Eli Lilly (NYSE: LLY) EVP exercises 6,700 RSUs, withholds shares

Rhea-AI Filing Summary

Eli Lilly & Co executive Anat Hakim reported routine equity transactions involving restricted stock units and common shares. On 02/01/2026, she converted 6,700 restricted stock units into Eli Lilly common stock at an exercise price of $0.

On the same date, 2,953.395 shares of common stock were withheld at a price of $1,037.15 in a transaction coded "F," typically used for tax withholding, leaving 14,709.105 common shares held directly. Additional indirect holdings are 15,700 common shares held by the Anat Hakim SLAT and 16,875 common shares held by her spouse. She disclaims beneficial ownership of these securities except to the extent of her pecuniary interest.

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^*

Hakim Anat

(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, GC & Secretary

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		6,700	A	$0	17,662.5	D
Common Stock	02/01/2026		F		2,953.395	D	$1,037.15	14,709.105	D
Common Stock								15,700	I	By Anat Hakim SLAT(1)
Common Stock								16,875	I	By spouse(1)

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			6,700	02/01/2026	02/01/2026	Common Stock	6,700	$0	0	D

Explanation of Responses:

1. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of her 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 Anat Hakim, 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 transaction did Eli Lilly (LLY) EVP Anat Hakim report on February 1, 2026?

Anat Hakim reported converting 6,700 restricted stock units into Eli Lilly common stock on February 1, 2026. The Form 4 shows this as a transaction coded "M," reflecting the settlement of equity awards into shares at an exercise price of $0 per share.

How many Eli Lilly (LLY) shares were withheld for taxes in Anat Hakims Form 4?

The filing shows 2,953.395 Eli Lilly common shares withheld in a transaction coded "F" at $1,037.15 per share. This code typically indicates shares withheld to cover tax obligations when restricted stock units vest and convert into common stock.

How many Eli Lilly (LLY) shares does Anat Hakim own directly after the reported Form 4 transactions?

After the reported transactions, Anat Hakim directly holds 14,709.105 Eli Lilly common shares. This figure reflects her direct ownership following the conversion of 6,700 restricted stock units and the withholding of 2,953.395 shares for tax-related purposes on February 1, 2026.

What indirect Eli Lilly (LLY) share holdings related to Anat Hakim are disclosed in the Form 4?

The Form 4 discloses 15,700 Eli Lilly common shares held indirectly by the Anat Hakim SLAT and 16,875 common shares held indirectly by her spouse. These positions are reported as indirect ownership interests associated with the reporting person as of February 1, 2026.

What does Eli Lilly (LLY) EVP Anat Hakim disclose about beneficial ownership in this Form 4?

She states that she disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest. This standard footnote clarifies that reported indirect holdings, such as those by a SLAT or spouse, may not all represent full economic ownership.

What are the key details of the restricted stock units reported by Eli Lilly (LLY) EVP Anat Hakim?

Each restricted stock unit represents a contingent right to receive one Eli Lilly common share. On February 1, 2026, 6,700 restricted stock units were converted into 6,700 common shares at an exercise price of $0, with no derivative units remaining afterward.