Eli Lilly (NYSE: LLY) director defers cash into 4.668 stock units under plan

Q: Who is the reporting person in this Eli Lilly (LLY) Form 4 and what is their role?

The reporting person is Gabrielle Sulzberger , who is identified as a director of Eli Lilly & Co.

Q: How many Eli Lilly (LLY) shares does the director own after this transaction?

After the reported acquisition, Gabrielle Sulzberger beneficially owns 2,956.674 shares of Eli Lilly common stock directly.

Q: How were the Eli Lilly (LLY) shares in this transaction acquired?

The filing explains that the shares were 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 her separation from service.

Q: What plan is referenced in this Eli Lilly (LLY) insider transaction?

The transaction is tied to the Lilly Directors' Deferral Plan , under which directors may defer cash compensation into stock units that are later settled in Eli Lilly common shares.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Eli Lilly director Gabrielle Sulzberger reported acquiring 4.668 shares of the company’s common stock on 12/15/2025 at $1,062.19 per share in an insider transaction. Following this transaction, she beneficially owns 2,956.674 shares directly.

The shares were acquired by deferring cash compensation into stock units under the Lilly Directors' Deferral Plan and will be settled in shares of common stock after her separation from service.

Insider Trade Summary

Net Buyer: 4.668 shares

Net Buy 1 txn

Insider Sulzberger Gabrielle

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	4.668	$1,062.19	$5K

Holdings After Transaction: Common Stock — 2,956.674 shares (Direct)

Footnotes (1)

F1. 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.

FAQ

What insider transaction involving Eli Lilly (LLY) is disclosed?

Director Gabrielle Sulzberger acquired 4.668 shares of Eli Lilly common stock on 12/15/2025 at $1,062.19 per share, according to a Form 4 insider report.

Who is the reporting person in this Eli Lilly (LLY) Form 4 and what is their role?

The reporting person is Gabrielle Sulzberger, who is identified as a director of Eli Lilly & Co.

How many Eli Lilly (LLY) shares does the director own after this transaction?

After the reported acquisition, Gabrielle Sulzberger beneficially owns 2,956.674 shares of Eli Lilly common stock directly.

How were the Eli Lilly (LLY) shares in this transaction acquired?

The filing explains that the shares were 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 her separation from service.

What plan is referenced in this Eli Lilly (LLY) insider transaction?

The transaction is tied to the Lilly Directors' Deferral Plan, under which directors may defer cash compensation into stock units that are later settled in Eli Lilly common shares.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 12/16/2025 - 04:46 PM

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^*

Sulzberger Gabrielle

(Last)

(First)

(Middle)

LILLY CORPORATE CENTER

(Street)

INDIANAPOLIS

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
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/15/2025		A		4.668⁽¹⁾	A	$1,062.19	2,956.674	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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 Gabrielle Sulzberger, pursuant to authorization on file	12/16/2025
	** 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