Eli Lilly Form 4: insider sales near $1,031; 93.06M shares held

Rhea-AI Filing Summary

Eli Lilly (LLY) reported insider sales on a Form 4. On 11/13/2025, the reporting person sold 45,246 shares of common stock at a weighted average price of $1,030.21, and 1,360 shares at a weighted average price of $1,031.777. The filing notes these were executed in multiple trades within the stated price ranges. Following the transactions, the reporting person beneficially owned 93,060,372 shares.

Insights

Insider transactions analyst

Routine insider sale with large residual ownership; neutral.

This Form 4 shows two open-market sales on 11/13/2025 at weighted average prices of $1,030.21 and $1,031.777. The sales were executed across multiple trades within disclosed ranges, a common practice for larger orders.

Post-transaction beneficial ownership is reported at 93,060,372 shares, indicating the seller retains a substantial position. The filing does not state motives or future intentions; actual impact depends on future disclosures and market context.

Insider Trade Summary

Net Seller: 46,606 shares ($48,016,098)

Net Sell 2 txns

Insider LILLY ENDOWMENT INC

Role 10% Owner

Sold 46,606 shs ($48.02M)

Type	Security	Shares	Price	Value
Sale	Common Stock	45,246	$1,030.21	$46.61M
Sale	Common Stock	1,360	$1,031.777	$1.40M

Holdings After Transaction: Common Stock — 93,061,732 shares (Direct)

Footnotes (1)

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,030.00 to $1,030.96, inclusive. The reporting person undertakes to provide to Eli Lilly & Company, any security holder of Eli Lilly & Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) and (2) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,031.58 to $1,032.14, inclusive.

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^*

LILLY ENDOWMENT INC

(Last) (First) (Middle)

2801 NORTH MERIDIAN STREET

(Street)

INDIANAPOLIS IN 46208-0068

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

3. Date of Earliest Transaction (Month/Day/Year)
11/13/2025

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/13/2025		S		45,246	D	$1,030.21(1)	93,061,732	D
Common Stock	11/13/2025		S		1,360	D	$1,031.777(2)	93,060,372	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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,030.00 to $1,030.96, inclusive. The reporting person undertakes to provide to Eli Lilly & Company, any security holder of Eli Lilly & Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) and (2) to this Form 4.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,031.58 to $1,032.14, inclusive.

	/s/ Peter A. Buck, Vice President for Investments and Grants Administration, on behalf of Lilly Endowment Inc.	11/14/2025
	** 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.

FAQ

What insider transactions did LLY report on Form 4?

Two sales on 11/13/2025: 45,246 shares at a weighted average of $1,030.21 and 1,360 shares at a weighted average of $1,031.777.

How many LLY shares does the reporting person hold after the sales?

Beneficial ownership reported at 93,060,372 shares following the transactions.

What were the trading price ranges for the LLY sales?

For the first sale: $1,030.00–$1,030.96. For the second: $1,031.58–$1,032.14.

What type of security was sold in the LLY Form 4?

Common Stock.

How were the sale prices reported for the LLY insider trades?

As weighted average prices, with a commitment to provide full trade-by-trade details upon request.