Lilly Endowment (LLY) files Form 144 for 38.4M shares

Lilly Endowment Inc. reported proposed and recent dispositions of Common Stock of Eli Lilly and Company under a Form 144 notice.

Rhea-AI Filing Summary

Lilly Endowment Inc. reported proposed and recent dispositions of Common Stock of Eli Lilly and Company under a Form 144 notice. The filing lists a proposed block of 38,400,000 shares to be sold and multiple completed sales in May 2026, including tranches on May 13, May 21, and May 22 totaling hundreds of thousands of shares each. The filing lists transaction dates and gross proceeds for each reported sale.

Insights

Securities Compliance Analyst

Form 144 lists a large proposed resale and several May 2026 sales by Lilly Endowment.

The filing shows a proposed sale of 38,400,000 shares of Common Stock and multiple executed sales in May 2026, with per‑date share counts and gross proceeds recorded. These entries are procedural disclosures required when an affiliate proposes to sell restricted or control securities.

Cash‑flow treatment and exact distribution method are not specified in the excerpt; subsequent broker reports or Form 4/5 submissions may provide settlement details.

Key Figures

Proposed resale: 38,400,000 shares Sale on May 13, 2026: 256,365 shares Sale on May 21, 2026: 290,980 shares +3 more

6 metrics

Proposed resale 38,400,000 shares registered/declared on the Form 144 excerpt

Sale on May 13, 2026 256,365 shares gross proceeds $259,024,427.96

Sale on May 21, 2026 290,980 shares gross proceeds $301,996,706.49

Sale on May 22, 2026 291,106 shares gross proceeds $310,388,133.68

Sale on May 12, 2026 27,545 shares gross proceeds $27,420,659.12

Sale on May 6, 2026 15,828 shares gross proceeds $15,754,535.92

Key Terms

Form 144, Proposed resale, Gross proceeds, Selling holder

4 terms

Form 144 regulatory

"Form 144 notice of proposed sale by an affiliate"

Form 144 is a document that investors must file with the government when they plan to sell a large number of shares of a company's stock. It helps ensure transparency so everyone knows how many shares are being sold and when, which can impact the stock's price.

Proposed resale financial

"Securities To Be Sold — Common Stock — 38400000"

Gross proceeds financial

"per‑date sale entries list gross proceeds amounts"

The total amount of cash a company receives from a financing event or sale before any fees, expenses, taxes or deductions are taken out. Investors watch gross proceeds because it shows the raw scale of new capital being raised—think of it as the paycheck amount before withholdings—which helps assess how much funding is available for operations, growth, debt payoff or how much shareholder dilution might occur once costs are removed.

Selling holder regulatory

"Lilly Endowment Inc. listed as the selling entity for multiple dates"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does the Form 144 for LLY filed by Lilly Endowment Inc. show?

The Form 144 shows a proposed resale of 38,400,000 shares of Eli Lilly common stock and multiple executed sales in May 2026, each with reported share counts and gross proceeds.

How many shares were reported sold by Lilly Endowment Inc. on May 13, 2026 (LLY)?

On May 13, 2026, the filing reports a sale of 256,365 shares with gross proceeds of $259,024,427.96 as recorded in the excerpt.

Which May 2026 dates show the largest reported sales in the Form 144 excerpt for LLY?

The largest reported tranches in the excerpt occurred on May 21, 2026 (290,980 shares, $301,996,706.49) and May 22, 2026 (291,106 shares, $310,388,133.68).

Does the Form 144 state who will receive the sale proceeds for these LLY shares?

The excerpt lists the selling entity as Lilly Endowment Inc. but does not state the recipient of proceeds or specify whether proceeds go to the issuer or selling holder in the provided text.

Are the May 2026 transactions aggregated in the Form 144 excerpt?

The excerpt lists individual sale dates, share counts, and gross proceeds for each reported sale rather than presenting an aggregated total across the May 2026 transactions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/28/2026 - 03:02 PM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0000316011
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	ELI LILLY AND COMPANY
SEC File Number	001-06351
Address of Issuer	LILLY CORPORATE CTR DROP CODE 1094 INDIANAPOLIS INDIANA 46285
Phone	3172762000
Name of Person for Whose Account the Securities are To Be Sold	LILLY ENDOWMENT, INC.
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Shareholder

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common Stock	Fidelity Capital Markets 640 Fifth Avenue New York NY 10019	310000	335705200	941741406	05/28/2026	NYSE, NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common Stock	02/10/1948	Gift	J.K. Lilly Sr. Trust		01/21/1937	38400000		N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	05/06/2026	15828	15754535.92
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	05/11/2026	262	260690
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	05/12/2026	27545	27420659.12
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	05/13/2026	256365	259024427.96
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	05/20/2026	14020	14427122.57
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	05/21/2026	290980	301996706.49
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	05/22/2026	291106	310388133.68
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	05/26/2026	7494	8036754.45
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	05/27/2026	1400	1507545.06

144: Remarks and Signature

Remarks
Date of Notice	05/28/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Diane M. Stenson, Vice President and Treasurer
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)