Eli Lilly EVP exercises 981 RSUs, withholds shares

Accepted by SEC EDGAR 08/03/2026 - 04:42 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

ELI LILLY & Co executive Melissa Seymour, EVP Global Quality, exercised 981 restricted stock units into an equal number of common shares on August 1, 2026. To satisfy exercise price or tax obligations, 438.707 shares were withheld at $1,148.8400 per share, and 952 RSUs remain scheduled to vest on August 1, 2027.

Insider Trade Summary

981 shares exercised/converted

Exercise 3 txns

Insider Seymour Melissa

Role EVP, Global Quality

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit F1, F2	981	$0.00	$0.00
Exercise	Common Stock	981	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	438.707	$1,148.84	$504K

Holdings After Transaction: Restricted Stock Unit — 952 units (Direct); Common Stock — 1,067.373 shares (Direct)

Holdings Before and After: Restricted Stock Unit, 1,933 to 952 units (Direct); Common Stock, 525.08 to 1,067.373 shares (Direct)

Footnotes (2)

1. F1. Each restricted stock unit represents a contingent right to receive one share of Eli Lilly and Company common stock.
2. F2. The restricted stock units vest in three installments, 952 on August 1, 2025, 981 on August 1, 2026, and 952 on August 1, 2027.

Key Figures

RSUs exercised: 981.0000 shares Common shares acquired: 981.0000 shares Shares withheld for tax/exercise: 438.7070 shares +5 more

8 metrics

RSUs exercised 981.0000 shares Restricted Stock Units converted to common stock on August 1, 2026

Common shares acquired 981.0000 shares Common stock received from RSU exercise on August 1, 2026

Shares withheld for tax/exercise 438.7070 shares Common shares withheld to pay exercise price or tax liability

Withholding price $1,148.8400 per share Per-share value used for share withholding on common stock

RSUs remaining 952.0000 units Restricted stock units outstanding after the reported RSU exercise

2025 RSU vesting tranche 952 units First installment of RSU award vested August 1, 2025

2026 RSU vesting tranche 981 units Second installment of RSU award vested August 1, 2026

2027 RSU vesting tranche 952 units Third installment of RSU award scheduled to vest August 1, 2027

Key Terms

Restricted Stock Unit, derivative security, Payment of exercise price or tax liability, contingent right

4 terms

Restricted Stock Unit financial

"Each restricted stock unit represents a contingent right to receive one share"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

derivative security financial

"transaction_code_description": "Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

Payment of exercise price or tax liability financial

"Payment of exercise price or tax liability by delivering or withholding securities"

contingent right financial

"represents a contingent right to receive one share of Eli Lilly"

FAQ

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

What insider transaction did Eli Lilly (LLY) executive Melissa Seymour report?

Melissa Seymour reported exercising 981 restricted stock units into 981 Eli Lilly common shares on August 1, 2026. As part of this transaction, 438.707 shares were withheld to cover exercise price or tax obligations, and 952 RSUs remain scheduled to vest in 2027.

How many Eli Lilly (LLY) shares were withheld for taxes or exercise price?

The filing shows 438.707 common shares were withheld at $1,148.8400 per share to pay the exercise price or related tax liability. This withholding is coded as a tax or exercise-price disposition, not an open-market sale of shares.

What restricted stock unit balance remains for Melissa Seymour at Eli Lilly (LLY)?

After the August 1, 2026 transaction, 952 restricted stock units remain reported for Melissa Seymour. Footnote disclosure states these RSUs are scheduled to vest on August 1, 2027, representing a future potential issuance of common shares.

How were Melissa Seymour’s Eli Lilly (LLY) RSUs structured over time?

The RSU award vests in three installments: 952 units on August 1, 2025, 981 units on August 1, 2026, and 952 units on August 1, 2027. The Form 4 reflects the vesting and conversion of the 981-unit 2026 installment.

Was Melissa Seymour’s Eli Lilly (LLY) transaction an open-market stock sale?

No. The reported code M and F entries show an exercise of 981 RSUs into common shares and 438.707 shares withheld for exercise price or tax obligations. The filing does not report any open-market purchase or sale transactions.

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

Form 4 Insider Transactions: What Each Field Means →

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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^*

Seymour Melissa

(Last) (First) (Middle)

LILLY CORPORATE CENTER

(Street)

INDIANAPOLIS INDIANA 46285

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ELI LILLY & Co [ LLY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Global Quality

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	08/01/2026		M		981	A	$0	1,506.08	D
Common Stock	08/01/2026		F		438.707	D	$1,148.84	1,067.373	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
Restricted Stock Unit	(1)	08/01/2026		M			981	(2)	(2)	Common Stock	981	$0	952	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Eli Lilly and Company common stock.

2. The restricted stock units vest in three installments, 952 on August 1, 2025, 981 on August 1, 2026, and 952 on August 1, 2027.

Remarks:

	/s/ Jonathan Groff for Melissa Seymour, pursuant to authorization on file	08/03/2026
	** 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.
* Form 4: SEC 1474 (03-26)