LLY Form 144: 305,000 shares proposed sale worth $260.88M

Form 144 notice for Eli Lilly & Co (LLY) records a proposed sale of 305,000 shares of Common Stock through J.P.

Rhea-AI Filing Summary

Form 144 notice for Eli Lilly & Co (LLY) records a proposed sale of 305,000 shares of Common Stock through J.P. Morgan Securities LLC with an aggregate market value of $260,881,750 and an approximate sale date of 10/10/2025. The filing lists 946,456,759 shares outstanding for the class. The shares to be sold were acquired by gift on 02/10/1948 from the J.K. Lilly Sr. Trust, showing an original acquired amount of 38,400,000 shares.

The notice also discloses multiple recent sales by Lilly Endowment Inc., including 280,000 shares sold on 07/24/2025 for $225,419,292 and a series of sales from 09/18/2025 through 10/09/2025 with individual proceeds reported. The signer certifies no undisclosed material adverse information and complies with Rule 144 procedural disclosure.

Positive

• Sale disclosed under Rule 144 with broker identified (J.P. Morgan Securities LLC), supporting regulatory transparency
• Aggregate market value provided ($260,881,750), giving clear investor-facing magnitude

Negative

• Significant share disposition of 305,000 shares could increase free-float and near-term supply
• Multiple recent sales by Lilly Endowment Inc. from 07/24/2025 through 10/09/2025 indicate ongoing dispositions

Insights

Securities Compliance Analyst

TL;DR: A routine Rule 144 notice detailing an affiliate sale of 305,000 LLY shares via a major broker on 10/10/2025.

The filing documents a proposed disposition under Rule 144 of 305,000 shares valued at $260,881,750, with the shares acquired by gift on 02/10/1948 from the J.K. Lilly Sr. Trust. Using an established broker like J.P. Morgan Securities LLC and providing recent sale history helps satisfy the Rule 144 notice requirements and market transparency expectations.

Key dependencies include the seller meeting Rule 144 holding-period and notice conditions and the broker executing sales on or about 10/10/2025. Monitor reported sales volumes and dates; multiple recent disposals by Lilly Endowment Inc. through 10/09/2025 are documented, which may affect near-term free-float and trading liquidity.

FAQ

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

What does the LLY Form 144 report?

It reports a proposed sale of 305,000 Eli Lilly common shares via J.P. Morgan Securities LLC with an aggregate market value of $260,881,750, planned on 10/10/2025.

Who is offering the shares for sale in this notice (LLY)?

The filing indicates the securities were held for the account of a person who received the shares by gift from the J.K. Lilly Sr. Trust on 02/10/1948.

How many LLY shares are outstanding according to the filing?

The filing lists 946,456,759 shares outstanding for the class.

Are there recent related sales disclosed for LLY?

Yes. The filing lists multiple recent sales by Lilly Endowment Inc., including 280,000 shares sold on 07/24/2025 for $225,419,292 and additional sales through 10/09/2025 with proceeds reported per trade.

Which broker is handling the proposed LLY sale?

The broker named is J.P. Morgan Securities LLC, located at 383 Madison Avenue, New York, NY.

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

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Accepted by SEC EDGAR 10/10/2025 - 02:57 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 CO
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	10% Stockholder

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, 7th Floor New York NY 10179	305000	260881750	946456759	10/10/2025	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	07/24/2025	280000	225419292
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

144: Remarks and Signature

Remarks
Date of Notice	10/10/2025
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/ Peter A. Buck, Vice President for Investments & Grants Administration
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)