered investment adviser and Maryland corporation. T. Rowe Price was founded in 1937. T. Rowe Price and its affiliates provide investment advisory services to individual and institutional investor accounts and managed approximately $1.44 trillion as of December 31, 2023. T. Rowe Price is a wholly-owned subsidiary of T. Rowe Price Group, Inc., a publicly traded financial services holding company.

Effective on or about April 5, 2024, AllianceBernstein L.P. (“AllianceBernstein”) will replace T. Rowe Price as primary subadviser to the Fund. AllianceBernstein is a registered investment adviser with the SEC. AllianceBernstein is a Delaware limited partnership, the majority limited partnership units in which are held, directly and indirectly, by its parent company AXA Equitable Holdings, Inc., a publicly traded holding company for a diverse group of financial services companies. The principal address of AllianceBernstein is 1345 Avenue of the Americas, New York, New York 10105. AllianceBernstein and its affiliates had assets under management of approximately $725 billion as of December 31, 2023.

T. Rowe Price will remain a sub-adviser to the Fund after April 5, 2024, for the sleeve of private securities owned by the Fund.

Principal Underwriter and Distributor

Lincoln Financial Distributors, Inc. (“LFD”), is located at 130 North Radnor-Chester Road, Radnor, Pennsylvania 19087 and is an affiliate of the Adviser.

Administrator

Lincoln Life is located at 1301 South Harrison Street, Fort Wayne, Indiana 46802 and is an affiliate of the Adviser. Lincoln Life provides various administrative services necessary for the operation of the Trust.

Householding

Only one copy of this Proxy Statement is mailed to households, even if more than one person in a household is a shareholder of record, unless the Fund has received instructions to the contrary. If you need additional copies of this Proxy Statement, or if you do not want the mailing of a Proxy Statement to be combined with those for other members of your household in the future, or if you are receiving multiple copies and

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would rather receive just one copy for the household, please contact the Trust by calling 1-800-454-6265 or if using regular mail, by writing to the Trust at P.O. Box 2340, Fort Wayne, Indiana 46801 or if using express mail, by writing to the Trust at 1301 South Harrison Street, Fort Wayne, Indiana 46802. The Trust will promptly deliver, upon request, a separate copy of this Proxy Statement to any shareholder residing at an address to which only one copy was mailed.

Annual and Semi-Annual Reports

Shareholders can obtain a copy of the most recent Annual Report and any Semi-Annual Report of the Fund without charge, by calling the Trust at 1-800-454-6265 or if using regular mail, by writing to the Trust at P.O. Box 2340, Fort Wayne, Indiana 46801 or if using express mail, by writing to the Trust at 1301 South Harrison Street, Fort Wayne, Indiana 46802. You can also access the Annual Reports and Semi-Annual Reports at www.lfg.com/lvip.

PLEASE:

OR

OR

VOTING INSTRUCTIONS MUST BE RECEIVED BY 5:00 P.M. EASTERN TIME ON MARCH 13, 2024. VOTES CAST BY MAIL NEED TO BE RECEIVED AT THE ADDRESS SHOWN ON THE ENCLOSED POSTAGE PAID ENVELOPE.

OR

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PO Box 43131 Providence, RI 02940-3131		EVERY VOTE IS IMPORTANT
		EASY VOTING OPTIONS:
				VOTE ON THE INTERNET
				Log on to:
				www.proxy-direct.com or scan the QR code
				Follow the on-screen instructions
				available 24 hours
				VOTE BY TELEPHONE
				Call 1-800-337-3503
				Follow the recorded instructions
				available 24 hours
				VOTE BY MAIL
				Vote, sign and date your
				Proxy Card and return it in the
				postage-paid envelope

Please detach at perforation before mailing.

		LVIP T. ROWE PRICE GROWTH STOCK FUND		PROXY
		(a series of Lincoln Variable Insurance Products Trust)
		1301 S. HARRISON STREET, FORT WAYNE, IN 46802
		SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON MARCH 15, 2024

THIS PROXY IS BEING SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF THE LINCOLN VARIABLE INSURANCE PRODUCTS TRUST.

The undersigned, revoking previous proxies with respect to the shares in the name of the undersigned, hereby appoint(s) Jayson R. Bronchetti, Samuel K. Goldstein, and James Hoffmayer, or any of them as Proxies of the undersigned with full power of substitution, to vote and act with respect to all share classes of the LVIP T. Rowe Price Growth Stock Fund, a series of the Lincoln Variable Insurance Products Trust, with respect to which the undersigned is entitled to vote at the Special Meeting of Shareholders to be held at the offices of the Trust located at 150 North Radnor-Chester Road, Radnor, Pennsylvania 19087 on March 15, 2024, at 11 a.m. Eastern Time and at any adjournments or postponements thereof.

I acknowledge receipt of the Notice of the Special Meeting of the Shareholders and accompanying Proxy Statement dated on or about January 30, 2024.

LIN_33715_0111724

EVERY SHAREHOLDER’S VOTE IS IMPORTANT!

Important Notice Regarding the Availability of Proxy Materials for the

LVIP T. Rowe Price Growth Stock Fund

Special Meeting of Shareholders to be held on March 15, 2024.

The Proxy Statement for this meeting is available at: https://www.proxy-direct.com/lin-33715

Please detach at perforation before mailing.

This proxy will be voted as instructed. If no specification is made for the Proposal, the proxy will be voted “FOR” the Proposal. The Proxies are authorized in their discretion to vote upon such other matters as may come before the Special Meeting or any adjournments or postponements thereof.

PO Box 43131 Providence, RI 02940-3131		EVERY VOTE IS IMPORTANT
		EASY VOTING OPTIONS:
				VOTE ON THE INTERNET
				Log on to:
				www.proxy-direct.com or scan the QR code
				Follow the on-screen instructions
				available 24 hours
				VOTE BY TELEPHONE
				Call 1-866-298-8476
				Follow the recorded instructions
				available 24 hours
				VOTE BY MAIL
				Vote, sign and date your
				Voting Instruction Card and return it in
				the postage-paid envelope

Please detach at perforation before mailing.

		LVIP T. ROWE PRICE GROWTH STOCK FUND		VOTING INSTRUCTION CARD
		(a series of Lincoln Variable Insurance Products Trust)
		1301 S. HARRISON STREET, FORT WAYNE, IN 46802
		SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON MARCH 15, 2024

THIS VOTING INSTRUCTION CARD IS BEING SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF THE LINCOLN VARIABLE INSURANCE PRODUCTS TRUST.

[INSURANCE COMPANY DROP-IN]

Revoking any prior instructions, the undersigned instructs the above referenced insurance company (the “Company”) to vote and act with respect to all shares of the LVIP T. Rowe Price Growth Stock Fund, a series of the Lincoln Variable Insurance Products Trust, that are attributable to his or her contract or interest therein and held in the Company separate account, at the Special Meeting of Shareholders to be held at the offices of the Trust located at 150 North Radnor-Chester Road, Radnor, Pennsylvania 19087 on March 15, 2024, at 11 a.m. Eastern Time and at any adjournments or postponements thereof.

If you sign on the reverse side but do not mark instructions, the Company will vote all shares of the Fund attributable to your account value FOR the proposal. If you do not return this Voting Instruction Card, the Company will vote all shares attributable to your account value in proportion to the timely voting instructions actually received from contract owners in the separate account.

LIN_33715_011224_VI

EVERY CONTRACT OWNER’S VOTE IS IMPORTANT!

Important Notice Regarding the Availability of Proxy Materials for the

LVIP T. Rowe Price Growth Stock Fund

Special Meeting of Shareholders to be held on March 15, 2024.

The Proxy Statement for this meeting is available at: https://www.proxy-direct.com/lin-33715

Please detach at perforation before mailing.

This Voting Instruction Card will be voted as instructed. If no specification is made for the Proposal, the Voting Instruction Card will be voted “FOR” the Proposal. The Proxies are authorized in their discretion to vote upon such other matters as may come before the Special Meeting or any adjournments or postponements thereof.