ELI LILLY & Co — Director's Dealing 2014

Feb 4, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2014-01-31

Reporting Person: TAI JACKSON P (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-01-31	Common Stock	P	12431	—	Acquired	15020	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	265	Indirect

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $53.25 to $53.30. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F2: Reporting person disclaims beneficial ownership of these shares.