The PNC Financial Services Group, Inc. (PNC)
Filed: 7 Feb 25, 8:52am
| SECURITIES AND EXCHANGE
COMMISSION Washington, D.C. 20549 |
SCHEDULE 13G |
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
(Amendment
No. 6
)*
|
Eli Lilly and Company (Name of Issuer) |
Common Stock (Title of Class of Securities) |
532457108 (CUSIP Number) |
12/31/2024 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule
13d-1(b) |
 Rule
13d-1(c) |
| Rule
13d-1(d) |
SCHEDULE 13G |
| CUSIP No. | 532457108 |
| 1 | Names of Reporting Persons THE PNC FINANCIAL SERVICES GROUP, INC. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization PENNSYLVANIA | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 51,153,837.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 5.39 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) HC |
SCHEDULE 13G |
| Item 1. | ||
| (a) | Name of issuer: Eli Lilly and Company | |
| (b) | Address of issuer's principal executive
offices: Lilly Corporate Center, Indianapolis, Indiana 46285 | |
| Item 2. | ||
| (a) | Name of person filing: The PNC Financial Services Group, Inc. | |
| (b) | Address or principal business office or, if
none, residence: 300 Fifth Avenue, Pittsburgh, PA 15222-2401 | |
| (c) | Citizenship: Pennsylvania | |
| (d) | Title of class of securities: Common Stock | |
| (e) | CUSIP No.: 532457108 | |
| Item 3. | 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: | |
| (a) | Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o); | |
| (b) | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c) | Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d) | Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | |
| (e) | An
investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); | |
| (f) | An
employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); | |
| (g) | A
parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); | |
| (h) | A
savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813); | |
| (i) | 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); | |
| (j) | A
non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S.
institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: | |
| (k) | Group,
in accordance with Rule 240.13d-1(b)(1)(ii)(K). | |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned: 51,153,837 | |
| (b) | Percent of class: 5.39 % | |
| (c) | Number of shares as to which the person has: | |
| (i) Sole power to vote or to direct the vote: 1,128,657 | ||
| (ii) Shared power to vote or to direct the
vote: 50,004,717 | ||
| (iii) Sole power to dispose or to direct the
disposition of: 881,684 | ||
| (iv) Shared power to dispose or to direct the
disposition of: 50,229,518
Of the total shares of common stock reported herein, 50,000,000 shares (5.26% of the class) are
held in the Eli Lilly and Company Compensation Trust account for which PNC Bank, National Association
(PNC Bank") serves as directed trustee. PNC Bank serves as directed trustee and is deemed to share both
voting power and investment discretion with respect to those 50,000,000 shares.
Of the total shares of common stock reported herein, 1,111,517 shares are held in accounts at PNC
Bank in a fiduciary capacity for clients outside of the above-referenced trust.
Of the total shares of common stock reported herein, 25,389 shares are held in accounts at PNC
Delaware Trust Company in a fiduciary capacity for clients outside of the above-referenced trust.
Of the total shares of common stock reported herein, 1,226 shares are held in accounts at PNC
Ohio Trust Company in a fiduciary capacity for clients outside of the above-referenced trust.
Of the total shares of common stock reported herein, 15,705 shares are held in accounts at PNC
Investments LLC in a fiduciary capacity for clients outside of the above-referenced trust.
The inclusion of the reporting persons and such securities in this report shall not be deemed an
admission of beneficial ownership by the reporting persons for the purposes of Section 13(d) or 13(g) of
the Act, or for any other purposes. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
If any other person is known to have the right to receive or the power to direct
the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to
that effect should be included in response to this item and, if such interest relates to more
than 5 percent of the class, such person should be identified. A listing of the shareholders of
an investment company registered under the Investment Company Act of 1940 or the beneficiaries
of employee benefit plan, pension fund or endowment fund is not required.
PNC Bank, as directed trustee, shares the power to direct the receipt of dividends from, or the proceeds from the sale of, the common stock held by the Eli Lilly and Company Compensation Trust account noted in Item 4 above. The beneficiaries of the trust have the right to receive dividends from the common stock in their respective accounts.
PNC Bank is directed trustee on the certain Eli Lilly and Company Compensation Trust
account holding at year end 50,000,000 shares of the securities reported herein
representing 5.26% of the class.
The PNC Financial Services Group, Inc.'s clients, those with accounts at the PNC
subsidiaries noted herein, have the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of, the securities reported herein.
No one other person's interest in the securities reported herein is more than 5%. | ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
If a parent holding company has filed this schedule, pursuant to Rule
13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the
Item 3 classification of the relevant subsidiary. If a parent holding company has filed this
schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the
identification of the relevant subsidiary.
PNC Bank, National Association - BK
PNC Delaware Trust Company - BK
PNC Ohio Trust Company - BK
PNC Investments LLC - BD
| ||
| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
| ||
| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
| ||
| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. |
| SIGNATURE | |
After reasonable inquiry and to the
best of my knowledge and belief, I certify that the information set forth in this statement is
true, complete and correct. |
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