Eli Lilly director defers fees into company stock

Accepted by SEC EDGAR 07/21/2026 - 04:39 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Fyrwald J Erik reported acquisition or exercise transactions in this Form 4 filing.

Eli Lilly director J Erik Fyrwald elected to receive 8.6465 shares’ worth of common stock on July 20, 2026 as deferred stock units in lieu of cash director compensation at $1,146.90 per share, bringing his direct holdings to 75,409.7433 shares, to be settled after his separation from service.

Insider Trade Summary

Grant/Award: 8.6465 shares

Grant/Award 1 txn

Insider Fyrwald J Erik

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	8.6465	$1,146.90	$10K

Holdings After Transaction: Common Stock — 75,409.7433 shares (Direct)

Holdings Before and After: Common Stock, 75,401.0968 to 75,409.7433 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 acquired: 8.6465 shares Price per share: $1,146.9000 Total direct holdings after transaction: 75,409.7433 shares +1 more

4 metrics

Shares acquired 8.6465 shares Director fee deferral into stock units on July 20, 2026

Price per share $1,146.9000 Stated value used for the July 20, 2026 stock unit award

Total direct holdings after transaction 75,409.7433 shares Director J Erik Fyrwald’s common stock position after the award

Transaction date 2026-07-20 Date of director fee deferral into Eli Lilly stock units

Key Terms

Lilly Directors' Deferral Plan, stock units, separation from service

3 terms

Lilly Directors' Deferral Plan financial

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

stock units financial

"shares acquired pursuant to this filing have been deferred in lieu of cash compensation as stock units"

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 insider transaction did Eli Lilly (LLY) director J Erik Fyrwald make?

J Erik Fyrwald, a director of Eli Lilly, elected to receive 8.6465 shares’ worth of common stock on July 20, 2026 as deferred stock units instead of cash fees. This award raised his direct holdings to 75,409.7433 Eli Lilly shares.

How many Eli Lilly (LLY) shares did Fyrwald acquire and at what price?

Fyrwald was credited with 8.6465 shares’ worth of Eli Lilly common stock at a stated price of $1,146.90 per share on July 20, 2026. The amount reflects director compensation taken in stock rather than in cash.

Are the newly acquired Eli Lilly (LLY) shares immediately available to J Erik Fyrwald?

No. At his election, the shares credited in this transaction have been deferred as stock units under the Lilly Directors' Deferral Plan and will be settled in Eli Lilly common stock only after his separation from service as a director.

What is J Erik Fyrwald’s total direct Eli Lilly (LLY) shareholding after this transaction?

Following the July 20, 2026 deferral, J Erik Fyrwald’s direct holdings total 75,409.7433 Eli Lilly common shares. This figure represents his updated reported stake after electing to receive director compensation in the form of deferred stock units.

Was Fyrwald’s Eli Lilly (LLY) transaction under a Rule 10b5-1 trading plan?

The Rule 10b5-1 trading plan checkbox for this Form 4 was not marked, so the company did not identify Fyrwald’s July 20, 2026 director fee deferral as occurring under a pre-arranged Rule 10b5-1 trading plan.

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

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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^*

Fyrwald J Erik

(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)
07/20/2026

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	07/20/2026		A		8.6465(1)	A	$1,146.9	75,409.7433	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 J. Erik Fyrwald, pursuant to authorization on file	07/21/2026
	** 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)