Eli Lilly (LLY) proposed 38.4M-share sale; Lilly Endowment executed May–June trades

Rhea-AI Filing Summary

Eli Lilly and Company-related holders reported proposed and completed sales of Common Stock. The excerpt lists a proposed sale of 38,400,000 shares attributed to the J.K. Lilly Sr. Trust and multiple completed dispositions by Lilly Endowment Inc., with dated transactions in May–June 2026 showing specific share counts and proceeds.

Insights

Corporate Governance Analyst

Routine affiliate resale notices and executed sales by major holder.

These entries are a mix of a large proposed sale notice — 38,400,000 shares — and discrete executed trades by Lilly Endowment Inc. across May–June 2026. The filing lists per‑trade share counts and dollar proceeds for each executed sale.

Such filings commonly reflect liquidity actions by long‑standing holders; timing and final proceeds depend on market execution and holder decisions. Subsequent disclosures or broker reports will show completion status and any remaining holdings.

Key Figures

Proposed sale: 38,400,000 shares Executed sale: 256,365 shares Proceeds example: $259,024,427.96 +2 more

5 metrics

Proposed sale 38,400,000 shares Securities To Be Sold entry for J.K. Lilly Sr. Trust

Executed sale 256,365 shares Sale on <date>05/13/2026</date> by Lilly Endowment Inc.

Proceeds example $259,024,427.96 Proceeds for <b>256,365 shares</b> on <date>05/13/2026</date>

Large executed sale 291,106 shares Sale on <date>05/22/2026</date> by Lilly Endowment Inc.

Executed sale 286,078 shares Sale on <date>05/28/2026</date> by Lilly Endowment Inc.

Key Terms

Form 144, Securities To Be Sold, Gift

3 terms

Form 144 regulatory

"Form type and the listed sale entries for stock trades"

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.

Securities To Be Sold regulatory

"Header listing proposed sale of 38,400,000 shares"

Gift legal

"Securities To Be Sold line showing transfer type as Gift"

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Available on EDGAR 06/26/2026 - 01:40 PM Accepted by SEC EDGAR 06/26/2026 - 01:40 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
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

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

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	J.P. Morgan Securities LLC 383 Madison Avenue New York NY 10179	305000	343945450	941741406	06/26/2026	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
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	05/28/2026	286078	323679520.16
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	05/29/2026	205	231267.59
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	06/04/2026	19619	22215692.36
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eil Lilly and Company Common Stock	06/05/2026	4098	4731943.80

144: Remarks and Signature

Remarks

Date of Notice

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

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What did the Form 144 for LLY disclose about the J.K. Lilly Sr. Trust?

The filing shows a proposed sale of 38,400,000 shares by the J.K. Lilly Sr. Trust. The entry is listed under “Securities To Be Sold” and is recorded as a Gift with the trust name and the stated share amount.

Which executed sales by Lilly Endowment Inc. are listed in the excerpt for LLY?

The excerpt lists multiple executed dispositions by Lilly Endowment Inc. in May–June 2026, including trades of 256,365, 290,980, 291,106, and other share amounts with accompanying dollar proceeds per trade.

Do the listed entries show proceeds for the Lilly Endowment sales?

Yes. Each Lilly Endowment trade shows dollar proceeds beside the share count, for example $259,024,427.96 for 256,365 shares on 05/13/2026, and similar per‑trade proceeds for other dated transactions in the excerpt.

Does this Form 144 indicate whether the proposed 38,400,000 shares were sold?

The excerpt records the proposed sale quantity of 38,400,000 shares by the J.K. Lilly Sr. Trust but does not include an explicit closing statement that those shares were sold. Completion status and any post‑filing transactions are not shown in the excerpt.