ELI LILLY & Co — Director's Dealing 2019

Dec 10, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ELI LILLY & Co (LLY)
CIK: 0000059478
Period of Report: 2019-12-06

Reporting Person: O'Neill Myles (SVP & Pres., Mfg. Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-12-06	Common Stock	S	25000	$120	Disposed	33414	Indirect
2019-10-30	Common Stock	G	222	—	Disposed	40424	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	0	Indirect
Common Stock	1206	Indirect

Footnotes

F1: The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting persons spouse on May 16, 2019.

F2: This transaction was executed in multiple trades at prices ranging from $120.00 to $120.33. The price reported reflects the weighted average purchase price. The spouse of 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: This share balance includes a rollover distribution on 02/28/19 of 1095 shares from reporting persons spouse's 401(k) account.

F4: Reporting person disclaims beneficial ownership of these shares.

F5: Distribution from spouse's 401(k) plan of 1095 shares as result of direct rollover. This amount includes a fractional share payout of $33.95. This transaction is being reported as it affects direct beneficial ownership.