Eli Lilly (LLY) EVP Eric Dozier logs RSU conversion and stock move

Rhea-AI Filing Summary

Eli Lilly executive Eric Dozier, EVP and Chief People Officer, reported several equity transactions dated February 1, 2026. A block of 2,858 restricted stock units converted into the same number of Eli Lilly common shares at $0 per share, increasing his direct holdings. On the same date, a disposition coded “F” covered 1,272.992 common shares at $1,037.15 per share, leaving Dozier with 11,423.918 common shares held directly. He also reports an additional 376.93 common shares held indirectly through a 401(k) account.

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

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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^*

Dozier Eric

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief People Officer

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		2,858	A	$0	12,696.91	D
Common Stock	02/01/2026		F		1,272.992	D	$1,037.15	11,423.918	D
Common Stock								376.93	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	(1)	02/01/2026		M			2,858	02/01/2026	02/01/2026	Common Stock	2,858	$0	0	D

Explanation of Responses:

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

Remarks:

	/s/ Jonathan Groff for Eric Dozier, 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).
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FAQ

What insider transactions did Eli Lilly (LLY) EVP Eric Dozier report?

Eric Dozier reported RSU vesting and related common stock transactions. On February 1, 2026, 2,858 restricted stock units converted into common shares, and 1,272.992 shares were disposed of at $1,037.15, leaving 11,423.918 shares held directly and 376.93 indirectly via a 401(k).

How many Eli Lilly (LLY) shares does Eric Dozier own after these transactions?

After the reported transactions, Eric Dozier directly owns 11,423.918 Eli Lilly common shares. He also has 376.93 additional common shares held indirectly through a 401(k) plan, according to the Form 4 filing dated February 1, 2026.

What was the size of Eric Dozier’s RSU conversion in Eli Lilly (LLY) stock?

Eric Dozier converted 2,858 restricted stock units into 2,858 Eli Lilly common shares. The transaction occurred on February 1, 2026 and was recorded at an exercise price of $0 per share, reflecting RSUs settling into common stock on a one-for-one basis.

At what price were Eric Dozier’s Eli Lilly (LLY) shares disposed of in the Form 4?

The Form 4 shows a disposition of 1,272.992 Eli Lilly common shares coded “F” at a price of $1,037.15 per share. This transaction occurred on February 1, 2026 and reduced his directly held common stock balance to 11,423.918 shares.

What roles and ownership status does Eric Dozier have at Eli Lilly (LLY)?

Eric Dozier is reported as an officer of Eli Lilly, serving as EVP, Chief People Officer. The Form 4 indicates he is not a director and not a 10% owner, and reports both direct and indirect holdings in Eli Lilly common stock.

How are Eric Dozier’s indirect Eli Lilly (LLY) holdings reported?

Eric Dozier’s indirect holdings are reported as 376.93 Eli Lilly common shares held through a 401(k) account. This position is labeled as “I” for indirect ownership, with the nature of ownership explicitly identified as “401(k)” in the Form 4 filing.