|1||NAMES OF REPORTING PERSONS|
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|LILLY ENDOWMENT INC|
|2||CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
|3||SEC USE ONLY|
|4||CITIZENSHIP OR PLACE OF ORGANIZATION|
|NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:||5||SOLE VOTING POWER|
|6||SHARED VOTING POWER|
|7||SOLE DISPOSITIVE POWER|
|8||SHARED DISPOSITIVE POWER|
|9||AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON|
|10||CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)|
|11||PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)|
|12||TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)|
|The percent of class represented is based on 1,103,948,230 shares of common stock outstanding as of October 17, 2016, as reported on the Issuer’s Form 10 Q for the period ended September 30, 2016.|
Name of Issuer
Eli Lilly and Company
Address of Issuer’s Principal Executive Offices
Lilly Corporate Center, Indianapolis, Indiana 46285.
Name of Person Filing
This statement is filed by Lilly Endowment, Inc., a not for profit corporation organized under the laws of the State of Indiana. Lilly Endowment, Inc. is an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986 and is a private foundation under Section 509(a) of the Code.
Address of Principal Business Office or, if none, Residence
The address of the principal business office of Lilly Endowment, Inc. is 2801 North Meridian Street, Indianapolis, Indiana 46208.
Title of Class of Securities
Common Stock, Without Par Value
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J).
A group, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
Amount beneficially owned: 125,575,804
Percent of class: 11.4%
Number of shares as to which the person has:
Sole power to vote or to direct the vote: 125,575,804
Shared power to vote or to direct the vote: 0
Sole power to dispose or to direct the disposition of: 125,575,804
Shared power to dispose or to direct the disposition of: 0
Ownership of Five Percent or Less of a Class
Ownership of More than Five Percent on Behalf of Another Person.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
Identification and Classification of Members of the Group
Notice of Dissolution of Group
|Lilly Endowment, Inc.|
Date: January 12, 2017
|/s/ Diane M. Stenson|
|Name: Diane M. Stenson|
|Title: Vice President & Treasurer|
Item 4: This information is provided as of December 31, 2016.
Item 4(a): None of such shares are deemed to be beneficially owned by reason of the possession of Lilly Endowment, Inc. of a right to acquire such shares.
Item 4(b): The percent of class represented is based on 1,103,948,230 shares of common stock outstanding as of October 17, 2016, as reported on the Issuer’s Form 10 Q for the period ended September 30, 2016.
Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)