Lilly Endowment (LLY 10% owner) discloses Eli Lilly share sales around $1,100

Rhea-AI Filing Summary

Lilly Endowment Inc., a more than 10% owner of Eli Lilly and Company (LLY), reported a series of open-market sales of Eli Lilly common stock on January 7, 2026. The Form 4 shows multiple block sales at weighted average prices generally between $1,085.108 and $1,116.686 per share, with each price reflecting numerous individual trades within narrow ranges as detailed in the footnotes. After these transactions, Lilly Endowment Inc. beneficially owned 91,896,978 shares of Eli Lilly common stock held directly.

Insider Trade Summary

Net Seller: 292,148 shares ($322,380,730)

Net Sell 30 txns

Insider LILLY ENDOWMENT INC

Role 10% Owner

Sold 292,148 shs ($322.38M)

Type	Security	Shares	Price	Value
Sale	Common Stock	895	$1,085.108	$971K
Sale	Common Stock	7,684	$1,086.748	$8.35M
Sale	Common Stock	1,070	$1,087.801	$1.16M
Sale	Common Stock	930	$1,088.967	$1.01M
Sale	Common Stock	3,575	$1,090.183	$3.90M
Sale	Common Stock	1,224	$1,091.048	$1.34M
Sale	Common Stock	1,072	$1,092.557	$1.17M
Sale	Common Stock	1,322	$1,093.584	$1.45M
Sale	Common Stock	420	$1,094.701	$460K
Sale	Common Stock	475	$1,095.738	$520K
Sale	Common Stock	6,408	$1,097.412	$7.03M
Sale	Common Stock	9,573	$1,098.552	$10.52M
Sale	Common Stock	20,447	$1,099.361	$22.48M
Sale	Common Stock	14,937	$1,100.459	$16.44M
Sale	Common Stock	20,668	$1,101.423	$22.76M
Sale	Common Stock	34,434	$1,102.411	$37.96M
Sale	Common Stock	40,956	$1,103.313	$45.19M
Sale	Common Stock	21,042	$1,104.403	$23.24M
Sale	Common Stock	24,362	$1,105.456	$26.93M
Sale	Common Stock	13,701	$1,106.416	$15.16M
Sale	Common Stock	16,650	$1,107.371	$18.44M
Sale	Common Stock	13,247	$1,108.415	$14.68M
Sale	Common Stock	8,513	$1,109.318	$9.44M
Sale	Common Stock	3,464	$1,110.367	$3.85M
Sale	Common Stock	2,085	$1,111.214	$2.32M
Sale	Common Stock	4,652	$1,112.433	$5.18M
Sale	Common Stock	9,053	$1,113.771	$10.08M
Sale	Common Stock	4,342	$1,114.372	$4.84M
Sale	Common Stock	2,210	$1,115.761	$2.47M
Sale	Common Stock	2,737	$1,116.686	$3.06M

Holdings After Transaction: Common Stock — 92,188,231 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 $1,085.00 to $1,085.60, 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), (24), (25), (26), (27), (28), (29), and (30) 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 $1,086.28 to $1,087.06, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,087.45 to $1,088.36, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,088.50 to $1,089.32, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,089.79 to $1,090.78, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,090.88 to $1,091.51, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,091.97 to $1,092.80, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,093.41 to $1,093.61, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,094.56 to $1,094.85, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,095.71 to $1,095.89, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,096.87 to $1,097.83, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,097.87 to $1,098.82, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,098.87 to $1,099.86, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,099.88 to $1,100.85, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,100.88 to $1,101.87, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,101.88 to $1,102.87, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,102.88 to $1,103.86, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,103.88 to $1,104.87, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,104.88 to $1,105.87, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,105.88 to $1,106.87, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,106.93 to $1,107.92, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,107.93 to $1,108.92, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,108.94 to $1,109.91, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,110.00 to $1,110.94, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,111.01 to $1,112.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,112.03 to $1,113.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,113.05 to $1,114.01, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,114.05 to $1,115.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,115.11 to $1,116.07, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,116.15 to $1,117.11, inclusive.

Form 4 Insider Transactions: What Each Field Means →

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)
01/07/2026

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	01/07/2026		S		895	D	$1,085.108(1)	92,188,231	D
Common Stock	01/07/2026		S		7,684	D	$1,086.748(2)	92,180,547	D
Common Stock	01/07/2026		S		1,070	D	$1,087.801(3)	92,179,477	D
Common Stock	01/07/2026		S		930	D	$1,088.967(4)	92,178,547	D
Common Stock	01/07/2026		S		3,575	D	$1,090.183(5)	92,174,972	D
Common Stock	01/07/2026		S		1,224	D	$1,091.048(6)	92,173,748	D
Common Stock	01/07/2026		S		1,072	D	$1,092.557(7)	92,172,676	D
Common Stock	01/07/2026		S		1,322	D	$1,093.584(8)	92,171,354	D
Common Stock	01/07/2026		S		420	D	$1,094.701(9)	92,170,934	D
Common Stock	01/07/2026		S		475	D	$1,095.738(10)	92,170,459	D
Common Stock	01/07/2026		S		6,408	D	$1,097.412(11)	92,164,051	D
Common Stock	01/07/2026		S		9,573	D	$1,098.552(12)	92,154,478	D
Common Stock	01/07/2026		S		20,447	D	$1,099.361(13)	92,134,031	D
Common Stock	01/07/2026		S		14,937	D	$1,100.459(14)	92,119,094	D
Common Stock	01/07/2026		S		20,668	D	$1,101.423(15)	92,098,426	D
Common Stock	01/07/2026		S		34,434	D	$1,102.411(16)	92,063,992	D
Common Stock	01/07/2026		S		40,956	D	$1,103.313(17)	92,023,036	D
Common Stock	01/07/2026		S		21,042	D	$1,104.403(18)	92,001,994	D
Common Stock	01/07/2026		S		24,362	D	$1,105.456(19)	91,977,632	D
Common Stock	01/07/2026		S		13,701	D	$1,106.416(20)	91,963,931	D
Common Stock	01/07/2026		S		16,650	D	$1,107.371(21)	91,947,281	D
Common Stock	01/07/2026		S		13,247	D	$1,108.415(22)	91,934,034	D
Common Stock	01/07/2026		S		8,513	D	$1,109.318(23)	91,925,521	D
Common Stock	01/07/2026		S		3,464	D	$1,110.367(24)	91,922,057	D
Common Stock	01/07/2026		S		2,085	D	$1,111.214(25)	91,919,972	D
Common Stock	01/07/2026		S		4,652	D	$1,112.433(26)	91,915,320	D
Common Stock	01/07/2026		S		9,053	D	$1,113.771(27)	91,906,267	D
Common Stock	01/07/2026		S		4,342	D	$1,114.372(28)	91,901,925	D
Common Stock	01/07/2026		S		2,210	D	$1,115.761(29)	91,899,715	D
Common Stock	01/07/2026		S		2,737	D	$1,116.686(30)	91,896,978	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 $1,085.00 to $1,085.60, 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), (24), (25), (26), (27), (28), (29), and (30) 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 $1,086.28 to $1,087.06, inclusive.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,087.45 to $1,088.36, inclusive.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,088.50 to $1,089.32, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,089.79 to $1,090.78, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,090.88 to $1,091.51, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,091.97 to $1,092.80, inclusive.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,093.41 to $1,093.61, inclusive.

9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,094.56 to $1,094.85, inclusive.

10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,095.71 to $1,095.89, inclusive.

11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,096.87 to $1,097.83, inclusive.

12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,097.87 to $1,098.82, inclusive.

13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,098.87 to $1,099.86, inclusive.

14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,099.88 to $1,100.85, inclusive.

15. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,100.88 to $1,101.87, inclusive.

16. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,101.88 to $1,102.87, inclusive.

17. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,102.88 to $1,103.86, inclusive.

18. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,103.88 to $1,104.87, inclusive.

19. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,104.88 to $1,105.87, inclusive.

20. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,105.88 to $1,106.87, inclusive.

21. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,106.93 to $1,107.92, inclusive.

22. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,107.93 to $1,108.92, inclusive.

23. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,108.94 to $1,109.91, inclusive.

24. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,110.00 to $1,110.94, inclusive.

25. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,111.01 to $1,112.00, inclusive.

26. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,112.03 to $1,113.00, inclusive.

27. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,113.05 to $1,114.01, inclusive.

28. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,114.05 to $1,115.00, inclusive.

29. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,115.11 to $1,116.07, inclusive.

30. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,116.15 to $1,117.11, inclusive.

	/s/ Peter A. Buck, Vice President for Investments and Grants Administration, on behalf of Lilly Endowment Inc.	01/08/2026
	** 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

Who reported the insider transactions for Eli Lilly (LLY)?

The transactions were reported by Lilly Endowment Inc., which is identified as a more than 10% owner of Eli Lilly and Company.

What type of Eli Lilly (LLY) security was involved in the Form 4 transactions?

The Form 4 reports transactions in Eli Lilly Common Stock.

When did Lilly Endowment Inc. sell Eli Lilly (LLY) shares?

All reported sales of Eli Lilly common stock by Lilly Endowment Inc. occurred on January 7, 2026.

What were the reported sale prices for the Eli Lilly (LLY) shares?

Each line shows a weighted average price, with examples including $1,085.108, $1,099.361, and $1,116.686 per share. Footnotes state that actual trades occurred in narrow ranges around each reported average.

How many Eli Lilly (LLY) shares did Lilly Endowment Inc. hold after the reported sales?

Following the reported transactions, Lilly Endowment Inc. beneficially owned 91,896,978 shares of Eli Lilly common stock held directly.

Are the reported prices in the Eli Lilly (LLY) Form 4 single trades or averages?

The Form 4 specifies that the prices in Column 4 are weighted average prices, with each representing multiple transactions within stated price ranges.