ELI LILLY & Co — Director's Dealing 2014

Jul 30, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2014-07-28

Reporting Person: Mahony Susan (SVP & Pres., Lilly Oncology)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-07-28	Common Stock	M	1065	—	Acquired	8700	Indirect
2014-07-28	Common Stock	M	1175	—	Acquired	9875	Indirect
2014-07-28	Common Stock	S	2065	$63.30	Disposed	7810	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-07-28	Employee stock option 2/05 (right to buy)	$55.65	M	1065	Disposed	2015-02-10	Common Stock (1065.0)	Indirect
2014-07-28	Employee stock option 2/06 (right to buy)	$56.18	M	1175	Disposed	2016-02-09	Common Stock (1175.0)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1568	Indirect
Common Stock	52798	Direct
Common Stock	1578	Indirect

Footnotes

F1: Reporting person disclaims beneficial ownership of these shares.