ELI LILLY & Co — Director's Dealing 2018

Feb 1, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LILLY ELI & CO (LLY)
CIK: 0000059478
Period of Report: 2018-01-29

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-01-29	Common Stock	A	12412	$87.60	Acquired	51436	Direct
2018-01-29	Common Stock	A	1363	$87.60	Acquired	14872	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-01-29	Restricted Stock Unit	$	A	11111	Acquired	2019-02-01	Common Stock (11111.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1725	Indirect
Common Stock	1714	Indirect

Footnotes

F1: Reporting person disclaims beneficial ownership of these shares.

F2: Each restricted stock unit represents a contingent right to receive one share of Eli Lilly and Company common stock.