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Eli Lilly (NYSE: LLY) CEO exercises 31,932 RSUs, reports share disposal

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

Rhea-AI Filing Summary

Eli Lilly President, Chair, and CEO David A. Ricks reported equity award activity involving company stock on February 1, 2026. He exercised 31,932 restricted stock units, receiving the same number of Eli Lilly common shares at an exercise price of $0 per share.

On the same date, he disposed of 14,296.654 common shares at $1,037.15 per share, leaving 532,801.513 common shares held directly after the reported transactions. Additional indirect holdings are reported through several trusts, GRATs, a SLAT, and a 401(k) plan, with beneficial ownership disclaimed except to the extent of his pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Ricks David A
Role President, Chair, and CEO
Type Security Shares Price Value
Exercise Restricted Stock Unit 31,932 $0.00 --
Exercise Common Stock 31,932 $0.00 --
Tax Withholding Common Stock 14,296.654 $1,037.15 $14.83M
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct); Common Stock — 547,098.167 shares (Direct); Common Stock — 6,685 shares (Indirect, By David A. Ricks 2025 GRAT)
Footnotes (1)
  1. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. Each restricted stock unit represents a contingent right to receive one share of Eli Lilly and Company common stock.
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*
Ricks David A
(Last) (First) (Middle)
LILLY CORPORATE CENTER
(Street)
INDIANAPOLIS IN 46285
(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President, Chair, and CEO
3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026
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 02/01/2026 M 31,932 A $0 547,098.167 D
Common Stock 02/01/2026 F 14,296.654 D $1,037.15 532,801.513 D
Common Stock 6,685 I(1) By David A. Ricks 2025 GRAT
Common Stock 54,117 I By David A. Ricks 2022 GRAT
Common Stock 300 I(1) By Trust
Common Stock 68,656 I(1) By David A. Ricks SLAT
Common Stock 7,311.26 I 401(k)
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 (2) 02/01/2026 M 31,932 02/01/2026 02/01/2026 Common Stock 31,932 $0 0 D
Explanation of Responses:
1. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
2. Each restricted stock unit represents a contingent right to receive one share of Eli Lilly and Company common stock.
Remarks:
/s/ Jonathan Groff for David A. Ricks, pursuant to authorization on file 02/03/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Eli Lilly (LLY) CEO David A. Ricks report?

David A. Ricks reported exercising 31,932 restricted stock units into Eli Lilly common stock on February 1, 2026. He also reported a related disposition of 14,296.654 common shares, with 532,801.513 common shares held directly after the transactions, plus additional indirect holdings through various trusts and a 401(k).

How many Eli Lilly (LLY) RSUs did David A. Ricks convert to common stock?

He converted 31,932 restricted stock units into 31,932 shares of Eli Lilly common stock at an exercise price of $0 per share. Each restricted stock unit represented a contingent right to receive one share of common stock, according to the filing’s explanatory footnote.

What share disposition did David A. Ricks report for Eli Lilly (LLY)?

He reported a disposition of 14,296.654 shares of Eli Lilly common stock on February 1, 2026, at a price of $1,037.15 per share, labeled with transaction code “F.” After this disposition, his directly held common stock position was 532,801.513 shares.

How many Eli Lilly (LLY) shares does David A. Ricks hold directly after the Form 4?

Following the reported February 1, 2026 transactions, David A. Ricks directly holds 532,801.513 shares of Eli Lilly common stock. The filing also lists several indirect positions through GRATs, a SLAT, another trust, and a 401(k) plan, with beneficial ownership disclaimed except for pecuniary interest.

What indirect Eli Lilly (LLY) holdings are associated with David A. Ricks?

Indirect holdings include 6,685 shares via the David A. Ricks 2025 GRAT, 54,117 shares via the 2022 GRAT, 300 shares via a trust, 68,656 shares via the David A. Ricks SLAT, and 7,311.26 shares through a 401(k) plan, all reported with a beneficial ownership disclaimer.

What does the Form 4 footnote say about David A. Ricks’s beneficial ownership of Eli Lilly (LLY) shares?

The footnote states that David A. Ricks disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest. It also clarifies that each restricted stock unit represents a contingent right to receive one share of Eli Lilly and Company common stock.