Eli Lilly (NYSE: LLY) EVP makes bona fide gift of 481 shares

Rhea-AI Filing Summary

Eli Lilly & Co executive Eric Dozier reported a bona fide gift of 481 shares of common stock. The gift was recorded at no stated price per share and is classified as a non-derivative disposition. After the gift, he holds 14,455.212 shares directly and 385.020 shares indirectly through a 401(k) plan.

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^*

Dozier Eric

(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, Chief People Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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	02/19/2026		G		481	D	$0	14,455.212	D
Common Stock								385.02	I	401(k)

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:

Remarks:

	/s/ Christopher Anderson for Eric Dozier, pursuant to authorization on file	02/19/2026
	** 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.
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FAQ

What insider transaction did ELI LILLY (LLY) EVP Eric Dozier report?

Eric Dozier reported a bona fide gift of 481 shares of Eli Lilly common stock. This Form 4 filing classifies the move as a non-derivative disposition, reflecting a transfer of shares without sale proceeds, consistent with a personal or charitable gifting decision.

How many ELI LILLY (LLY) shares does Eric Dozier hold after the reported gift?

After the reported gift, Eric Dozier directly holds 14,455.212 Eli Lilly common shares. The filing also shows an additional 385.020 shares held indirectly through a 401(k) plan, indicating ongoing equity exposure despite the gifted shares.

Was the ELI LILLY (LLY) insider transaction a sale or a gift?

The transaction was reported as a bona fide gift, not a sale. The Form 4 uses transaction code G, indicating a gift transfer of 481 Eli Lilly common shares with no price per share reported for the disposition.

Does the ELI LILLY (LLY) EVP still have indirect share ownership after this Form 4?

Yes, the filing shows Eric Dozier continues to hold 385.020 Eli Lilly shares indirectly via a 401(k) plan. This indirect position is separate from his 14,455.212 directly held shares reported following the gifted shares.

What does transaction code G mean in the ELI LILLY (LLY) Form 4 filing?

Transaction code G in this Form 4 indicates a bona fide gift of securities. For Eli Lilly, it reflects Eric Dozier transferring 481 common shares without reporting a sale price, consistent with a non-compensatory, non-sale transfer such as a personal or charitable gift.