STOCK TITAN

Lilly Endowment reduces LLY stake by 188,118 shares on 10/03/2025

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Lilly Endowment Inc. reported multiple open-market disposals of Common Stock of Eli Lilly & Co (LLY) executed on 10/03/2025. The filings list a sequence of sales that reduced beneficial ownership from 95,025,096 shares to 94,836,978, a net decrease of 188,118 shares. Individual sale lots ranged from 200 to 31,102 shares at reported weighted-average prices in successive buckets from $821.00 up to $847.63, with explanatory footnotes showing transaction price ranges within each bucket. The Form 4 is signed by Diane M. Stenson on behalf of Lilly Endowment Inc.

Positive

  • Complete disclosure of each sale lot and weighted-average prices with explanatory footnotes
  • Formal signature included (Diane M. Stenson) indicating compliance with Section 16 reporting

Negative

  • Beneficial ownership decreased by 188,118 shares (from 95,025,096 to 94,836,978)
  • Sales executed across a wide price band ($821.00 to $847.63), which may reflect sizable liquidation over multiple price points

Insights

TL;DR: A large charitable foundation disclosed systematic open-market sales totaling 188,118 LLY shares on 10/03/2025.

These entries reflect multiple discrete sell transactions reported as weighted-average prices across stepped price ranges from $821.00 to $847.63. The report shows a decline in beneficial ownership from 95,025,096 to 94,836,978 shares, and the filer offers to provide detailed per-price execution data on request.

The primary compliance consideration is that the Form 4 documents the disposals and includes explanatory footnotes; investors or staff seeking granular trade-level detail can request the breakdown. Watch for any subsequent filings that disclose additional transactions or explanations within a short timeframe (days to weeks) after 10/03/2025.

TL;DR: The sale by a large, long-term shareholder reduces its stake by 0.20 of prior holdings and is fully disclosed on Form 4.

The reported net reduction of 188,118 shares represents a small percentage change relative to the reported pre-sale holdings (from 95,025,096 to 94,836,978), and transactions span a wide price band in the low-to-mid $800 range. The filer certified the Form 4 via signature, indicating formal reporting compliance.

Investor-relations teams may note this as a routine liquidity event by a foundation; monitor for any pattern of continued sales across upcoming reporting dates within October 2025 to assess material shifts in ownership.

Insider LILLY ENDOWMENT INC
Role 10% Owner
Sold 192,404 shs ($161.22M)
Type Security Shares Price Value
Sale Common Stock 4,286 $821.418 $3.52M
Sale Common Stock 1,558 $822.42 $1.28M
Sale Common Stock 2,644 $823.648 $2.18M
Sale Common Stock 9,823 $824.68 $8.10M
Sale Common Stock 2,804 $825.533 $2.31M
Sale Common Stock 4,150 $826.739 $3.43M
Sale Common Stock 952 $827.405 $788K
Sale Common Stock 200 $828.50 $166K
Sale Common Stock 872 $829.858 $724K
Sale Common Stock 300 $831.05 $249K
Sale Common Stock 2,204 $833.828 $1.84M
Sale Common Stock 3,509 $834.764 $2.93M
Sale Common Stock 8,203 $835.769 $6.86M
Sale Common Stock 16,792 $836.862 $14.05M
Sale Common Stock 22,843 $837.781 $19.14M
Sale Common Stock 7,894 $838.857 $6.62M
Sale Common Stock 31,102 $839.939 $26.12M
Sale Common Stock 24,495 $840.74 $20.59M
Sale Common Stock 11,316 $841.701 $9.52M
Sale Common Stock 10,040 $842.946 $8.46M
Sale Common Stock 7,114 $843.643 $6.00M
Sale Common Stock 10,135 $845.069 $8.56M
Sale Common Stock 3,893 $845.821 $3.29M
Sale Common Stock 4,870 $847.026 $4.13M
Sale Common Stock 405 $847.601 $343K
Holdings After Transaction: Common Stock — 95,025,096 shares (Direct)
Footnotes (1)
  1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $821.00 to $821.98, inclusive. The reporting person undertakes to provide to Eli Lilly & Company, any security holder of Eli Lilly & Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1), (2), (3), (4), (5), (6), (7), (8), (9), (10), (11), (12), (13), (14), (15), (16), (17), (18), (19), (20), (21), (22), (23), and (24) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $822.0042 to $822.8284, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $823.0569 to $824.04, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $824.06 to $825.04, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $825.0661 to $826.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $826.0686 to $827.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $827.1055 to $827.915, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $829.57 to $830.1886, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $830.80 to $831.55, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $833.2044 to $834.196, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $834.25 to $835.245, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $835.27 to $836.24, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $836.29 to $837.28, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $837.29 to $838.285, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $838.30 to $839.29, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $839.31 to $840.30, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $840.34 to $841.32, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $841.34 to $842.32, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $842.37 to $843.3544, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $843.38 to $844.3795, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $844.38 to $845.34, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $845.40 to $846.39, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $846.45 to $847.39, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $847.49 to $847.63, inclusive.
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*
LILLY ENDOWMENT INC

(Last) (First) (Middle)
2801 NORTH MERIDIAN STREET

(Street)
INDIANAPOLIS IN 46208-0068

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ELI LILLY & Co [ LLY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/03/2025
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
Common Stock 10/03/2025 S 4,286 D $821.418(1) 95,025,096 D
Common Stock 10/03/2025 S 1,558 D $822.42(2) 95,023,538 D
Common Stock 10/03/2025 S 2,644 D $823.648(3) 95,020,894 D
Common Stock 10/03/2025 S 9,823 D $824.68(4) 95,011,071 D
Common Stock 10/03/2025 S 2,804 D $825.533(5) 95,008,267 D
Common Stock 10/03/2025 S 4,150 D $826.739(6) 95,004,117 D
Common Stock 10/03/2025 S 952 D $827.405(7) 95,003,165 D
Common Stock 10/03/2025 S 200 D $828.5 95,002,965 D
Common Stock 10/03/2025 S 872 D $829.858(8) 95,002,093 D
Common Stock 10/03/2025 S 300 D $831.05(9) 95,001,793 D
Common Stock 10/03/2025 S 2,204 D $833.828(10) 94,999,589 D
Common Stock 10/03/2025 S 3,509 D $834.764(11) 94,996,080 D
Common Stock 10/03/2025 S 8,203 D $835.769(12) 94,987,877 D
Common Stock 10/03/2025 S 16,792 D $836.862(13) 94,971,085 D
Common Stock 10/03/2025 S 22,843 D $837.781(14) 94,948,242 D
Common Stock 10/03/2025 S 7,894 D $838.857(15) 94,940,348 D
Common Stock 10/03/2025 S 31,102 D $839.939(16) 94,909,246 D
Common Stock 10/03/2025 S 24,495 D $840.74(17) 94,884,751 D
Common Stock 10/03/2025 S 11,316 D $841.701(18) 94,873,435 D
Common Stock 10/03/2025 S 10,040 D $842.946(19) 94,863,395 D
Common Stock 10/03/2025 S 7,114 D $843.643(20) 94,856,281 D
Common Stock 10/03/2025 S 10,135 D $845.069(21) 94,846,146 D
Common Stock 10/03/2025 S 3,893 D $845.821(22) 94,842,253 D
Common Stock 10/03/2025 S 4,870 D $847.026(23) 94,837,383 D
Common Stock 10/03/2025 S 405 D $847.601(24) 94,836,978 D
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
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $821.00 to $821.98, inclusive. The reporting person undertakes to provide to Eli Lilly & Company, any security holder of Eli Lilly & Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1), (2), (3), (4), (5), (6), (7), (8), (9), (10), (11), (12), (13), (14), (15), (16), (17), (18), (19), (20), (21), (22), (23), and (24) to this Form 4.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $822.0042 to $822.8284, inclusive.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $823.0569 to $824.04, inclusive.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $824.06 to $825.04, inclusive.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $825.0661 to $826.00, inclusive.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $826.0686 to $827.00, inclusive.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $827.1055 to $827.915, inclusive.
8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $829.57 to $830.1886, inclusive.
9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $830.80 to $831.55, inclusive.
10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $833.2044 to $834.196, inclusive.
11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $834.25 to $835.245, inclusive.
12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $835.27 to $836.24, inclusive.
13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $836.29 to $837.28, inclusive.
14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $837.29 to $838.285, inclusive.
15. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $838.30 to $839.29, inclusive.
16. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $839.31 to $840.30, inclusive.
17. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $840.34 to $841.32, inclusive.
18. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $841.34 to $842.32, inclusive.
19. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $842.37 to $843.3544, inclusive.
20. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $843.38 to $844.3795, inclusive.
21. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $844.38 to $845.34, inclusive.
22. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $845.40 to $846.39, inclusive.
23. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $846.45 to $847.39, inclusive.
24. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $847.49 to $847.63, inclusive.
/s/ Diane M. Stenson, Vice President & Treasurer, on behalf of Lilly Endowment Inc. 10/06/2025
** 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

What did Lilly Endowment report on Form 4 for LLY on 10/03/2025?

The report shows multiple open-market sales of Eli Lilly common stock executed on 10/03/2025, reducing beneficial ownership from 95,025,096 to 94,836,978 shares.

How many LLY shares did Lilly Endowment sell on 10/03/2025?

The filings show a net reduction of 188,118 shares of LLY.

At what prices were the LLY shares sold?

Reported weighted-average prices for sale buckets ranged between $821.00 and $847.63, with footnotes listing narrower execution ranges per bucket.

Who signed the Form 4 for Lilly Endowment's LLY trades?

The Form 4 is signed by Diane M. Stenson, Vice President & Treasurer, on behalf of Lilly Endowment Inc.

Does the Form 4 provide per-trade price details?

The Form 4 provides weighted-average prices and explanatory footnotes; the reporting person offers to supply full per-price execution details upon request.