ELAN Form 4: CEO Jeffrey Simmons Receives 154.62 Deferred Units at $17.91

Rhea-AI Filing Summary

Jeffrey N. Simmons, President, CEO and Director of Elanco Animal Health Inc. (ELAN), reported an acquisition on 08/22/2025 of 154.6198 deferred stock units. Each deferred stock unit represents the right to one share of common stock or a cash equivalent and the units were priced at $17.91 per underlying share for reporting purposes. Following the reported transaction, Mr. Simmons beneficially owned 17,541.6535 shares (or economic equivalents) of Elanco common stock. The deferred stock units will settle in cash or shares following termination of employment or in a specified future year under the company’s Executive Deferral and Stock Match Plan. The Form 4 was signed on behalf of Mr. Simmons by an attorney-in-fact on 08/26/2025.

Positive

• Insider alignment: CEO received deferred stock units, which aligns his incentives with long-term shareholder value under the Executive Deferral and Stock Match Plan.
• Clear reporting: The Form 4 discloses the transaction date (08/22/2025), unit amount (154.6198), and post-transaction beneficial ownership (17,541.6535), enabling transparency.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: CEO received deferred compensation in equity form, aligning long-term interests with shareholders, with settlement tied to employment termination or future deferral rules.

The filing documents a standard executive deferred compensation credit: 154.6198 deferred stock units that convert to one share each or cash. This is a non-derivative acquisition under the Executive Deferral and Stock Match Plan rather than an open-market purchase, so it reflects compensation mechanics rather than opportunistic insider buying. The report increases Mr. Simmons’ reported beneficial ownership to 17,541.6535 shares, which is useful for tracking insider stake but does not indicate an immediate market transaction or change in control. Impact on shareholders is routine and primarily governance/compensation-related.

Compensation & Benefits Analyst

TL;DR: The transaction is a routine credit of deferred stock units under an executive deferral plan, representing future pay rather than a current cash outlay.

The deferred stock units are part of the company’s Executive Deferral and Stock Match Plan and settle in cash or shares after employment ends or in a specified future year. The reported $17.91 unit price is the reference amount for this report; it does not necessarily reflect an open-market trade. For compensation analysis, these units indicate continued use of deferred equity to retain senior management and provide long-term alignment, but the filing contains no information on vesting schedules or matching percentages, so material compensation implications beyond the recorded unit grant cannot be determined from this form alone.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Simmons Jeffrey N

(Last) (First) (Middle)

C/O ELANCO ANIMAL HEALTH INCORPORATED

2500 INNOVATION WAY

(Street)

GREENFIELD IN 46140

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Elanco Animal Health Inc [ ELAN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	PRESIDENT, CEO AND DIRECTOR

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Deferred Stock Units	(1)	08/22/2025		A		154.6198		(2)	(2)	Common Stock	154.6198	$17.91	17,541.6535	D

Explanation of Responses:

1. Each deferred stock unit represents the right to receive one share of Company common stock or the cash equivalent.

2. Deferred stock units settle in cash or shares of Company common stock following termination of employment or during a specified future year in accordance with Executive Deferral and Stock Match Plan.

	/s/ Amy C. Seidel, as Attorney-in-Fact for Jeffrey N. Simmons	08/26/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did ELAN insider Jeffrey N. Simmons report on 08/22/2025?

He reported an acquisition of 154.6198 deferred stock units, each representing the right to one share or cash equivalent, on 08/22/2025.

How many shares does Jeffrey N. Simmons beneficially own after the reported transaction?

The Form 4 reports 17,541.6535 shares (or economic equivalents) beneficially owned following the transaction.

At what price were the deferred stock units reported?

The deferred stock units are reported with a reference price of $17.91 per underlying share.

When will the deferred stock units settle?

Deferred stock units will settle in cash or shares following termination of employment or during a specified future year under the Executive Deferral and Stock Match Plan.

What roles does the reporting person hold at Elanco (ELAN)?

The reporting person, Jeffrey N. Simmons, is listed as President, CEO and Director of Elanco Animal Health Inc.