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Lincoln Variable Insurance Products Trust

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LINCOLN VARIABLE INSURANCE PRODUCTS TRUST

1300 South Clinton Street

Fort Wayne, Indiana 46802

August 7, 2018

NOTICE OF SPECIAL MEETING OF SHAREHOLDERS

Re: LVIP BlackRock Multi-Asset Income FundJanuary 2, 2019

Dear Contract Owners and Shareholders:

You currently have an investment interest in the LVIP BlackRock Multi-Asset Income Fund (the “Fund”). In the attached Proxy Statement, you are being asked to vote on the liquidationat least one series mutual fund of the Fund. The Fund is part of Lincoln Variable Insurance Products Trust (“LVIP”). We are writing to notify you of a special meeting of shareholders (the “Trust”“Meeting”), 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 June 5, 2018, the Board of Trustees of the TrustLVIP funds, which are listed in Exhibit A (the “Board”“Funds”), upon the recommendation of Lincoln Investment Advisors Corporation (the “Adviser”), the investment adviser of the Fund, considered and approved the liquidation of the Fund and agreed to submit the Plan of Liquidation to shareholders for approval.

. You are being asked to approveprovide instructions on how certain votes should be cast at the Plan of Liquidation of the Fund. If the proposal is approved and you have not elected to move your contract/account value to a new investment option prior to the date of the Fund’s liquidation, your contract/account valueMeeting.

The Meeting will be reinvested in either the Goldman Sachs VIT Government Money Market Fund or the LVIP Government Money Market Fund.

The Board recommends that you vote“For” the Plan of Liquidation as described in the enclosed Proxy Statement.

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.

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 BlackRock Multi-Asset Income Fund

Scheduled for October 17, 2018

Dear Contract Owners and Shareholders:

NOTICE IS HEREBY GIVEN that a Special Meeting of Shareholders (“Meeting”) of the LVIP BlackRock Multi-Asset Income Fund (the “Fund”), a series of Lincoln Variable Insurance Products Trust (the “Trust”), is scheduled for October 17, 2018held on February 20, 2019 at 11:00 a.m. Eastern Time, atin the offices of the TrustLVIP at 1300 South Clinton Street, Fort Wayne, Indiana 4680246802. The attached Proxy Statement describes in detail the proposed agenda items for the Meeting.

The following purposes:proposal will be considered and acted upon at the Meeting:

Only shareholders of record at the close of business on July 13, 2018 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 FundFunds of LVIP 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”), and other unaffiliated insurance companies that support certain variable annuity contracts and variable life insurance policies (the “Accounts”) issued by suchthose insurance companies. For convenience, contractContract owners and policy participants are referred to collectively herein as “Contract Owners.”

Only shareholders of record who owned Fund shares at the close of business on November 28, 2018 are entitled to vote at the Meeting and at any adjournments or postponements thereof. A shareholder of record as of the close of business on that date has the right to direct the persons listed on the enclosed proxy card as to how to vote its shares in the Fund(s).

As a Contract OwnersOwner, you have the right, and are being requested, to instruct Lincoln Life, and Lincoln New York or other unaffiliated insurance companies, as the record owners of Fund shares of the Fund that are owned in the Accounts, how to vote the shares of the FundFunds that are attributable to those Accounts at the Meeting.Accounts.

To assist you, a voting instruction form or 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 enclosed voting instruction form or proxy card is being solicited on behalf of the Board.Board of Trustees of LVIP.

We realize that you may not be able to attend the Meeting to provide voting instructions or vote your proxy in person. However, we do need your voting instructions or your vote. Whether or not you plan to attend the Meeting, please promptly complete, sign, and return theeach voting instruction form or proxy card included with this Proxy Statement in the enclosed postage-paid envelope or provide your voting instructions or proxy by mail, telephone, or through the Internet as explained in the enclosed Proxy Statement.Proxies must be received by 4:00 p.m. Eastern Time on October 15, 2018. If you decide to attend the Meeting, you may revoke your prior voting instructions or proxy and provide voting instructions or your vote in person. The number of shares of theeach Fund attributable to you will be voted in accordance with your voting instruction form or proxy card.

If you have any questions about the Meeting, please feel free to call1-800-4LINCOLN(454-6265).

By Order of the Board of Trustees of LVIP,

Important notice regarding the availability of proxy materials for the shareholder Meeting to be held on February 20, 2019: this Notice of Special Meeting of Shareholders, Proxy Statement and the form of voting instruction and proxy card are available on the Internet athttps://www.proxy-direct.com/lin-30332.

LINCOLN VARIABLE INSURANCE PRODUCTS TRUST

1300 South Clinton Street

Fort Wayne, Indiana 46802

PROXY STATEMENT

SPECIAL MEETING OF SHAREHOLDERS

TO BE HELD ON FEBRUARY 20, 2019

You currently have an investment interest in at least one series mutual fund of the Lincoln Variable Insurance Products Trust (“LVIP”). There will be a special meeting of shareholders (the “Meeting”) of the LVIP funds, which are listed in Exhibit A (the “Funds”). You are being asked to provide instructions on how certain votes should be cast at the Meeting.

The LVIP Board of Trustees is furnishing this Proxy Statement to you in connection with the solicitation of voting instructions and proxies for the Meeting. The Meeting will be held at the offices of LVIP at 1300 South Clinton Street, Fort Wayne, Indiana 46802, at 11:00 a.m. Eastern Time on February 20, 2019.

The Board is soliciting voting instructions/proxies with respect to the following proposal:

The shares of the Funds of LVIP are sold directly or indirectly primarily to separate accounts of The Lincoln National Life Insurance Company (“Lincoln Life”), Lincoln Life & Annuity Company of New York (“Lincoln New York”), and other unaffiliated insurance companies that support certain variable annuity contracts and variable life insurance policies (the “Accounts”) issued by such companies. Contract owners and policy participants are referred to collectively as “Contract Owners.”

Only shareholders of record who owned Fund shares at the close of business on November 28, 2018 (the “Record Date”) are entitled to vote at the Meeting and at any adjournments or postponements thereof. A shareholder of record on the Record Date has the right to direct the persons listed on the enclosed proxy card as to how to vote its shares in the Fund(s).

As a Contract Owner, you have the right, and are being requested, to instruct Lincoln Life, Lincoln New York or other unaffiliated insurance companies, as the record owners of shares of the Funds that are owned in the Accounts, how to vote the shares of the Funds that are attributable to those Accounts at the Meeting

To the extent that any shares of a Fund are owned directly by a Fund that operates as a “fund of funds” those shares will be voted directly by the fund of funds in the same proportion as all other votes received from the other holders of the underlying Funds’ shares (so called “echo voting”).

The date of the first mailing of the voting instruction form, proxy card and this Proxy Statement to shareholders and to the corresponding Contract Owners will be on or about January 2, 2019. If you have any questions about the Meeting, please feel free to call us toll free at1-800-4LINCOLN(454-6265).

It is important for you to provide voting instructions or vote on the proposalsproposal 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 proposals.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 August 7, 2018. If you have any questions about the Meeting, please feel free to call us toll free at (800) 4LINCOLN(454-6265).

Important notice regarding the availability of proxy materials for the shareholder Meeting to be held on October 17, 2018: this Notice of Special Meeting of Shareholders, Proxy Statement and the form of voting instruction and proxy card are available on the Internet athttps://www.proxy-direct.com/lin-28068.

PROXY STATEMENT

August  7, 2018

TABLE OF CONTENTS

PROXY STATEMENTFREQUENTLY ASKED QUESTIONS

SPECIAL MEETING OF SHAREHOLDERS OF THE

LVIP BLACKROCK MULTI-ASSET INCOME FUND

VOTING PROCEDURES

TO BE HELD ON OCTOBER 17, 2018Contract Owners and Shareholders are urged to designate their choices on each of the matters to be acted upon by usingone of the following three methods:

RelatingBY INTERNET

BY MAIL

INTRODUCTION

BY TELEPHONE

This

If you have any questions about the Meeting of shareholders (the “Meeting”) of the LVIP BlackRock Multi-Asset Income Fund (the “Liquidating Fund”), a series of the Lincoln Variable Insurance Products Trust (the “Trust”), to be held on October 17, 2018. As more fully describedor anything in this Proxy Statement, the purposeplease feel free to call us toll free at1-800-4LINCOLN(454-6265).

PROPOSAL 1: ELECTION OF TRUSTEES

(All Funds)

Shareholders of each of the Meeting isFunds are being asked to elect ten Trustees to serve on LVIP’s Board of Trustees.

Who are the nominees for Trustee?

The nominees are: Ellen G. Cooper, Steve A. Cobb, Elizabeth S. Hager, Barbara L. Lamb, Gary D. Lemon, Ph.D., Thomas A. Leonard, Charles I. Plosser, Pamela L. Salaway, Brian W. Wixted, and Nancy B. Wolcott (the “Trustee Nominees”). Five current members of the Board of Trustees, Messrs. Cobb, Lemon and Leonard and Mmes. Hager and Salaway, are standing forre-election by shareholders. Three current members of the Board of Trustees, Mmes. Cooper and Wolcott and Mr. Plosser, were previously elected by the Board and will stand for election by shareholders to consider and to vote on the proposed Plan of Liquidation (the “Proposal”) that would provideas Trustees for the liquidationfirst time. Ms. Lamb and Mr. Wixted are not currently members of the Liquidating Fund (the “Liquidation”). IfBoard of Trustees. Among the ProposalTrustee Nominees, Ms. Cooper is approvedan “interested person” of LVIP as that term is defined in the 1940 Act. Ms. Cooper is an interested person of LVIP because she is a Director and you have not elected to move your contract/account value toChairman of LVIP’s investment adviser, Lincoln Investment Advisors Corporation, and a new investment option prior to the Liquidation, your contract/account value will be reinvested in either the Goldman Sachs VIT Government Money Market Fund or the LVIP Government Money Market Fund per the liquidation chart below under theSummaryDirector and an officer of the Plan of Liquidation section.

YOU SHOULD READ THIS ENTIRE PROXY STATEMENT CAREFULLY AND REVIEW THE PLAN OF LIQUIDATION WHICH IS ATTACHED AS APPENDIX A, AS WELL AS THE GOLDMAN SACHS VIT GOVERNMENT MONEY MARKET FUND’S SUMMARY PROSPECTUS DATED APRIL 30, 2018 AND THE LVIP GOVERNMENT MONEY MARKET FUND’S SUMMARY PROSPECTUS DATED MAY 1, 2018, WHICH ARE BEING PROVIDED TO YOU ALONG WITH THIS PROXY STATEMENT. YOU SHOULD ALSO CONSULT THE GOLDMAN SACHS VIT GOVERNMENT MONEY MARKET FUND’S STATUTORY PROSPECTUS DATED APRIL 30, 2018 OR THE LVIP GOVERNMENT MONEY MARKET FUND’S STATUTORY PROSPECTUS DATED MAY 1, 2018 FOR MORE INFORMATION ABOUT THOSE FUNDS.

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

BACKGROUND

The Liquidating 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, (“the parent company of the LVIP’s investment adviser. The remaining Trustee Nominees would be deemed to be “Independent Trustees” (i.e., Trustees who are not “interested persons” of LVIP). Please refer to “How are nominees for Trustees selected?” for further detail on the nomination process.

Under the 1940 Act, generally, no person may serve as a member of a mutual fund board of trustees unless that person was elected as a trustee by the outstanding voting securities of the fund. However, a new trustee may be appointed by the existing board members if immediately after such appointment at leasttwo-thirds of the trustees then holding office have been elected to such office by the holders of the outstanding voting securities at an annual or special meeting of shareholders.

If elected, each LVIP Trustee Nominee will serve as Trustee until his or her successor has been duly elected and qualified for office or until his or her earlier resignation, death or retirement. Trustees shall retire no later than the end of the calendar year in which the Trustee turns 75 years old. Thus, Ms. Hager is scheduled to retire at the end of 2019. Each Trustee Nominee is currently available and has consented to be named in this Proxy Statement and to serve if elected.

The table below provides certain background information for each nominee, including the number of Funds that the nominee oversees.

INFORMATION ON THE NOMINEES

Interested Trustee

Independent Trustees

Name, Address and Age

Position(s) Held With LVIP

Term of Office and Length of Time Served

Principal Occupation(s) during Past Five Years

Number of Funds in Fund Complex† Overseen by Trustee

Other Board Memberships Held by Trustee during Past Five Years

Thomas A. Leonard 1300 S. Clinton Street Fort Wayne, IN 46802 YOB: 1949

Trustee

Since December 2013

Retired; Formerly Partner of Pricewaterhouse Coopers LLP (accounting firm)

96

Copeland Capital Trust since 2010 (mutual fund); Formerly: AlphaOne Capital (2011-2013), Lincoln Advisors Trust

Charles I. Plosser 1300 S. Clinton Street Fort Wayne, IN 46802 YOB: 1948

Trustee

Since January 2018

Retired; Formerly: Chief Executive Officer and President of Federal Reserve Bank of Philadelphia, Inc.

96

Public Governor for the Financial Industry Regulatory Authority (FINRA)

Pamela L. Salaway 1300 S. Clinton Street Fort Wayne, IN 46802 YOB: 1957

Trustee

Since December 2013

Retired; Formerly Chief Risk Officer, Bank of Montreal/Harris Financial Corp. U.S. Operations

96

Formerly: Lincoln Advisors Trust

Brian W. Wixted** 1300 S. Clinton Street Fort Wayne, IN 46802 YOB: 1959

Trustee Nominee

Proposed for Election

Senior Consultant, CKC Consulting; Formerly: Senior Vice President, Finance and Fund Treasurer, Oppenheimer Funds, Inc. (mutual funds complex)

N/A

None

Nancy B. Wolcott 1300 S. Clinton Street Fort Wayne, IN 46802 YOB: 1954

Trustee

Since October 2017

Retired; Formerly: EVP, Head of GFI Client Service Delivery, BNY Mellon; EVP Head of U.S. Funds Services, BNY Mellon

96

Trustee of FundVantage Trust

**	Barbara L. Lamb and Brian W. Wixted are nominees for Trustee and are not currently serving as Trustee.

What is the business background and other qualifications of the nominees?

The following is a brief description of the experience and attributes of each Trustee that led the Board to conclude that each Trustee (including each Trustee Nominee) is qualified to serve on the Board of LVIP. The information may assist in your decision on whether to vote in favor of a Trustee’s election. References to the experience and attributes of Trustees are pursuant to requirements of the SEC and are not holding out the Board or any Trustee as having any special expertise and shall not impose any greater responsibility or liability on any Trustee or the Board.

Steve A. Cobb. Mr. Cobb has served as a Trustee of Lincoln Life”)Variable Insurance Products Trust since 2013. He is currently a Managing Director of CID Capital (CID), a private equity firm he joined in 2001. Mr. Cobb is currently a director of ABC Industries (industrial and mining ventilation products manufacturer), Classic Accessories (a provider of outdoor cover products) and Fit and Fresh (a manufacturer of consumer housewares products). He has previously served as a director of multiple other companies. Mr. Cobb is a founder and past Director of the Indiana Chapter of the Association for Corporate Growth. He is a past director of several communitynon-profit organizations. Prior to joining CID, Mr. Cobb was a finance manager with Procter & Gamble where he held a variety of operational and financial roles, including financial analysis, accounting, and internal controls. Through his experience, Mr. Cobb provides the Board with over twenty years of financial, accounting and business management insight.

Ellen G. Cooper. Ms. Cooper has served as Chairman and Trustee of Lincoln Variable Insurance Products Trust since September 2015. Ms. Cooper joined Lincoln Financial Group as Executive Vice President and Chief Investment Officer in 2012. Ms. Cooper also serves as Director and Chairman of Lincoln Investment Advisors Corporation. Ms. Cooper previously served as Managing Director and global head of the insurance strategy at Goldman Sachs Asset Management. Prior to Goldman Sachs, Ms. Cooper was the Chief Risk Officer for AEGON Americas. Ms. Cooper brings over 30 years of knowledge and experience in asset management, risk management, and insurance.

Elizabeth S. Hager. Ms. Hager has served as a Trustee of Lincoln Variable Insurance Products Trust since 2007. She previously served as a Director of the Jefferson Pilot Variable Fund, Inc. from 1989 to 2007. Ms. Hager served as Executive Director of the United Way of Merrimack County from 1996 until 2010, then Executive Vice President of Granite United Way until her retirement in 2011. Ms. Hager also served as a State Representative in the State of New Hampshire for 26 years and on the Concord, New Hampshire City Council for nine years, with two of those years as Mayor of Concord. Previous experience for Ms. Hager also includes serving on the CFX Bank and Bank of New Hampshire Boards, as well as manynon-profit association boards. Through her experience, Ms. Hager provides the Board with legislative, consumer and market insights.

Barbara L. Lamb.Ms. Lamb is a Trustee Nominee of Lincoln Variable Insurance Products Trust. She is currently a Managing Director of Finance and Administration for WH Trading, LLC, a global proprietary futures and options trading firm. Ms. Lamb served as a Managing Director of Cheiron Trading LLC from 2012-2015 and a Financial Officer for Valorem Law Group, LLC from 2008-2009. Previously, she served as Chief Development Officer for Market Liquidity, LLC from 1999-2001. Ms. Lamb served as Chief Credit Officer, Senior Vice President, and Director for The Chicago Corporation from 1986-1998 and in several finance and development positions from 1980-1986. Ms. Lamb holds the Chartered Financial Analyst Designation and is a member of the CFA Institute of Chicago. Through her experience, Ms. Lamb provides the board with risk management and investing insight.

Gary D. Lemon, Ph.D. Dr. Lemon has served as Advisory Trustee of Lincoln Variable Insurance Products Trust since 2004 and as a Trustee since 2006. Dr. Lemon has a Master’s Degree and Ph.D. in Economics. Since 1976, Dr. Lemon has been a Professor of Economics and Management at DePauw University and is the current Chair of the Economics and Management department. Dr. Lemon was formerly the James W. Emison Director of the Robert C. McDermond Center for Management and Entrepreneurship at DePauw University. He currently is a member of the Greencastle City Council and the Greencastle Redevelopment Commission. He is an Indianaauthor of a book on investing. He has also served on several other committees and in various advisory roles in both the community and university settings. Through his experience, Dr. Lemon brings academic and investment insight.

Thomas A. Leonard. Mr. Leonard has served as a Trustee of Lincoln Variable Insurance Products Trust since 2013. Mr. Leonard retired from Pricewaterhouse Coopers, LLP in 2008 where he had served as Financial Services Industry Leader in the firm’s Philadelphia office from 2000-2008 and from 1982-2008 as a Partner providing services to clients predominately in the asset management business with a focus on global fund complexes and insurance company locatedretail and variable funds. Mr. Leonard is currently a board member of Copeland Capital Trust and was previously a board member of AlphaOne Capital and WT Mutual Fund. Since 2012, Mr. Leonard has served as a consultant to the FundVantage Trust. Mr. Leonard holds a Certified Public Accountant designation. Through his experience, Mr. Leonard provides the Board with accounting, auditing and financial services industry experience.

Charles I. Plosser. Mr. Plosser has served as a Trustee of Lincoln Variable Insurance Products Trust since 2018. Since January 2016, he has served as a Public Governor for FINRA, the Financial Industry Regulatory Authority, where he serves on the Investment Committee and the Finance, Operations and Technology Committee. Mr. Plosser served as the Chief Executive Officer and President of Federal Reserve Bank of Philadelphia, Inc. from August 1, 2006 to March 1, 2015. Mr. Plosser was the John M. Olin Distinguished Professor of Economics and Public Policy and Director of the Bradley Policy Research Center at 1300 S. Clinton St., Fort Wayne, Indiana 46802, and Lincoln Life & Annuity Companythe William E. Simon Graduate School of New York,Business Administration at the University of Rochester, where he also served as Dean from 1993 to 2003. Mr. Plosser was also 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 Liquidating Fund for investment through a Lincoln Contract (the “Contract Owners”) have a beneficial interestprofessor of economics in the Liquidating Fund, but do not directly hold shares Department

of Economics at the Liquidating Fund. Lincoln, which usesUniversity of Rochester, a senior research associate at the Liquidating FundRochester Center for Economic Research in the University’s College of Arts and Science and a research associate at the National Bureau of Economic Research in Cambridge, Massachusetts. He has also been a visiting scholar at the Bank of England and Federal Reserve Bank of Minneapolis. He has served as a funding vehicle, isconsultant to numerous corporations, including Chase Manhattan Bank, Eastman Kodak Company and The Wyatt Company, on topics ranging from strategic planning and forecasting to portfolio and pension fund management, capital budgeting and financial analysis. Through his experience, Mr. Plosser provides federal banking experience and economic knowledge.

Pamela L. Salaway. Ms. Salaway has served as a Trustee of Lincoln Variable Insurance Products Trust since 2013. Ms. Salaway retired from the shareholderBank of recordMontreal/Harris Financial Corp in 2010 where she most recently had served as Chief Risk Officer of the Liquidating FundBMO’s U.S. operations from 2007 to 2009 and as the legal ownerHarris Financial Corp Personal & Commercial Line of Business Chief Credit Officer/Chief Risk Officer from 2007 to 2010. From 2000 to 2006, she served in a variety of Executive Management positions within the Risk Management Group of BMO Harris Bank. During this time, she participated in audit committee meetings of the Liquidatingboard and coordinated risk oversight committee meetings of the board. Through her experience, Ms. Salaway provides the Board with risk management and business experience.

Brian W. Wixted. Mr. Wixted is a Trustee Nominee of Lincoln Variable Insurance Products Trust. Since 2016, he has served as a consultant for CKC Consulting. Mr. Wixted served as the Senior Vice President and Finance and Fund Treasurer of the Oppenheimer Funds from 1999-2016. He served as the Principal and Chief Operating Officer of Bankers Trust Company’s Mutual Funds Group from 1995-1999 and the Vice President and Chief Financial Officer for CS First Boston Investment Management Corp from 1991-1995. Mr. Wixted served as Vice President and Accounting Manager with Merrill Lynch Asset Management from 1987-1991. From 1981-1987, he held several accounting positions with brokerage and accounting firms. Mr. Wixted holds a Certified Public Accountant designation and is a member of the American Institute of Certified Public Accountants and the New York State Society of Certified Public Accountants. Through his experience, Mr. Wixted provides mutual fund accounting and regulatory insights.

Nancy B. Wolcott. Ms. Wolcott has served as a Trustee of Lincoln Variable Insurance Products Trust since 2017. She was Executive Vice President and Head of GFI Client Service Delivery at BNY Mellon Asset Servicing from 2012 to 2014. Ms. Wolcott served as Executive Vice President and Head of U.S. Funds Services at BNY Mellon Asset Servicing from July 2010 to January 2012. She served as the President of BNY Mellon Distributors Holdings Inc. (formerly, PNC Global Investment Servicing Inc.) from December 2008 to July 2010 and served as its Chief Operating Officer from 2007 to 2008. Prior to that, Ms. Wolcott served as Executive Vice President of the predecessor firm, PFPC Worldwide Inc., from 2006 to 2007. She joined PNC in 1996 and served as its Executive Vice President with PNC Advisors

before coming to Global Investment Servicing in 2000. Prior to PNC, she served as the Head of Corporate and Institutional Trust at HarrisBank/Bank of Montreal. Through her experience, Ms. Wolcott provides banking and financial insight.

Each Trustee also has familiarity with LVIP, its investment adviser and distributor, and their operations, as well as the special regulatory requirements governing regulated investment companies and the special responsibilities of investment company trustees.

What are the responsibilities of the Board of Trustees?

The primary responsibility of the Board is to represent the interests of LVIP’s shareholders and to provide oversight of the management of the Funds. LVIP’s primaryday-to-day operations are managed by the investment adviser and other service providers who have been approved by the Board. The Board is currently comprised of eight Trustees, seven of whom are classified under the 1940 Act as“non-interested” persons of LVIP (Independent Trustees) and one of whom is classified as an interested person of the Trust (Interested Trustee). The Interested Trustee Nominee, Ms. Cooper, serves as the Chairperson of the Board.

As part of its general oversight of LVIP, the Board is involved in the risk oversight of LVIP. The Board/Investment Committee reviews the Funds’ investment performance with the adviser at each of its regularly scheduled quarterly meetings. In addition, the Board must approve any material changes to a Fund’s shares, has sole voting and investment power withpolicies or restrictions. With respect to compliance matters, LVIP’s Chief Compliance Officer provides the shares, but passes throughannual compliance report required by Rule38a-1 under the 1940 Act, a quarterly report to the Audit Committee regarding the operation of LVIP’s compliance policies and procedures and any voting rights to Contract Owners. Accordingly, for easematerial compliance issues that arose during the quarter, and meets with the Audit Committee at its quarterly meetings.

The Board considered the number of reference throughout this Proxy Statement, Contract Owners also may be referred toFunds in LVIP, LVIP’s total assets, and the general nature of the Funds’ investments and determined that its leadership structure is appropriate given the characteristics of LVIP.

The Board has a Lead Independent Trustee that serves as “shareholders.”

Upon the recommendation of Adviser,primary liaison between LVIP’s management and the Trust’s Board, including a majority ofIndependent Trustees. The Lead Independent Trustee is selected by the Independent Trustees considered and approvedserves until a Plan of Liquidation forsuccessor is selected. Mr. Leonard currently serves as the Liquidating Fund and authorized sending a proxy statement to shareholders/Contract Owners of the Liquidating Fund to solicit approval of the Plan of Liquidation.Lead Independent Trustee.

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

THE LIQUIDATION

Reasons for the Liquidation

The Adviser’s recommendation to liquidate the Liquidating Fund stems primarily from the low asset levels of the Liquidating Fund, which has resulted in it failing to attain economies of scale that would benefit shareholders. The Liquidating Fund’s assets were approximately $16,087,762 as of June 30, 2018. Given this scenario, the Adviser has considered and worked on several alternatives, but does not expect the Liquidating Fund to achieve significant asset growth in the foreseeable future so as to be viable in the long term. Accordingly, the Adviser recommended liquidating the Liquidating Fund.

Approval of the Liquidation

The Adviser advisedGenerally, the Board that it would seek to liquidate the Liquidating Fund, subject to shareholder approvalacts by majority vote of a Plan of Liquidation. A Plan of Liquidation then was presented to the Board and approved at a meeting on June 5, 2018. At that meeting,all the Trustees, including a majority vote of the Independent Trustees reviewedif required by applicable law. The Board establishes the Adviser’s recommendation forpolicies and reviews and approves contracts and their continuance. The Board regularly requests and/or receives reports from the Liquidation ofinvestment adviser, LVIP’s other service providers and LVIP’s Chief Compliance Officer. The Board has established three standing committees and has delegated certain responsibilities to those committees. The Board and its committees meet periodically throughout the Liquidating Fund, includingyear

to oversee LVIP’s activities, review the information stated above in Reasons for the Liquidation, the principal termsFunds’ expenses, oversee compliance with regulatory requirements and conditions of the Plan of Liquidation, and certain other materials provided by the Adviser regarding the Liquidation.review investment performance. The Independent Trustees hadare represented by independent legal counsel at Board meetings.

A description of the assistancecomposition and responsibilities of the Board committees follows:

Audit Committee.The Board has established an Audit Committee, which is responsible for overseeing the Funds’ financial reporting process on behalf of the Board and for reporting the result of their independent counsel during their review. In approvingactivities to the liquidation,Board. The Audit Committee assists and acts as a liaison with the Board considered severalin fulfilling the Board’s responsibility to shareholders of LVIP and others relating to oversight of Fund accounting, LVIP’s systems of control, LVIP’s programs for monitoring compliance with laws and regulations, and the quality and integrity of the financial statements, financial reports, and the audit of LVIP. In addition, the Audit Committee oversees LVIP’s accounting policies, financial reporting and internal control systems. The members of the Audit Committee are Independent Trustees: Thomas A. Leonard (Chair), Elizabeth S. Hager, and Nancy B. Wolcott. The Audit Committee met four times during the last fiscal year.

Investment Committee.The Board has established an Investment Committee, which is responsible for overseeing the performance of the Funds and other tasks as requested by the Board. The members of the Investment Committee include Independent Trustees: Pamela L. Salaway (Chair), Steve A. Cobb, Gary D. Lemon, and Charles I. Plosser. The Investment Committee met four times during the last fiscal year.

Nominating and Governance Committee.The Board has established a Nominating and Governance Committee. The Nominating and Governance Committee is responsible for, among other things, the identification, evaluation and nomination of potential independent trustee candidates to serve on the Board. The Board has adopted a charter for the Nominating and Governance Committee setting forth such Committee’s responsibilities. A copy of the charter is included as Exhibit B to this Proxy Statement. The members of the Nominating and Governance Committee are Independent Trustees: Steve A. Cobb (Chair), Elizabeth S. Hager, Gary D. Lemon, Thomas A. Leonard, Charles Plosser, Pamela L. Salaway, and Nancy Wolcott. The Nominating and Governance Committee met four times during the last fiscal year.

How are nominees for Trustees selected?

The Nominating and Governance Committee is responsible for identifying and nominating candidates for Board membership as Independent Trustees through personal and business contacts of the Trustees. In addition, the Committee may use a search firm to identify candidates for the Board, if deemed necessary and appropriate to use such a firm. The Committee’s process for evaluating Independent Trustee candidates generally includes a review of the candidate’s background and experience and other due diligence as the Committee deems appropriate.

The Nominating and Governance Committee independently evaluates independent trustee candidates for Board membership. The Nominating and Governance Committee has not established any specific requirements that a candidate must meet in order to recommend the candidate to the Board to serve as a Trustee. In considering candidates for Board membership, the Committee takes into account a wide variety of factors, in connection with the proposed Liquidation, including but not limited to: (i) availability and commitment of a candidate to attend meetings and perform his or her responsibilities on the Board; (ii) relevant industry and related experience; (iii) educational background; (iv) financial expertise; (v) an assessment of the candidate’s ability, judgment and expertise; and (iv) the overall diversity of the Board’s composition. While the Nominating and Governance Committee considers overall diversity as a factor in evaluating the composition of the Board, the Committee does not have a formal policy in this regard.

In nominating Ms. Lamb, Mr. Plosser, Mr. Wixted, and Ms. Wolcott, the four Trustee Nominees who qualify as Independent Trustees and who were not previously elected by shareholders, the Committee independently evaluated each such nominee considering the factors listed above in addition to the following: (a) the currentbusiness background and expected sizeattributes of the Liquidating Fund; (b) the Adviser’s recommendation to liquidate the Liquidating Fund; (c) the terms and conditions of the proposed Plan of Liquidation and (d) that the Adviser will pay the costs incurred as a result of the proposed Liquidation.

each such nominee set forth in this Proxy Statement. The Trust’s BoardCommittee determined that the Planprocess it followed was appropriate as to each such nominee and that each qualified as an Independent Trustee. Mr. Plosser and Ms. Wolcott are current Board members having been elected by the Board effective January 1, 2018 and October 1, 2017, respectively, considering the same factors described above.

The Nominating and Governance Committee will accept shareholder recommendations for nomination to the Board. Shareholders who wish to submit recommendations for nominations to the Board must submit their recommendations in writing to LVIP’s Nominating and Governance Committee, c/o The Lincoln National Life Insurance Company, P.O. Box 2340, Fort Wayne, Indiana 46802. Shareholders should include appropriate information on the background and qualifications of Liquidation would beany person recommended to the Nominating and Governance Committee (e.g., a resume), as well as the candidate’s contact information and a written consent from the candidate to serve if nominated and elected.

Do the Nominees for Trustee have an ownership interest in the best interestsFunds?

As of September 30, 2018, the Liquidating Fund’s shareholders. The Trust is a Delaware statutory trustdollar range of equity securities owned beneficially by each current Trustee and its Declaration of Trust provides that a fund may be terminatedany new nominee for Trustee in the Funds and in any registered investment companies overseen by the affirmative voteTrustees within the same family of a majority ofinvestment companies as the Board. However, the Staff of the Securities and Exchange Commission (the “SEC”) has taken the view that when a variable product fundFunds is affiliated with the insurance company that sponsors the variable product, the Investment Company Act of 1940 prohibits the liquidation of the fund and the subsequent reinvestment of those assets in a money market fund unless the insurance company has received an SEC substitution order or shareholder approval. Thus, the Board approved the Plan of Liquidation for the Liquidating Fund, subject to shareholder approval.

SUMMARY OF THE PLAN OF LIQUIDATION

The Plan of Liquidation provides for the liquidation of the Liquidating Fund on or about November 16, 2018 (the “Liquidation Date”). On or before the Liquidation Date, all portfolio securities of the Liquidating Fund will be converted to cash or cash equivalents, and the Liquidating Fund will satisfy Federal income and excise tax distribution requirements and pay, or make reasonable provision to pay, all known or reasonably ascertainable liabilities, claims and obligations, known to the Liquidating Fund and all claims and obligations which are known to the Liquidating Fund but for which the identity of the claimant is unknown. On the Liquidation Date, the Liquidating Fund’s remaining assets will be distributed ratably to insurance company separate accounts for the benefit of the Liquidating Fund’s beneficial owners. Lincoln has informed the Trust that, unless otherwise instructed, the distributed assets will be immediately reinvested in a default investment option as follows:

Interested Trustee Nominee

For beneficial owners Name of this Fund share class		who hold shares through this product, Trustee		proceeds will be swept into this fundDollar Range of Equity and share classSecurities in the Funds
Standard		Lincoln Corporate Variable 5 (LCV5)Aggregate Dollar Range of Equity Securities in All Registered Investment Companies Overseen by Trustee  in Family of Investment Companies
	Elizabeth S. Hager		LVIP Blended Large Cap Growth Managed Volatility Fund—$1 – $10,000 LVIP Government Money Market FundDelaware Social Awareness Fund—$50,001 – Standard$100,000 LVIP Dimensional U.S. Core Equity 1 Fund—$10,001 – $50,000 LVIP Global Growth Allocation Managed Risk Fund—$1 – $10,000 LVIP Global Moderate Allocation Managed Risk Fund—$1 – $10,000 LVIP Mondrian International Value Fund—$10,001 – $50,000		Over $100,000
		Lincoln Corporate Commitment VUL (LCCVUL)
	Barbara L. Lamb*		None		None
Gary D. Lemon		LVIP Dimensional International Equity Managed Volatility Fund—$10,001 – $50,000 LVIP Government Money Market FundDimensional U.S. Equity Managed Volatility Fund—$10,001 – Standard$50,000 LVIP Dimensional/Vanguard Total Bond Fund—$10,001 – $50,000		Over $100,000
	Lincoln Investor Advantage (RIA)
Thomas A. Leonard		LVIP SSGA Moderate Structured Allocation Fund—$50,001 – $100,000 Goldman Sachs VIT Government Money Market FundLVIP SSGA S&P 500 Index Fund—$50,001 – Institutional$100,000		Over $100,000
	Lincoln Investor Advantage RIA Class
Charles I. Plosser		None		None
Pamela L. Salaway		LVIP Baron Growth Opportunities Fund—$10,001 – $50,000 LVIP Government Money Market FundMondrian International Value Fund—$10,001 – Standard$50,000
ServiceLVIP SSGA S&P 500 Index Fund—$50,001 – $100,000		Lincoln Investor AdvantageOver $100,000
	Brian W. Wixted*		LVIP Government Money Market Fund – Service
	Lincoln Investor AdvantageFee-BasedNone		LVIP Government Money Market Fund – Service None
	Lincoln Investor Advantage Advisory
Nancy B. Wolcott		None		None

*	LVIP Government Money Market Fund – Service Barbara L. Lamb and Brian W. Wixted are nominees for Trustee and are not currently serving as Trustee.

Shareholder approval

How often does the Board meet and how are the Independent Trustees compensated?

Frequency of Board Meetings.The following table sets forth information regarding the Plannumber of Liquidation would obviate the need for an SEC substitution order to substitute a Contract Owner’s interest in the Liquidating Fund with an interest in the Goldman Sachs VIT Government Money Market Fund or LVIP Government Money Market Fund for any Contract Owners who did not move their money out of the Liquidating Fund prior to the Liquidation Date (as defined above).

The Plan of Liquidation is structured so as not to result in any dilution of the interests of any shareholders. Significant provisions of the Plan are summarized below; however, this summary is qualified in its entirety by reference to the Plan of Liquidation. Please refer to Appendix A to review the terms and conditions of the Plan of Liquidation.

The Plan of Liquidation may be amendedmeetings held by the Board as may be necessary or appropriate to effectand the liquidationcommittees of the Liquidating Fund. In addition,Board for LVIP’s most recently completed fiscal year end, December 31, 2018. Each current Trustee who served on the Board may discontinueduring the Planentirety of LiquidationLVIP’s last fiscal year attended at any time if it determines that measure would be advisable and in the best interestsleast 75% of the LiquidatingBoard meetings and of the meetings of committees on which the Trustee served.

Board Compensation.The following table sets forth the compensation paid to the Independent Trustees by LVIP and by the Fund Complex for the fiscal year ended December 31, 2018. The Interested Trustee is not compensated by LVIP for her service to the Board. The Trustees receive no pension or retirement benefits accrued as part of LVIP Fund expenses.

Who are the officers of LVIP?

The Board appoints officers each year, and its shareholders.from time to time as necessary. The Planfollowing individuals are executive officers of Liquidation shall be deemed discontinued inLVIP: Jayson R. Bronchetti, Jeffrey D. Coutts, Ronald A. Holinsky, William P. Flory, Jr., Matthew S. MacMillen, Jennifer M. Matthews, Benjamin A. Richer, Harold Singleton III, John A. Weston, and Yajun (Alex) Zeng. Exhibit C includes biographic information and past business experience of each officer.

What is the eventBoard recommending?

The Board is recommending that you provide voting instructions to voteFOR all nominees for Trustee.

What is the Liquidating Fund’s shareholders do notrequired vote to approve the Plan.Proposal?

EffectApproval of the Plannominees requires the affirmative vote of Liquidationa plurality of the shares of LVIP represented at the Meeting, which means that the ten nominees who receive the largest number of properly cast votes will be elected as Trustees.

SHAREHOLDER AND VOTING INFORMATION

Share Ownership

The Plan of Liquidation is not expected to affect the value of your interest in your Contract. Prior to the proposed Liquidation, Contract Owners will be provided an opportunity to transfer their assets to one of the other investment options available under their Contracts, and will continue to be able to redeem or exchange their shares. If the Plan of Liquidation is approved and a Contract Owner does not select a new investment option prior to the Liquidation Date, the Contract Owner will beneficially own, immediately after the Liquidation, a number of shares of the Goldman Sachs VIT Government Money Market Fund or LVIP Government Money Market Fund having the same valueFunds that were outstanding as the value of the shares of the Liquidating Fund beneficially owned by that Contract Owner immediately prior to the Liquidation. After the Liquidation, such Contract Owners will indirectly bear the fees and expenses of the Goldman Sachs VIT Government Money Market Fund or LVIP Government Money Market Fund, as applicable, but the Liquidation will not result in any change to a Contract Owner’s Contract fees or charges.

Purchase and redemption requests for the Liquidating Fund received after the Liquidation will be treated as requests for the purchase or redemption of the shares of the Goldman Sachs VIT Government Money Market Fund or LVIP

Government Money Market Fund, as applicable. Following the Liquidation, the Liquidating Fund will hold no assets and be dissolved.

Expenses of the Liquidation

The Adviser will bear the expenses of the Liquidation, including preparation of this Proxy Statement, printing and distributing the proxy materials, the costs of soliciting and tallying voting instructions, the cost of preparing and filing a final tax return and other regulatory filings, legal fees, accounting fees, custody and transfer agency fees, brokerage fees and expenses of holding shareholders’ meetings.

Tax Considerations: The Liquidation will be aNon-taxable Event for Contract Owners

Implementation of the Plan of Liquidation will not cause the Contract Owners who invest in the Liquidating Fund or the Goldman Sachs VIT Government Money Market Fund or LVIP Government Money Market Fund to recognize any gain or loss for Federal income tax purposes from the transactions contemplated by the Plan of Liquidation.

INFORMATION ABOUT THE GOLDMAN SACHS VIT GOVERNMENT MONEY MARKET FUND

The Goldman Sachs VIT Government Money Market Fund summary prospectus dated April 30, 2018 is being provided to you along with this Proxy Statement.

Selection of the Goldman Sachs VIT Government Money Market Fund as the “default” investment option

Lincoln selected the Goldman Sachs VIT Government Money Market Fund as the fund into which it will move a variable annuity Contract Owner’s account value if the Contract Owner has not elected to move his or her contract/account value to a new investment option prior to the date of liquidation of the Liquidating Fund. Lincoln selected the Goldman Sachs VIT Government Money Market Fund because it is the only money market investment option available to these affected Lincoln Contract Owners.

INFORMATION ABOUT THE LVIP GOVERNMENT MONEY MARKET FUND

The LVIP Government Money Market Fund summary prospectus dated May 1, 2018 is being provided to you along with this Proxy Statement.

Selection of the LVIP Government Money Market Fund as the “default” investment option

Lincoln selected the LVIP Government Money Market Fund as the fund into which it will move a participant in a corporate owned life insurance contract’s account value if the Contract Owner has not elected to move his or her contract/account value to a new investment option prior to the date of liquidation of the Liquidating Fund. Lincoln selected the LVIP Government Money Market Fund because it is the only money market investment option available to these affected Lincoln Contract Owners. Lincoln may be faced with potential conflicts of interest relating to its selection of the LVIP Government Money Market Fund and its Service Class shares (see Potential Benefits to the Adviser and its Affiliates section below for further information).

Potential Benefits to the Adviser and its Affiliates

The Adviser or its affiliates may realize benefits as a result of the investment in the LVIP Government Money Market Fund and therefore may be faced with potential conflicts of interest relating to Lincoln’s selection of the default investment option. In that regard, it should be noted that, with respect to the Service Class shares only, an affiliate of Lincoln will be paid by the distributor of the LVIP Government Money Market Fund a fee at an annual rate of up to 0.25% of the average daily net assets of Contracts invested in the Fund for providing various services to shareholders pursuant to the Fund’s Distribution and Service Plan. Currently, the Service Class shares of the Liquidating Fund pays up to 0.25% of its average daily net assets to broker-dealers that provide various services to shareholders. Additionally, the Adviser also serves as the investment adviser to the LVIP Government Money Market Fund and will be paid a management fee at an annual rate of up to 0.38% of the average daily net assets of Contracts invested in the Fund.

ADDITIONAL INFORMATION

Purchases and Transfers into the Liquidating Fund

If the Plan of Liquidation is approved, purchases and transfers into the Liquidating Fund will not be accepted after the close of business on November 16, 2018.

Future Allocation of Premiums will be treated as orders for the Goldman Sachs VIT Government Money Market Fund or LVIP Government Money Market Fund

Once the Liquidation is approved and completed, all orders associated with new premiums or transfer (purchases and redemptions) for the Liquidating Fund will be deemed as a request for the purchase or redemption of shares of the Goldman Sachs VIT Government Money Market Fund or LVIP Government Money Market Fund.

Transfers out of the Liquidating Fund

Shareholders may transfer out of the Liquidating Fund into any other investment option available under their Contract at any time up to the close of business on November 16, 2018. Any shares of the Liquidating Fund held at the close of business on November 16, 2018 will be liquidated and automatically reinvested in shares of the Goldman Sachs VIT Government Money Market Fund or LVIP Government Money Market Fund. Transfers out of the Liquidating Fund within 30 days prior to the Liquidation and transfers out of the Goldman Sachs VIT Government Money Market Fund or LVIP Government Money Market Fund within 30 days after the Liquidation will not count as transfers for purposes of transfer limitations under the Contracts. Supplements to the prospectuses will be issued for the affected Contracts advising Contract Owners of their rights to transfer under their respective Contracts.

Failure to Approve the Plan of Liquidation

If shareholders/Contract Owners of the Liquidating Fund do not approve the Plan of Liquidation, the Plan of Liquidation will not be implemented. The Board then would meet to consider what, if any, steps to take with respect to the Liquidating Fund.

GENERAL INFORMATION ABOUT THIS PROXY

Share Ownership

At the close of business on July 13, 2018 (the “Record Date”), there were189,527.901 outstanding Standard Class shares of the Liquidating Fund and 1,500,173.195 outstanding Service Class shares of the Liquidating Fund. Both Standard Class and Service Class shares of the Liquidating Fund are offered as investments within Lincoln Contracts. Lincoln Life and Lincoln New York are the record owners of the shares of the Liquidating Fund underlying the Contracts, but are soliciting voting instructions from Contract Owners having contract value invested in the Liquidating Fund (a beneficial interest) through their respective separate accounts.

Because the Liquidating Fund is available as an investment for variable annuity contracts and variable life insurance policies (Variable Contracts) offered by certain life insurance companies, the insurance companies could be deemed to control the voting securities of the Liquidating Fund (i.e., by owning more than 25%). As of the Record Date is listed in the table in Exhibit D. Contract Owners that had an Account allocated to a Fund as of the Record Date are entitled to instruct Lincoln Life, and Lincoln New York, owned 1,644,810.384or an unaffiliated insurance company, as appropriate, on the manner in which to vote LVIP shares attributable to their variable annuity contract or variable life insurance policy at the Meeting. Record Date shareholders will be entitled to one vote for each full share and 44,890.712 shares of the Liquidating Fund, respectively, which represents 97.34% and 2.66% of the Liquidating Fund’s outstanding shares, respectively. a fractional vote for each fractional share that they hold.

To the knowledge of the Trust,LVIP, as of the Record Date, no current Trustee or executive officerperson, except as set forth in the table at Exhibit E, owned of the Trust owned any separate account units attributable to 1% or more of the assets of any class of the Liquidating Fund.

As of July 13, 2018, there were no shareholders that heldrecord 5% or more of the outstanding shares of any share class of any Fund. On the Liquidating Fund, except forRecord Date, no nominee or Trustee or executive officer of LVIP owned any separate account units attributable to more than one percent of the insurance company shareholders.

assets of any class of any Fund.

Solicitation of ProxiesVoting Information

In addition to the solicitation of voting instruction forms and proxy cards by mail, officers and employees of the Trust,LVIP, without additional compensation, may solicit voting and proxy instructions in person, by telephone, and electronically, including through the Internet. The TrustLVIP will also may engage a third-party vendor to solicit proxies from Contract Owners or shareholders. GeorgesonThe agreement between Computershare Inc. (doing business as Computershare Fund Services) has been retained to assist with voting instruction solicitation activities. All expenses incurred in connection with the preparation of this Proxy Statement and the solicitation of instructions will be paid by the Adviser., 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 an approximate fee, includingout-of-pocket expenses, of $700,000.

All mailing, printing, legal, proxy solicitation and tabulation expenses associated with the expense of the proposal to elect Trustees will be paid approximately $6,000borne by the Adviser for its assistance with voting instruction solicitation activities.LVIP.

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 and any other unaffiliated insurance company will vote the Liquidatingeach 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 Liquidating FundFunds 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 companyInsurance Company how to vote is determined by applying the Contract Owner’s percentage interest in the Liquidatinga Fund to the total number of votes attributable to that Fund. In determining the Liquidating Fund. Holdersnumber of votes, fractional shares will be recognized. The number of the Liquidating Fundvotes which a Contract Owner of a variable life insurance policy may cast when instructing Lincoln Life, Lincoln New York or an unaffiliated insurance how to vote is determined as of the Record Date are entitled to one vote for each share held, and$100 of cash value. To the extent that any Fund shares are owned directly by a proportionate fractionFund that operates as a “fund of afunds,” such fund of funds will “echo” vote for each fractionthose shares directly in the same proportion as all other votes received from the other holders of a share held.the underlying Funds’ shares.

Lincoln Life, and Lincoln New York and any other unaffiliated insurance companies will vote (i) shares owned by Lincoln Life, and Lincoln New York;York or any other affiliated company; and (ii) the Liquidatingeach 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 Liquidatingsuch Fund even if only a small number of Contract Owners provide voting instructions. Therefore, the vote of a small number of 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 Liquidating 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 presentedproposal considered at the Meeting.

Contract Owners may vote by mail, telephone, Internet orAll properly executed proxy cards received in person. Voting instructions musttime for the Meeting will be received by 4:00 p.m. Eastern Time on October 15, 2018. If you vote by mail,voted as specified in 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.or, if no specification is made, FOR each proposal referred to in this Proxy Statement.

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 TrustLVIP (at the address of the TrustLVIP 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.

If you are a direct owner of Fund shares, you may revoke your proxy at any time before it is voted by sending a written notice to the Secretary of LVIP (at the address of LVIP provided on the cover page of this Proxy Statement) expressly revoking your proxy, by signing and forwarding to the Fund a later-dated proxy, or by attending the Meeting and voting in person.

Quorum

A quorum of shareholders is necessary to hold a valid meeting and to consider the proposal in this Proxy Statement. HoldersFor the Proposal, the holders of 33¹⁄₃% of the outstanding shares of the Liquidating FundLVIP, as appropriate on the Record Date, present in person or by proxy at the Meeting shall constitute a quorum. In the absence of a quorum, a majority of outstanding shares entitledShares that are subject to vote, present in person or“echo” voting 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)York and any other unaffiliated insurance company will be counted both for the purposepurposes of determining quorum.

Votes Necessary to Approve Proposal

Approval of the presenceProposal (election of Trustees) requires the affirmative vote 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 allplurality of the outstanding shares of the Liquidating Fund, a quorum is expected to be presentLVIP represented at the meeting.

Meeting, which means that the ten nominees who receive the largest number of properly cast votes will be elected as Trustees.

EffectsEffect of Abstentions and BrokerNon-Votes

Abstentions with respect to any proposal will be countedcount as present for purposes of establishing a quorum, but will not count as votes cast. Accordingly, abstentions will have no effect on the same effect as an instructionProposal or any proposal to vote “AGAINST”adjourn the Proposal. Each of Lincoln Life and Lincoln New York will vote shares of the Liquidating 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 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.Meeting.

A brokernon-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 brokernon-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 Proposalproposals and the Proposal isproposals are the only itemitems being submitted to shareholders for approval at the Meeting, the TrustLVIP does not expect there to be any brokernon-votes on the Proposal.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 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 LVIP or one or more of the Liquidating FundFunds on any (but not all) of the proposals prior to any adjournment as to which sufficient votes have been received for approval.

Other Matters to Come Before the MeetingBusiness

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 and any other unaffiliated companies intend to vote each Fund’s shares in accordance with the 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 proposals)proposal) that properly come before the Meeting.

Contract Owner and Shareholder Proposals

Under authority granted to the Trustees by the Trust Bylaws of LVIP, 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 affected Fund. The submission of a proposal does not guarantee its inclusion in the proxy statement and is subject to limitations under the Federalfederal securities laws. The TrustLVIP 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’sLVIP’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 TrustLVIP at 1300 South Clinton Street, Fort Wayne, Indiana 46802. Proposals must be received a reasonable time before thea Fund begins to print and mail the proxy materials for the meeting.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.LVIP.

Communications to the Board

Shareholders/Contract OwnersShareholders 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’sLVIP management will promptly will forward all such correspondence to the intended recipient(s).

OTHER INFORMATION

Investment AdviserIndependent Registered Public Accounting Firm

At a meeting held on March 6, 2018, the Audit Committee of LVIP recommended the appointment, and the Board, including all of the Independent Trustees, selected Ernst & Young LLP (“E&Y”), One Commerce Square, Suite 700, 2005 Market Street, Philadelphia, PA 19103, to serve as the independent registered public accounting firm of LVIP for the fiscal year ending December 31, 2018. In addition to the audits of LVIP’s financial statements, other services provided by E&Y include: review of certain regulatory reports; review the Funds’ federal income tax returns, and performs other tax and advisory services when engaged to do so by the Trust.; and meetings with the Audit Committee.

The Adviser is locatedAudit Committee mustpre-approve all audit, audit related andnon-audit services provided by E&Y prior to the commencement of any such engagement. The annual audit services engagement terms and fees are subject to the specificpre-approval of the Audit Committee. In addition to the annual audit services engagement approved by the Audit Committee, the Audit Committee may grantpre-approval to other audit services, which are those services that only the independent auditor reasonably can provide. Furthermore,pre-approval fee levels or budgeted amounts for all services to be provided by E&Y are approved annually by the Audit Committee. Any proposed services exceedingpre-approved levels or amounts require specificpre-approval by the Audit Committee. The Audit Committee monitors the audit services engagements, as necessary, and will alsopre-approve any necessary changes in terms, conditions, and fees resulting from changes in audit scope, fee structure, or other items. The Chief Accounting Officer provides information on the annual audit services engagement terms and fees to the Audit Committee at 150 North Radnor-Chester Road, Radnor, Pennsylvania 19087. the first regular meeting of the Audit Committee each year.

Representatives of E&Y are not expected to be present at the Meeting but will have the opportunity to make a statement if they wish and will be available should any matter arise requiring E&Y’s presence, such as to respond to appropriate questions.

The Adviser is a registered investment adviserfollowing table includes the respective fees incurred by LVIP for the fiscal years ended December 31, 2017 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 subsidiaries, LNC provides nationwide insuranceDecember 31, 2016 in connection with the services provided by E&Y with respect to the operations and financial services.reporting of LVIP. The total estimated fees for services rendered by E&Y to LVIP are $3,128,574

Principal Underwriter and Distributor

Lincoln Financial Distributors, Inc. (“LFD”), is located at 130 North Radnor-Chester Road, Radnor, Pennsylvania 19087 and is an affiliatefor the fiscal year ended December 31, 2018. None of the Adviser.fees billed are applicable tonon-audit services rendered by E&Y pursuant to a waiver ofpre-approval by the LVIP Audit Committee. Actual fees incurred by LVIP for services provided by E&Y will not be finalized until first quarter of 2019.

Administrator

Lincoln Life is located at 1300 South Clinton St., Fort Wayne, Indiana 46802 and is an affiliate of the Adviser. Lincoln Life provides various administrative services necessary for the operation of the Trust.

Fees Billed for Services Rendered to LVIP for the Fiscal Year Ended December 31, 2017

Percentage of Fees Billed Applicable toNon-Audit Services Provided for Fiscal Year Ended December 31, 2017, Pursuant to Waiver ofPre-Approval Request

Fees Billed for Services Rendered to LVIP for the Fiscal Year Ended December 31, 2016

Percentage of Fees Billed Applicable toNon-Audit Services Provided for Fiscal Year Ended December 31, 2016, Pursuant to Waiver ofPre-Approval Request

Audit Fees1

$2,283,429

N/A

$2,087,339

N/A

Audit-Related Fees2

$94,000

N/A

$92,610

N/A

Tax Fees3

$337,120

N/A

$302,200

N/A

All Other Fees

$64,950

N/A

$18,320

N/A

AggregateNon- Audit Fees4

$236,878

N/A

$0

N/A

Totals

$3,016,377

N/A

$2,500,469

N/A

1	Audit fees include fees associated with the annual audit and filings of LVIP’s FormN-1A and FormN-SAR.

2	Audit-related services were comprised of a review of LVIP’s semi-annual reports to shareholders.

3	Aggregate fees for tax services include, tax compliance, tax advice and tax planning.

4	Aggregatenon-audit fees billed by LVIP’s accountant for services rendered to LVIP, LVIP’s investment adviser, or any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to LVIP.

Householding

Only one copy of this Proxy Statement is mailed to households, even if more than one person in a household is a Fund shareholder of record, unless the Liquidatinga 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 would rather receive just one copy for the household, please contact the TrustLVIP by calling1-800-454-6265 or if using regular mail, by writing to the TrustLVIP at P.O. Box 2340, Fort Wayne, Indiana 46801 or if using express mail, by writing to the TrustLVIP at 1300 S. Clinton St., Fort Wayne, Indiana 46802. The TrustLVIP 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 anythe Semi-Annual Report of theeach Fund of LVIP without charge, by calling the TrustLVIP at1-800-454-6265 or by calling or if using regular mail, by writing to the TrustLVIP at P.O. Box 2340, Fort Wayne, Indiana 46801 or if using express mail, by writing to the TrustLVIP at 1300 S. Clinton St., Fort Wayne, Indiana 46802. You can also access the most recent Annual ReportsReport and Semi-Annual ReportsReport for each Fund at www.lfg.com/lvip.

PLEASE:

Ø

PROMPTLY EXECUTE AND RETURN THE ENCLOSED VOTING INSTRUCTION PROXY CARD EXHIBIT A. A SELF-ADDRESSED, POSTAGE-PAID ENVELOPE IS ENCLOSED FOR YOUR CONVENIENCE.

OR

Ø

VOTE TELEPHONICALLY BY CALLING(866) 298-8476.

ORLINCOLN VARIABLE INSURANCE PRODUCTS TRUST

Ø

VOTE ON THE INTERNET BY LOGGING ONTOWWW.PROXY-DIRECT.COM AND FOLLOWING THE ONLINE INSTRUCTIONS.

VOTING INSTRUCTIONS MUST BE RECEIVED BY 4:00 P.M. EASTERN TIME ON OCTOBER 15, 2018. VOTES CAST BY MAIL NEED TO BE RECEIVED AT THE ADDRESS SHOWN ON THE ENCLOSED POSTAGE PAID ENVELOPE.LIST OF FUNDS

ORLincoln iShares^® Fixed Income Allocation Fund

Ø

VOTE IN PERSON AT THE SHAREHOLDER MEETING ON OCTOBER 17, 2018 AT 11:00 A.M. EASTERN TIME AT THE OFFICES OF 1300 SOUTH CLINTON STREET, FORT WAYNE, INDIANA 46802.

Lincoln iShares^® Global Growth Allocation Fund

APPENDIX ALincoln iShares^® U.S Moderate Allocation Fund

LVIP BLACKROCK MULTI-ASSET INCOME FUNDAmerican Balanced Allocation Fund

LVIP American Century Select Mid Cap Managed Volatility Fund

LVIP American Global Balanced Allocation Managed Risk Fund

LVIP American Global Growth Allocation Managed Risk Fund

LVIP American Global Growth Fund

LVIP American Global Small Capitalization Fund

LVIP American Growth Allocation Fund

LVIP American Growth Fund

LVIP American Growth-Income Fund

LVIP American Income Allocation Fund

LVIP American International Fund

LVIP American Preservation Fund

LVIP Baron Growth Opportunities Fund

LVIP Blackrock Dividend Value Managed Volatility Fund

LVIP BlackRock Global Allocation V.I. Managed Risk Fund

LVIP BlackRock Global Growth ETF Allocation Managed Risk Fund

LVIP BlackRock Inflation Protected Bond Fund

LVIP BlackRock Scientific Allocation Fund

LVIP BlackRock U.S. Growth ETF Allocation Managed Risk Fund

LVIP Blended Core Equity Managed Volatility Fund

LVIP Blended Large Cap Growth Managed Volatility Fund

LVIP Blended Mid Cap Managed Volatility Fund

LVIP Clarion Global Real Estate Fund

LVIP ClearBridge Large Cap Managed Volatility Fund

LVIP Delaware Bond Fund

LVIP Delaware Diversified Floating Rate Fund

LVIP Delaware Social Awareness Fund

LVIP Delaware Special Opportunities Fund

LVIP Delaware Wealth Builder Fund

LVIP Dimensional International Core Equity Fund

LVIP Dimensional International Equity Managed Volatility Fund

LVIP Dimensional U.S. Core Equity 1 Fund

LVIP Dimensional U.S. Core Equity 2 Fund

LVIP Dimensional U.S. Equity Managed Volatility Fund

LVIP Dimensional/Vanguard Total Bond Fund

LVIP Fidelity Institutional AM^SM Select Core Equity Managed Volatility Fund

LVIP Franklin Templeton Global Equity Managed Volatility Fund

LVIP Franklin Templeton Multi-Asset Opportunities Fund

LVIP Franklin Templeton Value Managed Volatility Fund

LVIP Global Conservative Allocation Managed Risk Fund

LVIP Global Aggressive Growth Allocation Managed Risk Fund

LVIP Global Growth Allocation Managed Risk Fund

LVIP Global Income Fund

LVIP Global Moderate Allocation Managed Risk Fund

LVIP Goldman Sachs Income Builder Fund

LVIP Government Money Market Fund

LVIP Invesco Diversified Equity-Income Managed Volatility Fund

LVIP Invesco Select Equity Managed Volatility Fund

LVIP JPMorgan High Yield Fund

LVIP JPMorgan Retirement Income Fund

LVIP JPMorgan Select Mid Cap Value Managed Volatility Fund

LVIP Loomis Sayles Global Growth Fund

LVIP MFS International Equity Managed Volatility Fund

LVIP MFS International Growth Fund

LVIP MFS Value Fund

LVIP Mondrian International Value Fund

LVIP Multi-Manager Global Equity Managed Volatility Fund

LVIP PIMCO Low Duration Bond Fund

LVIP SSGA Bond Index Fund

LVIP SSGA Conservative Index Allocation Fund

LVIP SSGA Conservative Structured Allocation Fund

LVIP SSGA Developed International 150 Fund

LVIP SSGA Emerging Markets 100 Fund

LVIP SSGA Emerging Markets Equity Index Fund

LVIP SSGA Global Tactical Allocation Managed Volatility Fund

LVIP SSGA International Index Fund

LVIP SSGA International Managed Volatility Fund

LVIP SSGA Large Cap 100 Fund

LVIP SSGA Large Cap Managed Volatility Fund

LVIP SSGAMid-Cap Index Fund

LVIP SSGA Moderate Index Allocation Fund

LVIP SSGA Moderate Structured Allocation Fund

LVIP SSGA Moderately Aggressive Index Allocation Fund

LVIP SSGA Moderately Aggressive Structured Allocation Fund

LVIP SSGA S&P 500 Index Fund

LVIP SSGA Short-Term Bond Index Fund

LVIP SSGASmall-Cap Index Fund

LVIP SSGASmall-Mid Cap 200 Fund

LVIP SSGA SMID Cap Managed Volatility Fund

LVIP T. Rowe Price 2010 Fund

LVIP T. Rowe Price 2020 Fund

LVIP T. Rowe Price 2030 Fund

LVIP T. Rowe Price 2040 Fund

LVIP T. Rowe Price 2050 Fund

LVIP T. Rowe Price Growth Stock Fund

LVIP T. Rowe Price StructuredMid-Cap Growth Fund

LVIP U.S. Aggressive Growth Allocation Managed Risk Fund

LVIP U.S. Growth Allocation Managed Risk Fund

LVIP Vanguard Domestic Equity ETF Fund

LVIP Vanguard International Equity ETF Fund

LVIP Wellington Capital Growth Fund

LVIP WellingtonMid-Cap Value Fund

LVIP Western Asset Core Bond Fund

EXHIBIT B

LINCOLN VARIABLE INSURANCE PRODUCTS TRUST

Nominating and Governance Committees Charter

PLAN OF LIQUIDATIONMembership

The following Plan of Liquidation (the “Plan”) of the LVIP BlackRock Multi-Asset Income Fund (the “Fund”), a seriesNominating and Governance Committee of the Lincoln Variable Insurance Products Trust (the(such Trust, the “Trust”), organized and existing undersuch Committee, the laws“Committee”) shall be composed entirely of the State of Delaware and anopen-end management investment company registered under the Investment Company Act of 1940 (“1940 Act”), is intended to accomplish the complete liquidation (the “Liquidation”) of the Fund. The Liquidation is intended to comply with the laws of the State of Delaware, the 1940 Act, the Internal Revenue Code of 1986 (the “Code”), and the Trust’s Declaration of Trust andBy-Laws.independent trustees.

WHEREASNominating Functions, the Trust’s Board of Trustees (the “Board”) has determined that the continuation of the Fund would not be in the best interests of the Fund or its shareholders after considering several factors, including but not limited to:

 

1.

·

The currentCommittee shall identify and expected sizenominate individuals to serve as independent trustees on the Board of Trustees. The nomination of independent trustees shall be by vote of a majority of the Fund;

·

The recommendationCommittee and the nomination of Lincoln Investment Advisors Corporation, the Fund’s investment adviser (the “Adviser”), to liquidate the Fund;

·

The terms and conditionsinterested trustees shall be by vote of a majority of the proposed Plan; and

·

That the Adviser, and not the Fund, will pay the costs specifically incurred as a result of the proposed Liquidation;

WHEREAS, the Board has determined that it is advisable and in the best interests of the Fund and its shareholders to (1) liquidate the Fund, in order to preserve as much of the Fund’s assets as possible for distribution to the Fund’s then-current shareholders, and (2) adopt this Plan as the method of liquidating the Fund; andBoard.

WHEREAS, on June 5, 2018, the Board unanimously approved this Plan as being in the best interests of the Fund and its shareholders and adopted this Plan as the method of liquidating the Fund.

NOW, THEREFORE, the liquidation of the Fund shall be carried out in the manner hereinafter set forth:

1.

Effective Date of Plan. The Plan shall become effective on November 16, 2018, or such other date to be determined by the Chief Executive Officer (“CEO”), President or any Vice President of the Trust (hereinafter, the “Effective Date”).

 

2.

Solicitation of and Notice to Shareholders. Prior The Committee will independently evaluate candidates for Board membership. Suggestions for candidates may be submitted in writing to the Effective Date,Committee, although the Fund shall,Committee, at its discretion, may or may not choose to consider such candidate(s) for Board membership. The Committee will accept shareholder recommendations for nomination to the extent required under the 1940 Act and applicable law, have obtained shareholder approval of the Liquidation. PriorBoard. Shareholders who wish to submit recommendations for nominations to a Board must submit their recommendations in writing to the Effective Date,applicable Committee. Shareholders should include appropriate information on the Fund shall provide; (a) noticebackground and qualifications of any person recommended to the appropriate shareholdersCommittee (e.g., a resume), as well as the candidate’s contact information and a written consent from the candidate to the effect that this Plan has been approved by the Boardserve if nominated and that on November 16, 2018 or such other date as determined by the CEO, President or any Vice President of the Trust (hereinafter, the “Liquidation Date”), all outstanding shares of the Fund shall be liquidated; and (b) any other information required or appropriate under the 1940 Act or other applicable law.elected.

 

3.

Cessation The Committee shall periodically review the Board Governance Guidelines and Procedures and shall recommend any appropriate changes to the full Board of Business.On and after the Effective Date, the Fund shall not engage in any business activities except for the purposes of winding up its business and affairs, preserving the value of its assets, and distributing its remaining assets ratably among the shareholders of the outstanding shares of the Fund, in accordance with the provisions of the Plan, after discharging or making reasonable provision for the Fund’s liabilities.Trustees (the “Board”).

 

4.

Restriction of Sale of Fund Shares. On or before The Committee shall periodically review the Effective Date, the Trust shall cease accepting purchase orders for the Fund (including reinvestment of dividends and purchases via automatic investment plans).

5.

Liquidation of Assets. On or before the Liquidation Date, the Fund shall convert all portfolio securitiescomposition of the FundBoard to cashdetermine whether it may be appropriate to add individuals with different backgrounds or cash equivalents.skill sets from those already on the Board.

 

5.

6.

Satisfaction of Federal Income The Committee shall review and Excise Tax Distribution Requirements. Onrecommend any appropriate changes in compensation for independent trustees, lead independent trustee or priorindependent chair, and all committee chairs to the Liquidation Date,Board.

Committee Functions

1.

The Committee shall make nominations for membership on all committees, committee chairs, and make recommendations to the officersIndependent Trustees for lead independent trustee or independent chair and shall review all of these assignments at least annually. The Committee shall make recommendations for any such action to the full Board.

2.

The Committee shall review as necessary the responsibilities of any committees of the Trust shall declare and payBoard, whether there is a dividend or dividends which, together with all previous such dividends, shall havecontinuing need for the effect of distributing to the Fund’s shareholders allcommittee, whether there is a need for additional committees of the Fund’s net tax exempt incomeBoard, and investment company taxable income attributable towhether committees should be combined or reorganized.

Other Responsibilities

1.

The Committee shall monitor the Fundperformance of, and shall be responsible for the taxable years ending at or prior tosupervision of legal counsel employed by the Liquidation Date (computed without regard to any deduction for dividends paid), and all of the Fund’s net capital gain, if any, realized in the taxable years ending at or prior to the Liquidation Date (after reduction for any available capital loss carry-forward) and any additional amounts necessary to avoid any excise tax for such periods.Independent Trustees.

 

2.

7.

Payment of Debts. On The Committee shall have the resources and authority appropriate to discharge its responsibilities, including authority to retain special counsel and other experts or prior toconsultants at the Liquidation Date, the Fund shall pay, or make reasonable provision to pay, in full, all known or reasonably ascertainable liabilities, claims and obligations, including, without limitation, all contingent, conditional or unmatured claims and obligations, known to the Fund and all claims and obligations which are known to the Fund but for which the identityexpense of the claimant is unknown. Such amounts shall include, without limitation, all charges, taxes and expenses of the Fund, whether due, accrued or anticipated, that have been incurred or are expected to be incurred by the Fund.appropriate Fund(s).

 

3.

8.

Liquidating Distribution. On The Committee shall review the Liquidation Date, the Fund shall distributeCharter at least annually and recommend any changes to the insurance company separate accounts for the benefit of the Fund’s shareholders of record as of the close of business on the business day preceding the Liquidation Date, all of the remaining assets of the Fund in complete cancellation and redemption of all the outstanding shares of the Fund (the “Liquidation Proceeds”),Board.

 

4.

a.

except The Committee is responsible for cash, bank deposits or cash equivalents in an estimated amount necessary to (i) dischargemanaging the annual Board assessment process and any unpaid liabilities and obligations of the Fund on the Fund’s books on the Liquidation Date, including, but not limited to, income dividends and capital gains distributions, if any, payable through the Liquidation Date, and (ii) pay such contingent liabilities as the Board shall reasonably deem to exist against the assets of the Fund on the Fund’s books;peer reviews.

b.

provided further, notwithstanding anything herein to the contrary, all interests, rights and titles to any claims, whether absolute or contingent, known or unknown, accrued or unaccrued and including, without limitation any interest in pending or future legal claims in connection with past or present portfolio holdings, whether in the form of class action claims,opt-out or other direct litigation claims, or regulator or government-established investor recovery claims of the Fund shall be disclaimed, and any and all resulting recoveries shall be returned to the Trust, and shall not be distributed to the Fund’s shareholders of record.

9.

Liquidation. The Fund shall be liquidated on the Liquidation Date in accordance with Section 331 of the Code.

10.

Management and Expenses of the Fund. The Adviser shall bear all the expenses, other than extraordinary expenses, that would otherwise be attributed to the Fund and which are incurred in connection with the carrying out of the Plan, including, but not limited to, printing, legal, accounting, custodian and transfer agency fees, and the expenses of any notices or reports to, or meetings of, shareholders, whether or not the liquidation contemplated by this Plan is effected, to the extent such expenses exceed the amount of the Fund’s normal and customary fees and expenses accrued by the Fund through the Liquidation Date, provided that such accrued amounts are first applied to pay for the Fund’s normal and customary fees and expenses.

11.

Receipt of Cash or Other Distributions After the Liquidation Date. Following the Liquidation Date, if the Fund receives any form of cash or is or becomes entitled to any other distributions that it had not recorded on its books on or before the Liquidation Date, any such cash or distribution will be allocated to the Trust in such manner as the CEO, President or any Vice President of the Trust determines is reasonable (and, as a point of clarification, such proceeds may not be distributed to the separate accounts or Contract Owners and may be used to pay general expenses of the Trust).

Adopted by the Trust: February 24, 2003

12.

Lost Shareholders. If the Trust is unable to pay redemption proceeds to shareholders of the Fund because of the inability to locate shareholders to whom redemption proceeds are payable, the Trust may take such steps as an authorized officer of the Trust deems appropriate, which may include creating, in the name and on behalf of the Fund, a trust or account with a financial institution and, subject to applicable abandoned property laws, deposit any remaining assets of the Fund in such trust for the benefit of the shareholders that cannot be located. The expense of such trust shall be charged against the assets therein.

13.

Power of the Board and Trust Officers. The Board of Trustees and the officers of the Trust shall have the authority to do or authorize any acts as provided for in the Plan and as they may consider necessary or desirable to carry out the purposes of the Plan, including the execution and filing of certificates, documents, information returns, tax returns and other papers that may be necessary or appropriate to implement the Plan or that may be requiredLast amended by the provisions of the 1940 Act or other applicable laws. The death, resignation or disability of any Trustee or any officer of the Trust shall not impair the authority of the surviving or remaining Trustees or officers to exercise any of the powers provided for in the Plan.

14.

Amendment or Abandonment of Plan and Shareholder Approval of Plan. The Board shall have the authority to authorize or ratify such variations from or amendments of the provisions of the Plan as may be necessary or appropriate to effect the liquidation of the Fund, and the distribution of its net assets to shareholders in accordance with the laws of the State of Delaware, the 1940 Act, the Code, and the Trust’s Declaration of Trust andBy-Laws, if the Board determines that such action would be advisable and in the best interests of the Fund and its shareholders. If any amendment or modification appears necessary and in the judgment of the Board will materially and adversely affect the interests of the Fund shareholders, Fund shareholders will be given prompt and timely notice of such an amendment or modification. In addition, the Board may abandon this Plan at any time if it determines that abandonment would be advisable and in the best interests of the Fund and its shareholders. This Plan shall be deemed abandoned in the event the Fund’s shareholders do not approve the Plan.

15.

Changes to Dates. Each officer of the Trust may modify or extend any of the dates specified in the Plan for the taking of any action in connection with the implementation of the Plan (including, but not limited to, the Effective Date and the Liquidation Date) if such officer(s) determine, with the advice of the Trust’s counsel, that such modification or extension is necessary or appropriate in connection with the orderly liquidation of the Fund or to protect the interest of the shareholders of the Fund.

16.

No Personal Obligations. The obligation of the Trust entered into in the name or on behalf of the Trust or Fund by any of the Trustees of the Trust, representatives or agents of the Trust are made not individually, but only in such capacities, and are not binding upon any of the Trustees of the Trust, shareholders or representatives of the Trust personally, but bind only the assets of the Trust attributable to the Funds.

IN WITNESS WHEREOF, the Board has caused this Plan to be approved on behalf ofTrust: June 11, 2013, December 5, 2016, and December 4, 2018

Last reviewed by the Fund.Trust: December 4, 2018

Lincoln Variable Insurance Products Trust
On behalf of the LVIP BlackRock Multi-Asset Income Fund
By:
Name: Jayson R. Bronchetti
Title:   President
Date:

EVERY SHAREHOLDER’S VOTE IS IMPORTANT!EXHIBIT C

EASY VOTING OPTIONS:          OFFICERS OF LVIP

 

		Name, Address and Age		Position(s) Held With LVIP		VOTE ON THE INTERNETTerm of Office and Length of Time Served		Principal Occupation(s) during Past Five Years
Jayson R. Bronchetti Radnor Financial Center 150 N. Radnor Chester Road Radnor, PA 19087 YOB: 1979			President		Since April 2016; Formerly: Vice President August 2015 to April 2016		Director and President, Lincoln Investment Advisors Corporation; Vice President and Head of Funds Management, The Lincoln National Life Insurance
Jeffrey D. Coutts 1300 S. Clinton Street Fort Wayne, IN 46802 YOB: 1969		Senior Vice President and Treasurer		Since March 2012		Treasurer, Lincoln National Corporation; Director, Lincoln Investment Advisors Corporation, Formerly: Senior Vice President, Insurance Solutions Financial Management, The Lincoln National Life Insurance Company; Vice President, Product Development, Employer Markets Division, The Lincoln National Life Insurance Company
William P. Flory, Jr. 1300 S. Clinton Street Fort Wayne, IN 46802 YOB: 1961		Vice President and Chief Accounting Officer		Vice President since June 2011; Chief Accounting Officer since May 2006		Vice President and Treasurer, Lincoln Investment Advisors Corporation; Vice President and Director of Separate Account Operations and Mutual Fund Administration, The Lincoln National Life Insurance Company; Formerly: Second Vice President and Director of Separate Account Operations, The Lincoln National Life Insurance Company

Name, Address and Age		Position(s) Held With LVIP		Term of Office and Length of Time Served		Principal Occupation(s) during Past Five Years
Ronald A. Holinsky Radnor Financial Center 150 N. Radnor Chester Road Radnor, PA 19087 YOB: 1970		Senior Vice President, Secretary, and Chief Legal Officer		Since September 2018; Formerly: Vice President since October 2016		Senior Vice President and Head of Funds Management & Investments Law, The Lincoln National Life Insurance Company; Senior Vice President, Secretary, and Chief Legal Officer, Lincoln Investment Advisors Corporation; Formerly: Vice President and Chief Counsel—Funds Management, The Lincoln National Life Insurance Company; Vice President, Chief Compliance Officer and Assistant General Counsel, Lincoln National Corporation; Vice President, Secretary, and Chief Legal Officer, Lincoln Investment Advisors Corporation.
Matthew S. MacMillen Radnor Financial Center, 150 N. Radnor Chester Road Radnor, PA 19087 YOB: 1966		Vice President		Since June 2015		Vice President, Lincoln Investment Advisors Corporation; Vice President and Head of Tax, The Lincoln National Life Insurance Company, Vice President, Lincoln National Corporation; Formerly: Senior Vice President and Chief Financial Officer, Sun Life Financial—U.S.; Vice President, Investment Finance, Sun Life Financial—U.S.

Name, Address and Age		Position(s) Held With LVIP		Term of Office and Length of Time Served		Principal Occupation(s) during Past Five Years
Jennifer M. Matthews 1300 S. Clinton Street Fort Wayne, IN 46802 YOB: 1976		Vice President		Since April 2018		Vice President, Lincoln Investment Advisors Corporation; Vice President, The Lincoln National Life Insurance Company
Benjamin A. Richer Radnor Financial Center, 150 N. Radnor Chester Road Radnor, PA 19087 YOB: 1984		Vice President		Since April 2018		Vice President, Lincoln Investment Advisors Corporation; Vice President, The Lincoln National Life Insurance Company; Formerly: Director of Asset Strategies, Nationwide Fund Advisors
Harold Singleton III Radnor Financial Center, 150 N. Radnor Chester Road Radnor, PA 19087 YOB: 1962		Vice President		Since September 2014		Vice President, Lincoln Investment Advisors Corporation; Vice President, Head of Client Portfolio Management, The Lincoln National Life Insurance Company; Formerly: Managing Director, Pinebridge Investments
John (Jack) A. Weston One Granite Place Concord, NH 03301 YOB: 1959		Vice President and Chief Compliance Officer		Since May 2007		Vice President and Chief Compliance Officer, Lincoln Investment Advisors Corporation; Vice President, The Lincoln National Life Insurance Company
Yajun (Alex) Zeng Radnor Financial Center, 150 N. Radnor Chester Road Radnor, PA 19087 YOB: 1982		Vice President		Since April 2018		Vice President, Lincoln Investment Advisors Corporation; Vice President, The Lincoln National Life Insurance Company

EXHIBIT D

OUTSTANDING SHARES AS OF THE RECORD DATE NOVEMBER 28, 2018

Lincoln Variable Insurance Products Trust

Fund		Total Number of Shares Outstanding
LINCOLN ISHARES FIXED INCOME ALLOC FUND - ST CL		10229.324
LINCOLN ISHARES GLB GRWTH ALLOC - ST CL		62112.41
LINCOLN ISHARES US MODERAT ALLOC FUND - ST CL		99293.965
LVIP AMERICAN BALANCED ALLOC - ST CL		2574032.409
LVIP AMERICAN BALANCED ALLOC - SV CL		66528221.14
LVIP AMERICAN CENT SELCT MID CAP MNGED VOL - ST CL		1105.141
LVIP AMERICAN CENT SELCT MID CAP MNGED VOL - SV CL		30745601.6
LVIP AMERICAN GLOBAL GROWTH FUND - SV CL II		12768776.05
LVIP AMERICAN GLOBAL SMALL CAP FUND- SV CL II		4865292.077
LVIP AMERICAN GLOB BALANCED ALLOC MAN RISK - ST CL		36983.032
LVIP AMERICAN GLOB BALANCED ALLOC MAN RISK - SV CL		154165789.2
LVIP AMERICAN GLOB GROWTH ALLOC MAN RISK - ST CL		71880.068
LVIP AMERICAN GLOB GROWTH ALLOC MAN RISK - SV CL		284341883.1
LVIP AMERICAN GROWTH ALLOC - ST CL		1174851.336
LVIP AMERICAN GROWTH ALLOC - SV CL		64503928.22
LVIP AMERICAN GROWTH FUND - SV CL II		33881263.96
LVIP AMERICAN GROWTH-INCOME FUND - SV CL II		30046448
LVIP AMERICAN INCOME ALLOC - ST CL		772286.412
LVIP AMERICAN INCOME ALLOC - SV CL		16179612.06
LVIP AMERICAN INTERNATIONAL FUND - SV CL II		15860812.22
LVIP AMERICAN PRESERVATION FUND - ST CL		19156.324
LVIP AMERICAN PRESERVATION FUND - SV CL		67678112.65

Fund		Total Number of Shares Outstanding
LVIP BARON GROWTH OPPORTUNITIES - ST CL		1003695.646
LVIP BARON GROWTH OPPORTUNITY - SV CL		11951969
LVIP BLACKROCK DIVIDEND VALUE MANAGED VOL - ST CL		14683266.52
LVIP BLACKROCK DIVIDEND VALUE MANAGED VOL - SV CL		47049197.45
LVIP BLACKROCK GLOBAL ALLOC MANAGED RISK - ST CL		16539.71
LVIP BLACKROCK GLOBAL ALLOC MANAGED RISK - SV CL		91519417.36
LVIP BLACKROCK INFLATION PROTECTED BOND- ST CL		78316310.87
LVIP BLACKROCK INFLATION PROTECTED BOND - SV CL		81073855.42
LVIP BLACKROCK SCIENTIFIC ALLOCATION - ST CL		4377996.541
LVIP BLACKROCK SCIENTIFIC ALLOCATION - SV CL		1427553.239
LVIP BLENDED CORE EQUITY MANAGED VOLATILTY - ST CL		6571.014
LVIP BLENDED CORE EQUITY MANAGED VOLATILTY - SV CL		24830478.93
LVIP BLENDED LARGE CAP GROWTH MANAGED VOL - ST CL		7043479.724
LVIP BLENDED LARGE CAP GROWTH MANAGED VOL - SV CL		22177523.47
LVIP BLENDED MID CAP MANAGED VOLATILITY - ST CL		1675250.386
LVIP BLENDED MID CAP MANAGED VOLATILITY - SV CL		40379870.27
LVIP BLKRK GLOBAL GRW ETF ALLOC MANGD RISK - ST CL		1899104.245
LVIP BLKRK GLOBAL GRW ETF ALLOC MANGD RISK - SV CL		29216423.15
LVIP BLKRK US GRW ETF ALLOC MANGD RISK - ST CL		439389.286
LVIP BLKRK US GRW ETF ALLOC MANGD RISK - SV CL		28352828.26
LVIP CLARION GLOBAL REAL ESTATE - ST CL		46145080.46
LVIP CLARION GLOBAL REAL ESTATE - SV CL		11592162.46
LVIP CLRBRDG LARG CAP MGD VOL - ST CL		123654.911
LVIP CLRBRDG LARG CAP MGD VOL - SVC CL		15857525.84
LVIP DELAWARE BOND - ST CL		186522975.6

Fund		Total Number of Shares Outstanding
LVIP DELAWARE BOND - SV CL		277637571.1
LVIP DELAWARE SOCIAL AWARENESS - ST CL		16220088.14
LVIP DELAWARE SOCIAL AWARE - SV CL		2383182
LVIP DELAWARE SPECIAL OPPORTUNITIES - ST CL		13512127.3
LVIP DELAWARE SPECIAL OPPORTUNITIES - SV CL		3554730.713
LVIP DELAWARE WEALTH BUILDER FUND - ST CL		12183463.79
LVIP DELAWARE WEALTH BUILDER FUND - SV CL		2239148.23
LVIP DEL DIVERSIFIED FLOATING RATE FUND - ST CL		4778978.413
LVIP DEL DIVERSIFIED FLOATING RATE FUND - SV CL		87183165.09
LVIP DIMENSIONAL INTL CORE EQUITY - ST CL		26542299.41
LVIP DIMENSIONAL INTL CORE EQUITY - SV CL		6470572.395
LVIP DIMENSIONAL INTL EQUITY MANGE VOL - ST CL		1947499.74
LVIP DIMENSIONAL INTL EQUITY MANGE VOL - SV CL		49075736.93
LVIP DIMENSIONAL US CORE EQUITY 1 FUND - ST CL		35793242.63
LVIP DIMENSIONAL US CORE EQUITY 1 FUND - SV CL		5251743.919
LVIP DIMENSIONAL US CORE EQUITY 2 - ST CL		42673853.53
LVIP DIMENSIONAL US CORE EQUITY 2 - SV CL		4765926.584
LVIP DIMENSIONAL US EQUITY MANAGED VOL - ST CL		1580899.115
LVIP DIMENSIONAL US EQUITY MANAGED VOL - SV CL		54134077.56
LVIP DIMENSIONAL/VANGUARD TOTAL BOND - ST CL		11258308.63
LVIP DIMENSIONAL/VANGUARD TOTAL BOND - SV CL		65822144.16
LVIP FRANKLIN TEMPLETON GLB EQUITY MAN VOL - ST CL		2429362.494
LVIP FRANKLIN TEMPLETON GLB EQUITY MAN VOL - SV CL		26804875.19

Fund		Total Number of Shares Outstanding
LVIP FRANKLIN TEMPLETON VALUE MANAGED VOL - ST CL		3560.228
LVIP FRANKLIN TEMPLETON VALUE MANAGED VOL - SV CL		29840612.76
LVIP FRANK TEMP MULTI-ASSET OPPORT FD - ST CL		110765.147
LVIP FRANK TEMP MULTI-ASSET OPPORT FD - SV CL		2231871.227
LVIP GLBL AGGR GROWTH ALLOC MNGD RISK FD - ST CL		1000
LVIP GLBL AGGR GROWTH ALLOC MNGD RISK FD - SV CL		545154.105
LVIP GLOBAL CONSERV ALLOC MANAGED RISK - ST CL		5714554.443
LVIP GLOBAL CONSERV ALLOC MANAGED RISK - SV CL		82769745.41
LVIP GLOBAL GROWTH ALLOC MANAGED RISK - ST CL		15198792.92
LVIP GLOBAL GROWTH ALLOC MANAGED RISK - SV CL		582268392.8
LVIP GLOBAL INCOME - ST CL		16518250.02
LVIP GLOBAL INCOME - SV CL		56973964.1
LVIP GLOBAL MODERATE ALLOC MANAGED RISK - ST CL		14549227.9
LVIP GLOBAL MODERATE ALLOC MANAGED RISK - SV CL		448687309.1
LVIP GOLDMAN SACHS INCOME BUILDER FD - ST CL		156489.186
LVIP GOLDMAN SACHS INCOME BUILDER FD - SV CL		2088699.003
LVIP GOVERNMENT MONEY MARKET FUND - ST CL		43634292.88
LVIP GOVERNMENT MONEY MARKET FUND - SV CL		25723958.61
LVIP INVESCO DIVERSIFIED EQTY INC MAN VOL - ST CL		199869.369
LVIP INVESCO DIVERSIFIED EQTY INC MAN VOL - SV CL		30794727.26
LVIP INVESCO SELECT EQUITY MANAGED VOL - ST CL		8184.226
LVIP INVESCO SEL EQUITY MAN VOL - SV CL		12758348.42
LVIP JPMORGAN HIGH YIELD FUND - ST CL		53108077.27
LVIP JPMORGAN HIGH YIELD FUND - SV CL		17990631.45
LVIP JPMORGAN RETIREMENT INCOME- ST CL		15898958.39

Fund		Total Number of Shares Outstanding
LVIP JPMORGAN RETIREMENT INCOME - SV CL		3665503.523
LVIP JPMORGAN SELECT MID CAP VALUE MAN VOL - ST CL		2138675.751
LVIP JPMORGAN SELECT MID CAP VALUE MAN VOL - SV CL		36752664.78
LVIP LOOMIS SAYLES GLB GROWTH - ST CL		2931093.13
LVIP LOOMIS SAYLES GLB GROWTH - SV CL		7519.031
LVIP MFS INTERNATIONAL EQUITY MANAGED VOL - ST CL		1045.018
LVIP MFS INTERNATIONAL EQUITY MANAGED VOL - SV CL		39174014.58
LVIP MFS INTERNATIONAL GROWTH - ST CL		74655969.05
LVIP MFS INTERNATIONAL GROWTH - SV CL		11983489.43
LVIP MFS VALUE - ST CL		12908397.71
LVIP MFS VALUE - SV CL		23093256.22
LVIP MONDRIAN INTERNATIONAL - ST CL		45496968.75
LVIP MONDRIAN INTERNATIONAL VALUE - SV CL		17059489.84
LVIP MULTI-MANAGER GLOBAL EQTY MAN VOL - ST CL		253516.38
LVIP MULTI-MANAGER GLOBAL EQTY MAN VOL - SV CL		6860047.809
LVIP PIMCO LOW DURATION BOND FUND - ST CL		52518415.22
LVIP PIMCO LOW DURATION BOND FUND - SV CL		50202285.64
LVIP SELECT CORE EQUITY MANAGED VOL - ST CL		8539.295
LVIP SELECT CORE EQUITY MANAGED VOL - SV CL		32858040.33
LVIP SSGA BOND INDEX - ST CL		172771015.5
LVIP SSGA BOND INDEX - SV CL		86445698.84
LVIP SSGA CONSERVATIVE INDEX ALLOC FD - ST CL		2665348.896
LVIP SSGA CONSERVATIVE INDEX ALLOC FD - SV CL		5936770.446
LVIP SSGA CONSERVATIVE STRUCTURED ALLOC FD - ST CL		1574826.969
LVIP SSGA CONSERVATIVE STRUCTURED ALLOC FD - SV CL		14645576.17
LVIP SSGA DEVELOPED INTERNATIONAL 150 - ST CL		94368251.1
LVIP SSGA DEVELOPED INTERNATIONAL 150 - SV CL		17937964.11

Fund		Total Number of Shares Outstanding
LVIP SSGA EMERGING MARKETS 100 - ST CL		64453976.76
LVIP SSGA EMERGING MARKETS 100 - SV CL		21122708.78
LVIP SSGA EMERGING MARKETS EQUITY INDX FD - ST CL		61305172.81
LVIP SSGA EMERGING MARKETS EQUITY INDX FD - SV CL		1000
LVIP SSGA GLOBAL TACTICAL ALLOC MAN VOL - ST CL		3949664.49
LVIP SSGA GLOBAL TACTICAL ALLOC MAN VOL - SV CL		71879335.11
LVIP SSGA INTERNATIONAL INDEX - ST CL		252728260.6
LVIP SSGA INTERNATIONAL INDEX - SV CL		32699796.33
LVIP SSGA INTERNATIONAL MANAGED VOLATILITY - ST CL		2167128.832
LVIP SSGA INTERNATIONAL MANAGED VOLATILITY - SV CL		40761544.39
LVIP SSGA LARGE CAP 100 - ST CL		63742903
LVIP SSGA LARGE CAP 100 - SV CL		25324194.34
LVIP SSGA LARGE CAP MANAGED VOLATILITY - ST CL		1079.513
LVIP SSGA LARGE CAP MANAGED VOLATILITY - SV CL		39977222.26
LVIP SSGAMID-CAP INDEX FUND - ST CL		60311505.53
LVIP SSGAMID-CAP INDEX FUND - SV CL		5764054.424
LVIP SSGA MODERATE AGGRESS INDEX ALLOC FD- ST		10755607.77
LVIP SSGA MODERATE AGGRESS INDEX ALLOC FD- SV		14066391.2
LVIP SSGA MODERATE AGGR STRUCTURED ALLOC - ST		6392207.267
LVIP SSGA MODERATE AGGR STRUCTURED ALLOC - SV		33496266.66
LVIP SSGA MODERATE INDEX ALLOCATION FUND - ST		10268882.73
LVIP SSGA MODERATE INDEX ALLOCATION FUND - SV		17795837.45
LVIP SSGA MODERATE STRUCTURED ALLOC FUND - ST		7707889.405
LVIP SSGA MODERATE STRUCTURED ALLOC FUND - SV		60368822.77
LVIP SSGA SHORTTERM BND INDX - ST CL		9322350.546
LVIP SSGA SHORTTERM BND INDX - SV CL		3716833.004
LVIP SSGASMALL-CAP INDEX - ST CL		58227600.54
LVIP SSGASMALL-CAP INDEX - SV CL		11989255.38

Fund		Total Number of Shares Outstanding
LVIP SSGA SMALL/MID CAP 200 - ST CL		16705019.27
LVIP SSGA SMALL/MID CAP 200 - SV CL		11340571.75
LVIP SSGA SMID CAP MANAGED VOLATILITY - ST CL		7282.309
LVIP SSGA SMID CAP MANAGED VOLATILITY - SV CL		37525888.15
LVIP SSGA S&P 500 INDEX - ST CL		347218706.1
LVIP SSGA S&P 500 INDEX - SV CL		67189593.19
LVIP T. ROWE PRICE 2010 - ST CL		2028047.58
LVIP T. ROWE PRICE 2010 - SV CL		672937.225
LVIP T. ROWE PRICE 2020 - ST CL		8901779.138
LVIP T. ROWE PRICE 2020 - SV CL		1905333.001
LVIP T. ROWE PRICE 2030 - ST CL		10757450.04
LVIP T. ROWE PRICE 2030 - SV CL		2472355.554
LVIP T. ROWE PRICE 2040 - ST CL		7692641.025
LVIP T. ROWE PRICE 2040 - SV CL		2564743.229
LVIP T. ROWE PRICE 2050 - ST CL		3212521.817
LVIP T. ROWE PRICE 2050 - SV CL		1198562.229
LVIP T R PRICE GROWTH STOCK - ST CL		20752145.83
LVIP T R PRICE GROWTH STOCK - SV CL		8089505.46
LVIP T R PRICE STRUCTUREDMID-CAP GR - ST CL		22695401
LVIP T R PRICE STRUCTUREDMID-CAP GR - SV CL		8962558.107
LVIP US AGGR GROWTH ALLOC MNGD RISK FD - ST CL		1000
LVIP US AGGR GROWTH ALLOC MNGD RISK FD - SV CL		521950.292
LVIP US GROWTH ALLOC MNGD RISK - ST CL		1097344.267
LVIP US GROWTH ALLOC MNGD RISK - SV CL		100409233.6
LVIP VANGUARD DOMESTIC EQUITY ETF (FOF) - ST CL		9237299.615
LVIP VANGUARD DOMESTIC EQUITY ETF (FOF) - SV CL		15678733.25
LVIP VANGUARD INTERNAT’L EQUITY ETF(FOF) - ST CL		11439222.7
LVIP VANGUARD INTERNAT’L EQUITY ETF(FOF) - SV CL		19249499.63
LVIP WELLINGTON CAPITAL GROWTH - ST CL		3870814.363
LVIP WELLINGTON CAPITAL GROWTH - SV CL		7624074.742
LVIP WELLINGTONMID-CAP VALUE - ST CL		4083862.211
LVIP WELLINGTONMID-CAP VALUE - SV CL		4002691.38
LVIP WESTERN ASSET CORE BOND FUND - SV CL		12532797.54
LVIP WESTERN ASSET CORE BOND FUND - ST CL		175608537.3

EXHIBIT E

SHAREHOLDERS OWNING 5% OR MORE OF A CLASS AS OF THE RECORD DATE

Lincoln Variable Insurance Products Trust

Because the Lincoln Variable Insurance Products Trust (LVIP) funds are available as investments for variable annuity contracts and variable life insurance policies (Variable Contracts) offered by certain life insurance companies, the insurance companies could be deemed to control the voting securities of each Fund (i.e., by owning more than 25%). However, an insurance company would exercise voting rights attributable to any shares of each Fund that it owns (directly or indirectly) in accordance, and in proportion to, voting instructions received by owners of the Variable Contracts. A small number of Contract Holders could therefore determine whether Fund proposals are approved.

As of the Record Date, LVIP was aware that the following persons or entities owned of record 25% or more of the outstanding shares of each share class of a Fund.

Fund		Shareholder Name and Address*		Ownership %
LVIP Clarion Global Real Estate Fund Standard Class		LVIP Global Growth Allocation Managed Risk Fund			36.85	%
LVIP Dimensional International Core Equity Fund - Standard Class		LVIP Dimensional International Equity Managed Volatility Fund			68.53	%
LVIP Dimensional U.S. Core Equity 2 Fund - Standard Class		LVIP Dimensional U.S. Equity Managed Volatility Fund			79.28	%
LVIP JPMorgan High Yield Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			28.06	%
LVIP Loomis Sayles Global Growth Fund - Standard Class		LVIP Multi-Manager Global Equity Managed Volatility Fund			99.71	%
LVIP MFS International Growth Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			34.25	%
LVIP SSGA Developed International 150 Index Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			26.86	%
LVIP SSGA International Index Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			33.57	%
LVIP SSGAMid-Cap Index Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			40.65	%

Fund		Shareholder Name and Address*		Ownership %
LVIP SSGA Short-Term Bond Index Fund - Standard Class		LVIP Global Moderate Allocation Managed Risk Fund			29.24	%
		LVIP Global Growth Allocation Managed Risk Fund			29.17	%
LVIP Western Asset Core Bond Fund - Standard Class		LVIP Global Moderate Allocation Managed Risk Fund			38.42	%
		LVIP Global Growth Allocation Managed Risk Fund			37.27	%

*	Unless otherwise indicated, the address of each LVIP fund that is listed as a Shareholder is the following: 1300 South Clinton Street, Fort Wayne, IN 46802-3506

For these Funds, the insurance companies include, without limitation, (1) Lincoln Life, an Indiana insurance company, at 1300 South Clinton Street, Fort Wayne, IN 46802; (2) Lincoln Life & Annuity Company of New York (Lincoln New York), a New York insurance company, at 100 Madison Street, Suite 1860, Syracuse, NY 13202-2802; and (3) other third party insurance companies.

As of November 28, 2018 (“Record Date”), there were no shareholders of the Funds that held 5% or more (or 25% or more) of a fund’s outstanding shares, except for the insurance company shareholders. Any fund of funds would exercise voting rights attributable to ownership of shares of the LVIP funds in accordance with the proxy voting policies established by the fund of funds. The fund of funds generally will vote their shares of underlying funds in the same proportion as the vote of all of the other holders of the underlying fund’s shares, a technique known as “echo voting.”

As of the Record Date, LVIP was aware that the following persons or entities owned of record 5% or more of the outstanding shares of each share class of a Fund.

Fund		Shareholder Name and Address*		Ownership %
LVIP Baron Growth Opportunities Fund - Standard Class		LVIP U.S. Growth Allocation Managed Risk Fund			64.54	%
LVIP BlackRock Inflation Protected Bond Fund - Standard Class		LVIP Global Moderate Allocation Managed Risk Fund			49.22	%
		LVIP Global Growth Allocation Managed Risk Fund			29.93	%
		LVIP Global Conservative Allocation Managed Risk Fund			8.33	%

Fund		Shareholder Name and Address*		Ownership %
LVIP Clarion Global Real Estate Fund - Standard Class		LVIP Global Moderate Allocation Managed Risk Fund			46.11	%
		LVIP Global Growth Allocation Managed Risk Fund			25.43	%
		LVIP U.S. Growth Allocation Managed Risk Fund			5.37	%
LVIP Delaware Bond Fund - Standard Class		LVIP Global Moderate Allocation Managed Risk Fund			27.98	%
		LVIP Global Growth Allocation Managed Risk Fund			27.14	%
		LVIP Global Conservative Allocation Managed Risk Fund			9.70	%
LVIP Dimensional International Core Equity - Standard Class		LVIP Dimensional International Equity Managed Volatility Fund			88.14	%
LVIP Dimensional U.S. Core 2 Equity - Standard Class		LVIP Dimensional U.S. Equity Managed Volatility Fund
		LVIP Multi-Manager Global Equity Managed Volatility Fund			5.40	%
LVIP Global Income Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			43.09	%
		LVIP Global Moderate Allocation Managed Risk Fund			34.67	%
		LVIP Global Conservative Allocation Managed Risk Fund			6.41	%
LVIP JPMorgan High Yield - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			37.56	%
		LVIP Global Moderate Allocation Managed Risk Fund			27.34	%
		LVIP Global Conservative Allocation Managed Risk Fund			6.66	%
LVIP Loomis Sayles Global Growth Fund - Standard Class		LVIP Multi-Manager Global Equity Managed Volatility Fund			99.96	%
LVIP MFS International Growth Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			39.74	%
		LVIP Global Moderate Allocation Managed Risk Fund			27.86	%
		LVIP MFS International Equity Managed Volatility Fund			22.24	%

Fund		Shareholder Name and Address*		Ownership %
LVIP MFS Value Fund - Standard Class		LVIP U.S. Growth Allocation Managed Risk Fund			31.75	%
		LVIP MFS International Equity Managed Volatility Fund			8.02	%
LVIP Mondrian International Value Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			33.96	%
		LVIP Global Moderate Allocation Managed Risk Fund			24.50	%
LVIP PIMCO Low Duration Bond Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			44.26	%
		LVIP Global Moderate Allocation Managed Risk Fund			40.19	%
		LVIP Global Conservative Allocation Managed Risk Fund			8.03	%
		LVIP U.S. Growth Allocation Managed Risk Fund			6.39	%
LVIP SSGA Bond Index Fund - Standard Class		LVIP Global Moderate Allocation Managed Risk Fund			17.07	%
		LVIP SSGA Moderate Structured Allocation Fund			13.93	%
		LVIP Global Growth Allocation Managed Risk Fund			12.64	%
		LVIP SSGA Moderately Aggressive Structured Allocation Fund			7.10	%
		LVIP SSGA Global Tactical Allocation Managed Volatility Fund			6.67	%
		LVIP SSGA Moderate Index Allocation Fund			6.52	%
		LVIP U.S. Growth Allocation Managed Risk Fund			5.16	%
		LVIP SSGA Conservative Structured Allocation Fund			5.05	%

Fund		Shareholder Name and Address*		Ownership %
LVIP SSGA Developed International 150 Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			31.96	%
		LVIP Global Moderate Allocation Managed Risk Fund			22.48	%
		LVIP SSGA Moderate Structured Allocation Fund			10.57	%
		LVIP SSGA Global Tactical Allocation Managed Volatility Fund			10.32	%
		LVIP SSGA Moderately Aggressive Structured Allocation Fund			7.11	%
LVIP SSGA Emerging Markets 100 Fund		LVIP Global Growth Allocation Managed Risk Fund			30.60	%
		LVIP Global Moderate Allocation Managed Risk Fund			24.10	%
		LVIP SSGA Moderately Aggressive Structured Allocation Fund			9.28	%
		LVIP SSGA Moderate Structured Allocation Fund			9.10	%
LVIP SSGA Emerging Markets Equity Index Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			52.80	%
		LVIP Global Moderate Allocation Managed Risk Fund			41.58	%
		LVIP Global Conservative Allocation Managed Risk Fund			5.57	%
LVIP SSGA International Index Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			37.91	%
		LVIP Global Moderate Allocation Managed Risk Fund			16.21	%
		LVIP SSGA International Managed Volatility Fund			16.23	%

Fund		Shareholder Name and Address*		Ownership %
LVIP SSGA Large Cap 100 Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			30.42	%
		LVIP Global Moderate Allocation Managed Risk Fund			23.96	%
		LVIP SSGA Global Tactical Allocation Managed Volatility Fund			13.36	%
		LVIP SSGA Moderate Structured Allocation Fund			12.07	%
		LVIP SSGA Moderately Aggressive Structured Allocation Fund			8.00	%
LVIP SSGAMid-Cap Index Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			44.54	%
		LVIP Global Moderate Allocation Managed Risk Fund			17.54	%
		LVIP SSGA SMID Cap Managed Volatility Fund			12.97	%
LVIP SSGA S&P 500 Index Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			27.65	%
		LVIP Global Moderate Allocation Managed Risk Fund			18.67	%
		LVIP SSGA large Cap Managed Volatility Fund			8.07	%
LVIP Short-Term Bond Index Fund - Standard Class		LVIP Global Moderate Allocation Managed Risk Fund			40.90	%
		LVIP Global Growth Allocation Managed Risk Fund			40.80	%
		LVIP Global Conservative Allocation Managed Risk Fund			12.84	%
LVIP SSGASmall-Cap Index Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			28.32	%
		LVIP Global Moderate Allocation Managed Risk Fund			20.92	%
		LVIP SSGA SMID Cap Managed Volatility Fund			20.65	%

Fund		Shareholder Name and Address*		Ownership %
LVIPSmall-Mid Cap 200 Index Fund - Standard Class		LVIP U.S. Growth Allocation Managed Risk Fund			20.02	%
		LVIP SSGA Global Tactical Allocation Managed Volatility Fund			19.70	%
		LVIP SSGA Moderate Structured Allocation Fund			10.98	%
		LVIP SSGA Moderately Aggressive Structured Allocation Fund			8.96	%
LVIP T. Rowe Price Growth Stock Fund - Standard Class		LVIP Global Growth Allocation Managed Risk Fund			28.12	%
		LVIP Global Moderate Allocation Managed Risk Fund			22.07	%
		LVIP U.S. Growth Allocation Managed Risk Fund			18.08	%
LVIP T. Rowe Price StructuredMid-Cap Growth Fund - Standard Class		LVIP Global Moderate Allocation Managed Risk Fund			22.65	%
		LVIP Global Growth Allocation Managed Risk Fund			14.38	%
		LVIP U.S. Growth Allocation Managed Risk Fund			8.79	%
LVIP WellingtonMid-Cap Value Fund - Standard Class		LVIP U.S. Growth Allocation Managed Risk Fund			47.46	%
LVIP Western Asset Core Bond Fund - Standard Class		LVIP Global Moderate Allocation Managed Risk Fund			41.17	%
		LVIP Global Growth Allocation Managed Risk Fund			39.93	%
		LVIP Global Conservative Allocation Managed Risk Fund			14.26	%

*	Unless otherwise indicated, the address of each LVIP fund that is listed as a Shareholder is the following: 1300 South Clinton Street, Fort Wayne, IN 46802-3506

EVERY CONTRACT OWNER’S VOTE IS IMPORTANT!

		EASY VOTING OPTIONS:
				Log on to: VOTE ON THE INTERNET
				Log on to:
				www.proxy-direct.com or scan the QR code
				Follow theon-screen instructions
				available 24 hours
				VOTE BY TELEPHONE
				Call1-866-298-8476
				Follow the on-screenrecorded instructions
				available 24 hours
				VOTE BY MAIL
				Vote, sign and date your
				Voting Instruction Card and return it
				in the postage-paid envelope
				THANK YOU FOR VOTING

Read your proxy statement and have it at hand when voting.

If you vote on the Internet or by Telephone, you need not return this Voting Instruction Card.

Please detach at perforation before mailing.

VOTING INSTRUCTION CARD                      LINCOLN VARIABLE INSURANCE PRODUCTS TRUST

1300 S. CLINTON STREET

FORT WAYNE, IN 46802

SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON FEBRUARY 20, 2019

INSURANCE COMPANYDROP-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 funds listed on the reverse side (each, individually a “Fund” and collectively, the “Funds”), each a series of the Lincoln Variable Insurance Products Trust (“LVIP”), 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 on February 20, 2019, and at any adjournments or postponements thereof.This Voting Instruction Card is being solicited on behalf of the Board of Trustees of the Lincoln Variable Insurance Products Trust.

If you sign this Voting Instruction Card but do not mark instructions, the Company will vote all shares of the Fund(s) 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.

		VOTE VIA THE INTERNET: www.proxy-direct.com                                   VOTE VIA THE TELEPHONE:1-866-298-8476

PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE AND RETURN THE VOTING INSTRUCTION CARD PROMPTLY USING THE ENCLOSED ENVELOPE. LVI_30332_122018_VI

---

EVERY CONTRACT OWNER’S VOTE IS IMPORTANT!

Important Notice Regarding the Availability of Proxy Materials for the

Lincoln Variable Insurance Products Trust

Special Meeting of Shareholders to Be Held on February 20, 2019.

The Notice of Special Meeting, Proxy Statement and Voting Instruction Card for this meeting are available at:

https://www.proxy-direct.com/lin-30332

FUNDS		FUNDS
Lincoln iShares® Fixed Income Allocation Fund		Lincoln iShares® Global Growth Allocation Fund
Lincoln iShares® U.S. Moderate Allocation Fund		LVIP American Balanced Allocation Fund
LVIP American Century Select Mid Cap Managed Volatility Fund		LVIP American Global Balanced Allocation Managed Risk Fund
LVIP American Global Growth Allocation Managed Risk Fund		LVIP American Global Growth Fund
LVIP American Global Small Capitalization Fund		LVIP American Growth Allocation Fund
LVIP American Growth Fund		LVIP American Growth-Income Fund
LVIP American Income Allocation Fund		LVIP American International Fund
LVIP American Preservation Fund		LVIP Baron Growth Opportunities Fund
LVIP BlackRock Dividend Value Managed Volatility Fund		LVIP BlackRock Global Allocation V.I. Managed Risk Fund
LVIP BlackRock Global Growth ETF Allocation Managed Risk Fund		LVIP BlackRock Inflation Protected Bond Fund
LVIP BlackRock Scientific Allocation Fund		LVIP BlackRock U.S. Growth ETF Allocation Managed Risk Fund
LVIP Blended Core Equity Managed Volatility Fund		LVIP Blended Large Cap Growth Managed Volatility Fund
LVIP Blended Mid Cap Managed Volatility Fund		LVIP Clarion Global Real Estate Fund
LVIP ClearBridge Large Cap Managed Volatility Fund		LVIP Delaware Bond Fund
LVIP Delaware Diversified Floating Rate Fund		LVIP Delaware Social Awareness Fund
LVIP Delaware Special Opportunities Fund		LVIP Delaware Wealth Builder Fund

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.

TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE:  ☒

A

Proposal     The Board of Trustees unanimously recommends a vote “FOR” Proposal 1.

1.

available 24 hours To elect ten trustees to the Board of Trustees.

FOR ALL

WITHHOLD ALL

FOR ALL EXCEPT

01. Ellen G. Cooper

02. Steve A. Cobb

03. Elizabeth S. Hager

☐

☐

☐

04. Barbara L. Lamb

05. Gary D. Lemon

06. Thomas A. Leonard

07. Charles I. Plosser

08. Pamela L. Salaway

09. Brian W. Wixted

10. Nancy B. Wolcott

INSTRUCTIONS: To withhold authority to vote for any individual nominee(s), mark the box “FOR ALL EXCEPT” and write the nominee’s number on the line provided.

2.

To transact such other business, not currently contemplated, that may properly come before the Meeting, or any adjournments or postponements thereof.

B

Authorized Signatures — This section must be completed for your vote to be counted.— Sign and Date Below

Note:

Please sign exactly as your name(s) appear(s) on this voting instruction card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature.

Date (mm/dd/yyyy) — Please print date below				Signature 1 — Please keep signature within the box				Signature 2 — Please keep signature within the box
/                /

Scanner bar code

		xxxxxxxxxxxxxx		LVI 30332		M		xxxxxxxx		+

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EVERY CONTRACT OWNER’S VOTE IS IMPORTANT!

								VOTE BY TELEPHONE Call1-800-337-3503EASY VOTING OPTIONS: Follow the recorded instructions available 24 hours
				VOTE ON THE INTERNET
				Log on to:
				www.proxy-direct.com
				or scan the QR code
				Follow theon-screen instructions
				available 24 hours
				VOTE BY TELEPHONE
				Call1-866-298-8476
				Follow the recorded instructions
				available 24 hours
				VOTE BY MAIL
				Vote, sign and date your Proxy
				Voting Instruction Card and return it in the postage-paid envelope
						THANK YOU FOR VOTING

Read your proxy statement and have it at hand when voting.

If you vote on the Internet or by Telephone, you need not return this Voting Instruction Card.

Please detach at perforation before mailing.

VOTING INSTRUCTION CARD                      LINCOLN VARIABLE INSURANCE PRODUCTS TRUST

1300 S. CLINTON STREET

FORT WAYNE, IN 46802

SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON FEBRUARY 20, 2019

INSURANCE COMPANYDROP-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 funds listed on the reverse side (each, individually a “Fund” and collectively, the “Funds”), each a series of the Lincoln Variable Insurance Products Trust (“LVIP”), 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 on February 20, 2019, and at any adjournments or postponements thereof.This Voting Instruction Card is being solicited on behalf of the Board of Trustees of the Lincoln Variable Insurance Products Trust.

If you sign this Voting Instruction Card but do not mark instructions, the Company will vote all shares of the Fund(s) 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.

		VOTE VIA THE INTERNET: www.proxy-direct.com                                   VOTE VIA THE TELEPHONE:1-866-298-8476

PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE AND RETURN THE VOTING INSTRUCTION CARD PROMPTLY USING THE ENCLOSED ENVELOPE. LVI_30332_122018_VI

---

EVERY CONTRACT OWNER’S VOTE IS IMPORTANT!

Important Notice Regarding the Availability of Proxy Materials for the

Lincoln Variable Insurance Products Trust

Special Meeting of Shareholders to Be Held on February 20, 2019.

The Notice of Special Meeting, Proxy Statement and Voting Instruction Card for this meeting are available at:

https://www.proxy-direct.com/lin-30332

FUNDS		FUNDS
LVIP Dimensional International Core Equity Fund		LVIP Dimensional International Equity Managed Volatility Fund
LVIP Dimensional U.S. Core Equity 1 Fund		LVIP Dimensional U.S. Core Equity 2 Fund
LVIP Dimensional U.S. Equity Managed Volatility Fund		LVIP Dimensional/Vanguard Total Bond Fund
LVIP Franklin Templeton Global Equity Managed Volatility Fund		LVIP Franklin Templeton Multi-Asset Opportunities Fund
LVIP Franklin Templeton Value Managed Volatility Fund		LVIP Global Aggressive Growth Allocation Managed Risk Fund
LVIP Global Conservative Allocation Managed Risk Fund		LVIP Global Growth Allocation Managed Risk Fund
LVIP Global Income Fund		LVIP Global Moderate Allocation Managed Risk Fund
LVIP Goldman Sachs Income Builder Fund		LVIP Government Money Market Fund
LVIP Invesco Diversified Equity-Income Managed Volatility Fund		LVIP Invesco Select Equity Managed Volatility Fund
LVIP JPMorgan High Yield Fund		LVIP JPMorgan Retirement Income Fund
LVIP JPMorgan Select Mid Cap Value Managed Volatility Fund		LVIP Loomis Sayles Global Growth Fund
LVIP MFS International Equity Managed Volatility Fund		LVIP MFS International Growth Fund
LVIP MFS Value Fund		LVIP Mondrian International Value Fund
LVIP Multi-Manager Global Equity Managed Volatility Fund		LVIP PIMCO Low Duration Bond Fund
LVIP Select Core Equity Managed Volatility Fund		LVIP SSGA Bond Index Fund
LVIP SSGA Conservative Index Allocation Fund		LVIP SSGA Conservative Structured Allocation Fund

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.

TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE:  ☒

A

Proposal        The Board of Trustees unanimously recommends a vote “FOR” Proposal 1.

1.

To elect ten trustees to the Board of Trustees.

FOR ALL

WITHHOLD ALL

FOR ALL EXCEPT

01. Ellen G. Cooper

02. Steve A. Cobb

03. Elizabeth S. Hager

☐

☐

☐

04. Barbara L. Lamb

05. Gary D. Lemon

06. Thomas A. Leonard

07. Charles I. Plosser

08. Pamela L. Salaway

09. Brian W. Wixted

10. Nancy B. Wolcott

INSTRUCTIONS: To withhold authority to vote for any individual nominee(s), mark the box “FOR ALL EXCEPT” and write the nominee’s number on the line provided.

2.

To transact such other business, not currently contemplated, that may properly come before the Meeting, or any adjournments or postponements thereof.

B

Authorized Signatures — This section must be completed for your vote to be counted.— Sign and Date Below

Note:   Please sign exactly as your name(s) appear(s) on this voting instruction card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature.

Date (mm/dd/yyyy) — Please print date below				Signature 1 — Please keep signature within the box				Signature 2 — Please keep signature within the box
/                /

Scanner bar code

		xxxxxxxxxxxxxx		LVI 30332		M		xxxxxxxx		+

---

EVERY CONTRACT OWNER’S VOTE IS IMPORTANT!

		EASY VOTING OPTIONS:
				VOTE ON THE INTERNET
				Log on to:
				www.proxy-direct.com or scan the QR code
				Follow theon-screen instructions
				available 24 hours
				VOTE BY TELEPHONE
				Call1-866-298-8476
				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
				THANK YOU FOR VOTING

Read your proxy statement and have it at hand when voting.

If you vote on the Internet or by Telephone, you need not return this Voting Instruction Card.

Please detach at perforation before mailing.

VOTING INSTRUCTION CARD                      LINCOLN VARIABLE INSURANCE PRODUCTS TRUST

1300 S. CLINTON STREET

FORT WAYNE, IN 46802

SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON FEBRUARY 20, 2019

INSURANCE COMPANYDROP-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 funds listed on the reverse side (each, individually a “Fund” and collectively, the “Funds”), each a series of the Lincoln Variable Insurance Products Trust (“LVIP”), 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 on February 20, 2019, and at any adjournments or postponements thereof.ThisVoting Instruction Cardis being solicited on behalf of the Board of Trustees ofthe Lincoln Variable Insurance Products Trust.

If you sign this Voting Instruction Card but do not mark instructions, the Company will vote all shares of the Fund(s) 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.

		VOTE VIA THE INTERNET: www.proxy-direct.com                                   VOTE VIA THE TELEPHONE:1-866-298-8476

PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE AND RETURN THE VOTING INSTRUCTION CARD PROMPTLY USING THE ENCLOSED ENVELOPE.

LVI_30332_122018_VI

---

EVERY CONTRACT OWNER’S VOTE IS IMPORTANT!

Important Notice Regarding the Availability of Proxy Materials for the

Lincoln Variable Insurance Products Trust

Special Meeting of Shareholders to Be Held on February 20, 2019.

The Notice of Special Meeting, Proxy Statement and Voting Instruction Card for this meeting are available at:

https://www.proxy-direct.com/lin-30332

FUNDS		FUNDS
LVIP SSGA Developed International 150 Fund		LVIP SSGA Emerging Markets 100 Fund
LVIP SSGA Emerging Markets Equity Index Fund		LVIP SSGA Global Tactical Allocation Managed Volatility Fund
LVIP SSGA International Index Fund		LVIP SSGA International Managed Volatility Fund
LVIP SSGA Large Cap 100 Fund		LVIP SSGA Large Cap Managed Volatility Fund
LVIP SSGA Mid-Cap Index Fund		LVIP SSGA Moderate Index Allocation Fund
LVIP SSGA Moderate Structured Allocation Fund		LVIP SSGA Moderately Aggressive Index Allocation Fund
LVIP SSGA Moderately Aggressive Structured Allocation Fund		LVIP SSGA S&P 500 Index Fund
LVIP SSGA Short-Term Bond Index Fund		LVIP SSGA Small-Cap Index Fund
LVIP SSGA Small-Mid Cap 200 Fund		LVIP SSGA SMID Cap Managed Volatility Fund
LVIP T. Rowe Price 2010 Fund		LVIP T. Rowe Price 2020 Fund
LVIP T. Rowe Price 2030 Fund		LVIP T. Rowe Price 2040 Fund
LVIP T. Rowe Price 2050 Fund		LVIP T. Rowe Price Growth Stock Fund
LVIP T. Rowe Price Structured Mid-Cap Growth Fund		LVIP U.S. Aggressive Growth Allocation Managed Risk Fund
LVIP U.S. Growth Allocation Managed Risk Fund		LVIP Vanguard Domestic Equity ETF Fund
LVIP Vanguard International Equity ETF Fund		LVIP Wellington Capital Growth Fund
LVIP Wellington Mid-Cap Value Fund		LVIP Western Asset Core Bond Fund

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.

TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE:  ☒

A

Proposal     The Board of Trustees unanimously recommends a vote “FOR” Proposal 1.

1.

To elect ten trustees to the Board of Trustees.

FOR ALL

WITHHOLD ALL

FOR ALL EXCEPT

01. Ellen G. Cooper

02. Steve A. Cobb

03. Elizabeth S. Hager

☐

☐

☐

04. Barbara L. Lamb

05. Gary D. Lemon

06. Thomas A. Leonard

07. Charles I. Plosser

08. Pamela L. Salaway

09. Brian W. Wixted

10. Nancy B. Wolcott

INSTRUCTIONS: To withhold authority to vote for any individual nominee(s), mark the box “FOR ALL EXCEPT”and write the nominee’s number on the line provided.

2.

To transact such other business, not currently contemplated, that may properly come before the Meeting, or any adjournments or postponements thereof.

B

Authorized Signatures — This section must be completed for your vote to be counted.— Sign and Date Below

Note:

Please sign exactly as your name(s) appear(s) on this voting instruction card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature.

Date (mm/dd/yyyy) — Please print date below				Signature 1 — Please keep signature within the box				Signature 2 — Please keep signature within the box
/                /

Scanner bar code

		xxxxxxxxxxxxxx		LVI 30332		M		xxxxxxxx		+

---

EVERY SHAREHOLDER’S VOTE IS IMPORTANT!

		EASY VOTING OPTIONS:
				VOTE ON THE INTERNET
				Log on to:
				www.proxy-direct.com or scan the QR code
				Follow theon-screen instructions
				available 24 hours
				VOTE BY TELEPHONE
				Call1-800-337-3503
				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
				THANK YOU FOR VOTING

Read your proxy statement and have it at hand when voting.

If you vote on the Internet or by telephone, you need not return this proxy card.Proxy Card.

Please detach at perforation before mailing.

PROXY                                                               LINCOLN VARIABLE INSURANCE PRODUCTS TRUST

PROXY		LVIP BLACKROCK MULTI-ASSET INCOME FUND 1300 S. CLINTON STREET FORT WAYNE, IN 46802 SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON FEBRUARY 20, 2019 (a series of Lincoln Variable Insurance Products Trust) 1300 S. CLINTON STREET FORT WAYNE, IN 46802 SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON OCTOBER 17, 2018		PROXY

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, Christina E. Pron, and Teri L. Williams, or any of them as Proxies of the undersigned with full power of substitution, to vote and act with respect to all share classesshares of the LVIP BlackRock Multi-Asset Income Fund,funds listed on the reverse side (each, individually a “Fund” and collectively, the “Funds”), each a series of the Lincoln Variable Insurance Products Trust (“LVIP”), with respect to which the undersigned is entitled to vote at the Special Meeting of Shareholders to be held on October 17, 2018,February 20, 2019, at 11:00 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 August 7, 2018.

January 2, 2019.

 

		VOTE VIA THE INTERNET: www.proxy-direct.com VOTE VIA THE TELEPHONE:1-800-337-3503
		Note: Please sign exactly as your name(s) appear(s) on this Proxy Card. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee, or guardian, please give full title as such. If a corporation, please sign in full corporate name by an authorized officer. If a partnership, please sign in partnership name by an authorized person.
		Signature
		Signature of joint owner, if any
		Date			MCM_28243_101016

PLEASE MARK,VOTE, SIGN AND DATE ON THE REVERSE SIDE AND RETURN THISTHE PROXY PROMPTLY USING THE ENCLOSED ENVELOPE.

LVI_30332_122018

---

EVERY SHAREHOLDER’S VOTE IS IMPORTANT!

Important Notice Regarding the Availability of Proxy Materials for the

LVIP BlackRock Multi-Asset Income FundLincoln Variable Insurance Products Trust

Special Meeting of Shareholders to Be Held on October 17, 2018.February 20, 2019.

The Notice of Special Meeting, Proxy Statement and Proxy Card for this meeting isare available at:

https://www.proxy-direct.com/lin-28243lin-30332

 

FUNDS		FUNDS
Lincoln iShares® Fixed Income Allocation Fund		Lincoln iShares® Global Growth Allocation Fund
Lincoln iShares® U.S. Moderate Allocation Fund		LVIP American Balanced Allocation Fund
LVIP American Century Select Mid Cap Managed Volatility Fund		LVIP American Global Balanced Allocation Managed Risk Fund
LVIP American Global Growth Allocation Managed Risk Fund		LVIP American Global Growth Fund
LVIP American Global Small Capitalization Fund		LVIP American Growth Allocation Fund
LVIP American Growth Fund		LVIP American Growth-Income Fund
LVIP American Income Allocation Fund		LVIP American International Fund
LVIP American Preservation Fund		LVIP Baron Growth Opportunities Fund
LVIP BlackRock Dividend Value Managed Volatility Fund		LVIP BlackRock Global Allocation V.I. Managed Risk Fund
LVIP BlackRock Global Growth ETF Allocation Managed Risk Fund		LVIP BlackRock Inflation Protected Bond Fund
LVIP BlackRock Scientific Allocation Fund		LVIP BlackRock U.S. Growth ETF Allocation Managed Risk Fund
LVIP Blended Core Equity Managed Volatility Fund		LVIP Blended Large Cap Growth Managed Volatility Fund
LVIP Blended Mid Cap Managed Volatility Fund		LVIP Clarion Global Real Estate Fund
LVIP ClearBridge Large Cap Managed Volatility Fund		LVIP Delaware Bond Fund
LVIP Delaware Diversified Floating Rate Fund		LVIP Delaware Social Awareness Fund
LVIP Delaware Special Opportunities Fund		LVIP Delaware Wealth Builder Fund

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.

The Board of Trustees unanimously recommends a vote “FOR” for Proposal 1.TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE:  ☒

TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK. Example:

 

A

Proposal     The Board of Trustees unanimously recommends a vote “FOR” Proposal 1.

1.

FOR To elect ten trustees to the Board of Trustees.

FOR ALL

AGAINST WITHHOLD ALL

FOR ALL EXCEPT

ABSTAIN

01. Ellen G. Cooper

02. Steve A. Cobb

03. Elizabeth S. Hager

1.    To approve the liquidation of the assets and dissolution of the LVIP BlackRock Multi-Asset Income Fundpursuant to the provisions of a Plan of Liquidation approved by the Board of Trustees of the Trust.

☐

☐

☐

☐04. Barbara L. Lamb

05. Gary D. Lemon

06. Thomas A. Leonard

07. Charles I. Plosser

08. Pamela L. Salaway

09. Brian W. Wixted

2.    To transact such other business that may properly come before the Meeting, or any adjournment(s) or postponement(s) thereof, in the discretion of the Proxies or their substitutes.

10. Nancy B. Wolcott

INSTRUCTIONS: To withhold authority to vote for any individual nominee(s), mark the box “FOR ALL EXCEPT”and write the nominee’s number on the line provided.

2.

To transact such other business, not currently contemplated, that may properly come before the Meeting, or any adjournments or postponements thereof.

B

Authorized Signatures — This section must be completed for your vote to be counted.— Sign and Date Below

Note:

Please sign exactly as your name(s) appear(s) on this proxy card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature.

Date (mm/dd/yyyy) — Please print date below				Signature 1 — Please keep signature within the box				Signature 2 — Please keep signature within the box
/                /

Scanner bar code

		xxxxxxxxxxxxxx		LVI 30332		M		xxxxxxxx		+

---

EVERY SHAREHOLDER’S VOTE IS IMPORTANT!

		EASY VOTING OPTIONS:
				VOTE ON THE INTERNET
				Log on to:
				www.proxy-direct.com or scan the QR code
				Follow theon-screen instructions
				available 24 hours
				VOTE BY TELEPHONE
				Call1-800-337-3503
				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
				THANK YOU FOR VOTING

Read your proxy statement and have it at hand when voting.

If you vote on the Internet or by telephone, you need not return this Proxy Card.

Please detach at perforation before mailing.

PROXY                                                               LINCOLN VARIABLE INSURANCE PRODUCTS TRUST

1300 S. CLINTON STREET

FORT WAYNE, IN 46802

SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON FEBRUARY 20, 2019

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, Christina E. Pron, and Teri L. Williams, or any of them as Proxies of the undersigned with full power of substitution, to vote and act with respect to all shares of the funds listed on the reverse side (each, individually a “Fund” and collectively, the “Funds”), each a series of the Lincoln Variable Insurance Products Trust (“LVIP”), with respect to which the undersigned is entitled to vote at the Special Meeting of Shareholders to be held on February 20, 2019, at 11:00 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 January 2, 2019.

		VOTE VIA THE INTERNET: www.proxy-direct.com                                   VOTE VIA THE TELEPHONE:1-800-337-3503

PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE AND RETURN THE PROXY PROMPTLY USING THE ENCLOSED ENVELOPE.

LVI_30332_121118

---

EVERY SHAREHOLDER’S VOTE IS IMPORTANT!

Important Notice Regarding the Availability of Proxy Materials for the

Lincoln Variable Insurance Products Trust

Special Meeting of Shareholders to Be Held on February 20, 2019.

The Notice of Special Meeting, Proxy Statement and Proxy Card for this meeting are available at:

https://www.proxy-direct.com/lin-30332

FUNDS		FUNDS
LVIP Dimensional International Core Equity Fund		LVIP Dimensional International Equity Managed Volatility Fund
LVIP Dimensional U.S. Core Equity 1 Fund		LVIP Dimensional U.S. Core Equity 2 Fund
LVIP Dimensional U.S. Equity Managed Volatility Fund		LVIP Dimensional/Vanguard Total Bond Fund
LVIP Franklin Templeton Global Equity Managed Volatility Fund		LVIP Franklin Templeton Multi-Asset Opportunities Fund
LVIP Franklin Templeton Value Managed Volatility Fund		LVIP Global Aggressive Growth Allocation Managed Risk Fund
LVIP Global Conservative Allocation Managed Risk Fund		LVIP Global Growth Allocation Managed Risk Fund
LVIP Global Income Fund		LVIP Global Moderate Allocation Managed Risk Fund
LVIP Goldman Sachs Income Builder Fund		LVIP Government Money Market Fund
LVIP Invesco Diversified Equity-Income Managed Volatility Fund		LVIP Invesco Select Equity Managed Volatility Fund
LVIP JPMorgan High Yield Fund		LVIP JPMorgan Retirement Income Fund
LVIP JPMorgan Select Mid Cap Value Managed Volatility Fund		LVIP Loomis Sayles Global Growth Fund
LVIP MFS International Equity Managed Volatility Fund		LVIP MFS International Growth Fund
LVIP MFS Value Fund		LVIP Mondrian International Value Fund
LVIP Multi-Manager Global Equity Managed Volatility Fund		LVIP PIMCO Low Duration Bond Fund
LVIP Select Core Equity Managed Volatility Fund		LVIP SSGA Bond Index Fund
LVIP SSGA Conservative Index Allocation Fund		LVIP SSGA Conservative Structured Allocation Fund

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.

TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE:  ☒

A

Proposal     The Board of Trustees unanimously recommends a vote “FOR” Proposal 1.

1.

To elect ten trustees to the Board of Trustees.

FOR ALL

WITHHOLD ALL

FOR ALL EXCEPT

01. Ellen G. Cooper

02. Steve A. Cobb

03. Elizabeth S. Hager

☐

☐

☐

04. Barbara L. Lamb

05. Gary D. Lemon

06. Thomas A. Leonard

07. Charles I. Plosser

08. Pamela L. Salaway

09. Brian W. Wixted

10. Nancy B. Wolcott

INSTRUCTIONS: To withhold authority to vote for any individual nominee(s), mark the box “FOR ALL EXCEPT”and write the nominee’s number on the line provided.

2.

To transact such other business, not currently contemplated, that may properly come before the Meeting, or any adjournments or postponements thereof.

B

Authorized Signatures — This section must be completed for your vote to be counted.— Sign and Date Below

Note:

Please sign exactly as your name(s) appear(s) on this proxy card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature.

Date (mm/dd/yyyy) — Please print date below				Signature 1 — Please keep signature within the box				Signature 2 — Please keep signature within the box
/                /

 

Scanner bar code

		xxxxxxxxxxxxxx		LVI 30332		M		xxxxxxxx		+

---

EVERY SHAREHOLDER’S VOTE IS IMPORTANT!

		EASY VOTING OPTIONS:
				VOTE ON THE INTERNET
				Log on to:
				www.proxy-direct.com or scan the QR code
				Follow theon-screen instructions
				available 24 hours
				VOTE BY TELEPHONE
				Call1-800-337-3503
				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
				THANK YOU FOR VOTING

Read your proxy statement and have it at hand when voting.

If you vote on the Internet or by telephone, you need not return this Proxy Card.

Please detach at perforation before mailing.

PROXY                                                               LINCOLN VARIABLE INSURANCE PRODUCTS TRUST

1300 S. CLINTON STREET

FORT WAYNE, IN 46802

SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON FEBRUARY 20, 2019

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, Christina E. Pron, and Teri L. Williams, or any of them as Proxies of the undersigned with full power of substitution, to vote and act with respect to all shares of the funds listed on the reverse side (each, individually a “Fund” and collectively, the “Funds”), each a series of the Lincoln Variable Insurance Products Trust (“LVIP”), with respect to which the undersigned is entitled to vote at the Special Meeting of Shareholders to be held on February 20, 2019, at 11:00 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 January 2, 2019.

		VOTE VIA THE INTERNET: www.proxy-direct.com                                   VOTE VIA THE TELEPHONE:1-800-337-3503

PLEASE MARK,VOTE, SIGN AND DATE ON THE REVERSE SIDE AND RETURN THISTHE PROXY PROMPTLY USING THE ENCLOSED ENVELOPE.

MCM_28243_101016LVI_30332_121118

---

EVERY SHAREHOLDER’S VOTE IS IMPORTANT!

Important Notice Regarding the Availability of Proxy Materials for the

Lincoln Variable Insurance Products Trust

Special Meeting of Shareholders to Be Held on February 20, 2019.

The Notice of Special Meeting, Proxy Statement and Proxy Card for this meeting are available at:

https://www.proxy-direct.com/lin-30332

FUNDS		FUNDS
LVIP SSGA Developed International 150 Fund		LVIP SSGA Emerging Markets 100 Fund
LVIP SSGA Emerging Markets Equity Index Fund		LVIP SSGA Global Tactical Allocation Managed Volatility Fund
LVIP SSGA International Index Fund		LVIP SSGA International Managed Volatility Fund
LVIP SSGA Large Cap 100 Fund		LVIP SSGA Large Cap Managed Volatility Fund
LVIP SSGA Mid-Cap Index Fund		LVIP SSGA Moderate Index Allocation Fund
LVIP SSGA Moderate Structured Allocation Fund		LVIP SSGA Moderately Aggressive Index Allocation Fund
LVIP SSGA Moderately Aggressive Structured Allocation Fund		LVIP SSGA S&P 500 Index Fund
LVIP SSGA Short-Term Bond Index Fund		LVIP SSGA Small-Cap Index Fund
LVIP SSGA Small-Mid Cap 200 Fund		LVIP SSGA SMID Cap Managed Volatility Fund
LVIP T. Rowe Price 2010 Fund		LVIP T. Rowe Price 2020 Fund
LVIP T. Rowe Price 2030 Fund		LVIP T. Rowe Price 2040 Fund
LVIP T. Rowe Price 2050 Fund		LVIP T. Rowe Price Growth Stock Fund
LVIP T. Rowe Price Structured Mid-Cap Growth Fund		LVIP U.S. Aggressive Growth Allocation Managed Risk Fund
LVIP U.S. Growth Allocation Managed Risk Fund		LVIP Vanguard Domestic Equity ETF Fund
LVIP Vanguard International Equity ETF Fund		LVIP Wellington Capital Growth Fund
LVIP Wellington Mid-Cap Value Fund		LVIP Western Asset Core Bond Fund

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.

TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE:  ☒

A

Proposal     The Board of Trustees unanimously recommends a vote “FOR” Proposal 1.

1.

To elect ten trustees to the Board of Trustees.

FOR ALL

WITHHOLD ALL

FOR ALL EXCEPT

01. Ellen G. Cooper

02. Steve A. Cobb

03. Elizabeth S. Hager

☐

☐

☐

04. Barbara L. Lamb

05. Gary D. Lemon

06. Thomas A. Leonard

07. Charles I. Plosser

08. Pamela L. Salaway

09. Brian W. Wixted

10. Nancy B. Wolcott

INSTRUCTIONS: To withhold authority to vote for any individual nominee(s), mark the box “FOR ALL EXCEPT”and write the nominee’s number on the line provided.

2.

To transact such other business, not currently contemplated, that may properly come before the Meeting, or any adjournments or postponements thereof.

B

Authorized Signatures — This section must be completed for your vote to be counted.— Sign and Date Below

Note:

Please sign exactly as your name(s) appear(s) on this proxy card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature.

Date (mm/dd/yyyy) — Please print date below				Signature 1 — Please keep signature within the box				Signature 2 — Please keep signature within the box
/                /

Scanner bar code

		xxxxxxxxxxxxxx		LVI 30332		M		xxxxxxxx		+