Lilly director receives deferred stock award

LUCIANO JUAN R reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

LUCIANO JUAN R reported acquisition or exercise transactions in this Form 4 filing.

ELI LILLY & Co director Juan R. Luciano received an equity award of 16.109 shares of common stock on May 18, 2026, valued at $988.09 per share. According to the filing, he elected to defer this grant into stock units under the Lilly Directors' Deferral Plan, to be settled in shares after his separation from service. Following this award, he directly holds 16,850.832 shares of Lilly common stock.

Insights

Equity compensation analyst

Routine deferred stock award to Lilly director with modest size relative to holdings.

The filing shows director Juan R. Luciano acquiring 16.109 Lilly common shares as a grant or award. The per-share value is $988.09, and the transaction is coded as an acquisition rather than an open-market purchase or sale.

A footnote explains he elected to defer this award into stock units under the Lilly Directors' Deferral Plan, to be settled in shares after he leaves the board. After the award, he directly holds 16,850.832 shares, so the transaction is small relative to his disclosed position and appears to be routine director compensation.

Insider Trade Summary

Grant/Award: 16.109 shares

Grant/Award 1 txn

Insider LUCIANO JUAN R

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	16.109	$988.09	$16K

Holdings After Transaction: Common Stock — 16,850.832 shares (Direct)

Footnotes (1)

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.

Key Figures

Shares granted: 16.109 shares Grant value per share: $988.09 per share Total shares after transaction: 16,850.832 shares +1 more

4 metrics

Shares granted 16.109 shares Common stock award on May 18, 2026

Grant value per share $988.09 per share Value used for the equity award

Total shares after transaction 16,850.832 shares Direct holdings following the award

Transaction code A (Grant, award, or other acquisition) Non-derivative common stock

Key Terms

Grant, award, or other acquisition, Lilly Directors' Deferral Plan, stock units, separation from service

4 terms

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

Lilly Directors' Deferral Plan financial

"deferred in lieu of cash compensation as stock units under the Lilly Directors' Deferral Plan"

stock units financial

"deferred in lieu of cash compensation as stock units under the Lilly Directors' Deferral Plan"

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.

separation from service financial

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

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did ELI LILLY (LLY) director Juan R. Luciano report on this Form 4?

He reported receiving 16.109 shares of ELI LILLY common stock as a grant or award. The shares were valued at $988.09 each and increased his direct holdings to 16,850.832 shares, reflecting routine equity-based director compensation rather than an open-market purchase or sale.

Was the LLY Form 4 transaction a stock purchase or a compensation grant?

The transaction was a compensation-related grant or award, coded as an acquisition (A). It reflects 16.109 shares of common stock granted to director Juan R. Luciano, rather than shares bought on the open market, and is part of his overall equity-based compensation from ELI LILLY.

How many ELI LILLY shares does Juan R. Luciano hold after this reported transaction?

After the reported award, he directly holds 16,850.832 shares of ELI LILLY common stock. This figure includes the 16.109 shares granted on May 18, 2026, providing context for the size of the award relative to his overall disclosed share position.

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

The plan allows the director to defer equity compensation into stock units instead of taking cash. In this filing, Juan R. Luciano elected to defer the awarded shares as stock units, which will later be settled in actual common shares after his separation from service from the ELI LILLY board.

At what price per share was the LLY equity award to Juan R. Luciano valued?

The 16.109 awarded shares were valued at $988.09 per share. This price is used in the Form 4 to represent the value of the compensation grant and does not necessarily indicate an actual open-market trade at that price on the transaction date.

When will the deferred LLY stock units granted to Juan R. Luciano be settled?

The deferred stock units will be settled in ELI LILLY common shares after his separation from service. The footnote specifies that settlement occurs following his departure from the board, consistent with the terms of the Lilly Directors' Deferral Plan described in the filing.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/19/2026 - 04:18 PM Learn about SEC filing dates

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)
05/18/2026

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	05/18/2026		A		16.109(1)	A	$988.09	16,850.832	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	05/19/2026
	** 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)