Eli Lilly and Company 2025-2026 Proxy Voting Records

Description as filed by funds: Election of the following directors, each to serve a three-year term: Carolyn Bertozzi

Eli Lilly and Company’s own tally for this item (“Elect Director: Carolyn Bertozzi”): 761,930,361 for, 1,898,735 against, per its Form 8-K filed May 7, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Voting results for each matter submitted to a vote at the 2026 Annual Meeting are provided below. a) The four nominees for director were elected to serve three-year terms ending at the Company's annual meeting of shareholders in 2029, as follows:”
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 306 asset managers below reported 271,951,478 for, 10,425 against, 45,544 abstained, 604 not voted, 15,855 unknown.

Showing the 25 largest of 306 asset managers. See all 306 in the interactive database.

Description as filed by funds: Election of the following directors, each to serve a three-year term: David Ricks

Eli Lilly and Company’s own tally for this item (“Elect Director: David Ricks”): 734,760,028 for, 29,119,356 against, per its Form 8-K filed May 7, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Voting results for each matter submitted to a vote at the 2026 Annual Meeting are provided below. a) The four nominees for director were elected to serve three-year terms ending at the Company's annual meeting of shareholders in 2029, as follows:”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 305 asset managers below reported 271,601,414 for, 360,492 against, 45,538 abstained, 604 not voted, 15,855 unknown.

Showing the 25 largest of 305 asset managers. See all 305 in the interactive database.

Description as filed by funds: Election of the following directors, each to serve a three-year term: Jon Moeller

Eli Lilly and Company’s own tally for this item (“Elect Director: Jon Moeller”): 749,926,634 for, 13,860,022 against, per its Form 8-K filed May 7, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Voting results for each matter submitted to a vote at the 2026 Annual Meeting are provided below. a) The four nominees for director were elected to serve three-year terms ending at the Company's annual meeting of shareholders in 2029, as follows:”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 305 asset managers below reported 271,722,060 for, 239,833 against, 45,549 abstained, 604 not voted, 15,855 unknown.

Showing the 25 largest of 305 asset managers. See all 305 in the interactive database.

Description as filed by funds: Election of the following directors, each to serve a three-year term: William Kaelin, Jr.

Eli Lilly and Company’s own tally for this item (“Elect Director: William Kaelin, Jr.”): 726,270,361 for, 37,418,960 against, per its Form 8-K filed May 7, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Voting results for each matter submitted to a vote at the 2026 Annual Meeting are provided below. a) The four nominees for director were elected to serve three-year terms ending at the Company's annual meeting of shareholders in 2029, as follows:”
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 305 asset managers below reported 270,545,121 for, 1,409,819 against, 52,503 abstained, 604 not voted, 15,855 unknown.

Showing the 25 largest of 305 asset managers. See all 305 in the interactive database.

Description as filed by funds: Approval of amendments to the company's articles of incorporation to eliminate supermajority voting provisions.

Eli Lilly and Company’s own tally for this item (“e) The proposal to amend the Articles to eliminate supermajority voting provisions did not receive the required vote of 80% of outstanding shares.”): 664,460,262 for, 98,597,088 against — failed, per its Form 8-K filed May 7, 2026 (Item 5.07). This item required more than a simple majority of votes cast — see the filing.

Reported outcome: Not approved, in the filing’s own words: “e) The proposal to amend the Articles to eliminate supermajority voting provisions did not receive the required vote of 80% of outstanding shares.”
Not approved under the vote the filing states was required: “80% of outstanding”
Support: 87% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a supermajority of the shares outstanding (“80% of outstanding”).

The 309 asset managers below reported 272,032,742 for, 722 against, 217 abstained, 604 not voted, 4,305 unknown.

Showing the 25 largest of 309 asset managers. See all 309 in the interactive database.

Description as filed by funds: Approval of amendments to the company's articles of incorporation to eliminate the classified board structure.

Eli Lilly and Company’s own tally for this item (“d) The proposal to amend the Company's Articles of Incorporation (the "Articles") to eliminate the classified board structure did not receive the required vote of 80% of outstanding shares.”): 665,371,049 for, 97,677,173 against — failed, per its Form 8-K filed May 7, 2026 (Item 5.07). This item required more than a simple majority of votes cast — see the filing.

Reported outcome: Not approved, in the filing’s own words: “d) The proposal to amend the Company's Articles of Incorporation (the "Articles") to eliminate the classified board structure did not receive the required vote of 80% of outstanding shares.”
Not approved under the vote the filing states was required: “80% of outstanding”
Support: 87% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a supermajority of the shares outstanding (“80% of outstanding”).

The 298 asset managers below reported 271,388,422 for, 628 against, 168 abstained, 604 not voted, 15,855 unknown.

Showing the 25 largest of 298 asset managers. See all 298 in the interactive database.

Description as filed by funds: Approval, on an advisory basis, of the compensation paid to the company's named executive officers.

Eli Lilly and Company’s own tally for this item (“b) By the following vote, the shareholders approved, on an advisory basis, the compensation paid to the Company's named executive officers:”): 731,998,717 for, 30,467,278 against — passed, per its Form 8-K filed May 7, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “b) By the following vote, the shareholders approved, on an advisory basis, the compensation paid to the Company's named executive officers:”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of Eli Lilly and Company’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “COMPENSATION” (2 managers, 922 for).

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 284 managers: 271,186,392 for, 806,113 against, 45,680 abstained, 607 not voted, 4,305 unknown. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 1,546 managers: 470,067,991 for, 17,136,253 against, 738,437 abstained, 106,672 not voted, 26,750 mixed, 13,609 unknown. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: Ratification of the appointment of Ernst & Young LLP as the independent auditor for 2026.

Eli Lilly and Company’s own tally for this item (“c) The appointment of Ernst & Young LLP as the Company's independent auditor for 2026 was ratified by the following shareholder vote:”): 802,721,381 for, 43,473,993 against — passed, per its Form 8-K filed May 7, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “c) The appointment of Ernst & Young LLP as the Company's independent auditor for 2026 was ratified by the following shareholder vote:”
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 310 asset managers below reported 271,147,564 for, 850,076 against, 45,537 abstained, 604 not voted, 4,305 unknown.

Showing the 25 largest of 310 asset managers. See all 310 in the interactive database.

Description as filed by funds: Shareholder proposal to adopt a policy and amend the bylaws to require an independent board chair.

Eli Lilly and Company’s own tally for this item (“f) By the following vote, a shareholder proposal requesting the adoption of a policy and amendment to the bylaws to require an independent board chair was not approved:”): 257,292,684 for, 505,068,416 against — failed, per its Form 8-K filed May 7, 2026 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “f) By the following vote, a shareholder proposal requesting the adoption of a policy and amendment to the bylaws to require an independent board chair was not approved:”
Support: 34% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 306 asset managers below reported 76,389,390 for, 195,582,783 against, 45,692 abstained, 604 not voted, 4,557 unknown.

Showing the 25 largest of 306 asset managers. See all 306 in the interactive database.

Description as filed by funds: Shareholder proposal to prepare an annual lobbying report.

Eli Lilly and Company’s own tally for this item (“g) By the following vote, a shareholder proposal to prepare an annual lobbying report was not approved:”): 113,417,917 for, 645,415,542 against — failed, per its Form 8-K filed May 7, 2026 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “g) By the following vote, a shareholder proposal to prepare an annual lobbying report was not approved:”
Support: 15% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of Eli Lilly and Company’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Report on Lobbying Payments and Policy” (12 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).

The 301 asset managers below reported 10,125,034 for, 260,868,534 against, 638,450 abstained, 604 not voted, 4,557 unknown.

Showing the 25 largest of 301 asset managers. See all 301 in the interactive database.