[Form 4] Elanco Animal Health Incorporated Insider Trading Activity

Rhea-AI Filing Summary

Rajeev A. Modi, Executive Vice President U.S. Pet Health and Global Digital Transformation at Elanco Animal Health Inc. (ELAN), reported a Section 16 transaction on 09/05/2025. The filing records an acquisition of 76.7564 deferred stock units (DSUs) at an indicated price of $18.43 per unit. Each DSU represents the right to receive one share of common stock or the cash equivalent and DSUs settle in cash or shares following termination of employment or in a specified future year under the Executive Deferral and Stock Match Plan. The report shows 6,891.0464 shares beneficially owned following the transaction. The Form 4 was signed by Amy C. Seidel as attorney-in-fact on 09/09/2025.

Positive

• Executive alignment with shareholders: DSUs tie compensation to company stock value and can align long-term incentives.
• Proper disclosure: Transaction was reported on Form 4 and signed by authorized attorney-in-fact, meeting Section 16 filing requirements.

Negative

• No material buy signal: The DSU acquisition is a deferred compensation instrument rather than an open-market purchase, limiting interpretation as an immediate confidence vote.
• Timing and magnitude unclear: The filing does not state the aggregate dollar value or whether settlement will be in cash or shares, reducing transparency on near-term dilution impact.

Insights

Financial Analyst

TL;DR: Small equity award purchase via deferred stock units; limited immediate market impact but aligns executive pay with equity value.

The reported acquisition of 76.7564 DSUs at $18.43 per unit increases Rajeev Modi's beneficial holdings to 6,891.0464 shares. As DSUs settle in cash or stock upon termination or at a future date, this transaction reflects compensation deferral rather than an open-market buy that signals a near-term personal cash commitment to the stock. The dollar size implied by the reported per-unit price is modest relative to typical market-capitalization metrics for public companies, indicating the transaction is unlikely to materially affect ELAN's share dynamics or valuation.

Corporate Governance Expert

TL;DR: Transaction appears routine under the company deferral plan and shows continued executive participation in equity-based compensation.

The Form 4 discloses DSUs granted or acquired under the Executive Deferral and Stock Match Plan that convert to cash or shares later. This is a standard mechanism to align senior executive incentives with shareholder outcomes while allowing deferred taxation or liquidity planning. The reporting via attorney-in-fact is properly documented. There is no indication of unusual timing, related-party re-pricing, or departures from established plan terms in the filing text.

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^*

Modi Rajeev A.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SEE REMARKS

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

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)	09/05/2025		A		76.7564		(2)	(2)	Common Stock	76.7564	$18.43	6,891.0464	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.

Remarks:

Executive Vice President U.S. Pet Health and Global Digital Transformation

	/s/ Amy C. Seidel, as Attorney-in-Fact for Rajeev A. Modi	09/09/2025
	** 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 Rajeev A. Modi report on the Form 4 for ELAN?

He reported acquisition of 76.7564 deferred stock units (DSUs) on 09/05/2025, increasing beneficial ownership to 6,891.0464 shares.

What is a deferred stock unit (DSU) according to this filing?

The filing states each DSU represents the right to receive one share of common stock or the cash equivalent.

When do the DSUs settle for Rajeev Modi?

The DSUs settle in cash or shares following termination of employment or during a specified future year under the Executive Deferral and Stock Match Plan.

At what price were the DSUs reported?

The filing shows an indicated price of $18.43 per DSU for the reported transaction.

Who signed the Form 4 and when was it filed?

The Form 4 was signed by Amy C. Seidel as attorney-in-fact for Rajeev A. Modi on 09/09/2025.