[144] ELI LILLY & Co SEC Filing

Rhea-AI Filing Summary

Lilly Endowment Inc. filed a Form 144 notice covering a proposed sale of 305,000 shares of Eli Lilly and Company common stock through Fidelity Capital Markets, with an aggregate market value of $323,208,500. The notice lists 945,383,757 Eli Lilly shares outstanding. The Endowment’s shares being sold trace back to a large historical gift; it reports acquiring 38,400,000 Eli Lilly common shares via a gift from the J.K. Lilly Sr. Trust dated in the 1930s–1940s.

The filing also details extensive recent selling activity by Lilly Endowment. Over the past three months, it executed multiple Eli Lilly stock sales on the NYSE and NASDAQ, including transactions such as 351,015 shares on 10/01/2025 for gross proceeds of $284,653,451.48 and 305,000 shares on 11/12/2025 for $308,411,211.50. Individual daily trades during this period often exceeded 100,000 shares, with gross proceeds frequently above $80 million per day.

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	Fidelity Capital Markets 640 Fifth Avenue New York NY 10019	305000	323208500	945383757	11/24/2025	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	09/18/2025	106626	81531976.08
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	09/19/2025	23665	18058631.34
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	09/30/2025	113694	86793237.85
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	10/01/2025	351015	284653451.48
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	10/02/2025	112596	92503333.88
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	10/03/2025	192404	161220391.07
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	10/06/2025	161183	137041671.11
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	10/07/2025	26795	22722390.44
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	10/08/2025	101420	86234870.22
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	10/09/2025	10602	9038053.39
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	10/10/2025	3658	3157720.58
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	10/31/2025	301342	260164971.74
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	11/03/2025	300000	266648940
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	11/04/2025	526	479037.98
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	11/05/2025	219474	205565537.57
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	11/10/2025	16869	16405396.02
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	11/11/2025	283131	279347662.01
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	11/12/2025	305000	308411211.50
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	11/13/2025	46606	48016092.49
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	11/14/2025	178295	183799037.97
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	11/17/2025	9886	10189272.82
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	11/18/2025	60213	62306973.31
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	11/19/2025	167526	176098740.99
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	11/20/2025	37148	39067110.26
Lilly Endowment Inc. 2801 North Meridian Street Indianapolis IN 46208	Eli Lilly and Company Common Stock	11/21/2025	105326	111504096.65

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 does the Form 144 filing related to LLY disclose?

The Form 144 shows Lilly Endowment Inc. intends to sell 305,000 shares of Eli Lilly and Company common stock through Fidelity Capital Markets, with an aggregate market value of $323,208,500 on the NYSE and NASDAQ.

How many Eli Lilly (LLY) shares are outstanding in this notice?

The notice states that the number of Eli Lilly and Company common shares outstanding is 945,383,757.

What is the origin of Lilly Endowment’s Eli Lilly (LLY) shares being sold?

Lilly Endowment reports acquiring 38,400,000 Eli Lilly common shares as a gift on 02/10/1948 from the J.K. Lilly Sr. Trust, with the donor’s acquisition date listed as 01/21/1937.

What recent Eli Lilly (LLY) stock sales has Lilly Endowment reported in the past 3 months?

The notice lists numerous Eli Lilly stock sales, including 351,015 shares on 10/01/2025 for $284,653,451.48 and 305,000 shares on 11/12/2025 for $308,411,211.50, along with many other large daily transactions.

Who is the broker for the proposed Eli Lilly (LLY) share sale?

The proposed sale of 305,000 Eli Lilly common shares will be handled by Fidelity Capital Markets, located at 640 Fifth Avenue, New York, NY 10019.

What representation does the seller make in the Form 144 for Eli Lilly (LLY)?

The person for whose account the securities are to be sold represents by signing that they do not know any material adverse information about the issuer’s current or prospective operations that has not been publicly disclosed.