Form 4: ELAN Chief Executive Receives Routine DSU Grant

Rhea-AI Filing Summary

Elanco Animal Health Inc. (ELAN) – Form 4 insider filing

On 27 June 2025, President & CEO Jeffrey N. Simmons acquired 193.7887 deferred stock units (DSUs) under the company’s Executive Deferral and Stock Match Plan at a reference price of $14.29. Each DSU represents the right to receive either one common share or a cash equivalent upon settlement, which occurs after employment ends or in a pre-elected future year. Following the transaction, Simmons now beneficially owns 16,849.4516 DSUs, held directly.

The filing discloses no open-market purchases or sales; the units were issued as part of a compensation-related deferral program. The size of the award—worth roughly US$2.8 thousand based on the reference price—is immaterial relative to Elanco’s market capitalisation and Simmons’ existing holdings, but it does incrementally increase insider ownership.

Positive

• Incremental increase in CEO’s equity exposure may marginally align executive and shareholder interests
• Timely and transparent Section 16 disclosure underscores sound governance practices

Negative

• Immaterial size (≈US$2.8k) limits any meaningful signalling effect
• Deferred stock unit grant, not open-market purchase, thus provides limited insight into management’s valuation view

Insights

Financial Analyst

TL;DR: Routine compensation-related DSU grant; negligible financial impact.

This Form 4 records a small (<200 units) deferred stock unit credit to CEO Jeffrey Simmons. Because the units stem from the deferred compensation plan rather than discretionary open-market buying, the transaction offers limited signalling value. The nominal value (≈US$2.8k) is immaterial to both insider ownership percentages and ELAN’s float, so the disclosure is best viewed as routine administrative reporting.

Corporate Governance Specialist

TL;DR: Standard deferral plan activity; governance-compliant, low significance.

The filing demonstrates adherence to Section 16 reporting requirements and clarifies settlement mechanics of Elanco’s Executive Deferral & Stock Match Plan. No red flags arise: the grant aligns with published plan terms, employs cash-or-share settlement, and is properly filed within the two-business-day window. From a governance standpoint, the action is transparent yet non-impactful for investors.

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)
06/27/2025

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)	06/27/2025		A		193.7887		(2)	(2)	Common Stock	193.7887	$14.29	16,849.4516	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	06/30/2025
	** 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

How many Elanco (ELAN) deferred stock units did CEO Jeffrey Simmons acquire?

He acquired 193.7887 deferred stock units on 27 June 2025.

What is the total number of ELAN deferred stock units now held by the CEO?

Following the transaction, Simmons beneficially owns 16,849.4516 DSUs.

Was the transaction an open-market purchase?

No. The units were credited under the Executive Deferral and Stock Match Plan, not bought on the open market.

What is the reference price associated with the DSUs?

The filing lists a reference price of $14.29 per unit.

When will the deferred stock units settle?

Settlement occurs after employment termination or in a specified future year elected under the deferral plan.