ELI LILLY & Co — Director's Dealing 2017

Dec 5, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2017-12-04

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-12-04	Common Stock	S	36585	$86.18	Disposed	54885	Direct
2017-11-03	Common Stock	G	15861	—	Disposed	39024	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1726	Indirect
Common Stock	1715	Indirect
Common Stock	13509	Indirect

Footnotes

F1: The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 1, 2017.

F2: This transaction was executed in multiple trades at prices ranging from $85.39 to $86.71. The price reported reflects the weighted average purchase 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.

F3: Reporting person disclaims beneficial ownership of these shares.