Deferred stock grant adds to Eli Lilly (NYSE: LLY) director holdings

Rhea-AI Filing Summary

ELI LILLY & Co director Juan R. Luciano received a grant of 14.0937 shares of common stock at $1,129.35 per share. At his election, this award has been deferred as stock units under the Lilly Directors' Deferral Plan and will be settled in shares after his separation from service. Following this compensation-related acquisition, his direct holdings total 16,890.7141 shares of common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider LUCIANO JUAN R

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	14.094	$1,129.35	$16K

Holdings After Transaction: Common Stock — 16,890.714 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares granted: 14.0937 shares Grant price per share: $1,129.35 per share Holdings after transaction: 16,890.7141 shares

3 metrics

Shares granted 14.0937 shares Common stock award elected as deferred stock units

Grant price per share $1,129.35 per share Value used for the 14.0937-share director grant

Holdings after transaction 16,890.7141 shares Total direct Eli Lilly common stock held by Luciano after the award

Key Terms

Lilly Directors' Deferral Plan, stock units, deferred in lieu of cash compensation, separation from service

4 terms

Lilly Directors' Deferral Plan financial

"as stock units under the Lilly Directors' Deferral Plan and will be settled"

stock units financial

"deferred in lieu of cash compensation as stock units under the Lilly"

Stock units are individual pieces of ownership in a company, like slices of a pie that together make up the whole business. They matter to investors because each unit represents a claim on the company’s assets, profits and sometimes voting power, and changes in the number or value of these units affect ownership percentages, potential dividends and share dilution — all of which influence an investment’s worth.

deferred in lieu of cash compensation financial

"shares acquired pursuant to this filing have been deferred in lieu of cash compensation"

separation from service financial

"will be settled in shares of common stock following the reporting person's separation from service"

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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^*

LUCIANO JUAN R

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

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	06/15/2026		A		14.0937(1)	A	$1,129.35	16,890.7141	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. At the election of the reporting person, the shares acquired pursuant to this filing have been deferred in lieu of cash compensation as stock units under the Lilly Directors' Deferral Plan and will be settled in shares of common stock following the reporting person's separation from service.

Remarks:

	/s/ Jonathan Groff for Juan R. Luciano, pursuant to authorization on file	06/16/2026
	** 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)

FAQ

What insider transaction did Juan R. Luciano report at Eli Lilly (LLY)?

Juan R. Luciano reported receiving a grant of Eli Lilly common stock as compensation. The award covers 14.0937 shares, structured as deferred stock units, and will be settled in actual shares of common stock after he separates from service as a director.

How many Eli Lilly (LLY) shares were granted to director Juan R. Luciano?

Juan R. Luciano was granted 14.0937 shares of Eli Lilly common stock. These shares were valued at $1,129.35 each and are being deferred as stock units under the Lilly Directors' Deferral Plan instead of receiving equivalent cash compensation currently.

What is the Lilly Directors' Deferral Plan mentioned in the Luciano Form 4?

The Lilly Directors' Deferral Plan allows directors to defer cash compensation into stock units. In this case, Luciano elected to receive stock units instead of cash, which will later be settled in Eli Lilly common shares following his separation from service as a director.

Does this Eli Lilly (LLY) Form 4 reflect an open-market purchase or sale?

The Form 4 reflects a grant or award acquisition, not an open-market trade. Luciano received 14.0937 shares as deferred stock-based compensation, coded as an "A" transaction, rather than buying or selling shares on the open market.

What are Juan R. Luciano’s direct Eli Lilly holdings after this transaction?

After the reported grant, Juan R. Luciano directly holds 16,890.7141 Eli Lilly common shares. This figure reflects his ownership following the 14.0937-share compensation award that has been deferred into stock units under the Lilly Directors' Deferral Plan.

When will Luciano’s deferred Eli Lilly stock units be settled into shares?

The deferred stock units will be settled in Eli Lilly common shares following Juan R. Luciano’s separation from service. Until that time, the award remains deferred under the Lilly Directors' Deferral Plan instead of being delivered or paid in current cash compensation.