12 unchanged sentences
During the fourth quarter of 2023, there were no changes in our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
+Added: We rely extensively on information systems and technology to manage our business, including integrated supply chain operations, and global consolidated financial results.
+Added: In February 2024, we completed the implementation of a new global enterprise resource planning (ERP) system, which replaced our operating and financial systems.
+Added: We recently began our post-implementation activities.
+Added: The ERP system is designed to accurately maintain our financial records, support integrated supply chain and other operational functionality, and provide timely information to our management team related to the operation of the business.
+Added: During the implementation and post-implementation activities, we have made, and will have to make, changes to certain of our processes and procedures, and we will evaluate quarterly whether the changes materially affect our internal control over financial reporting.
Other Information
+Added: On November 16, 2023 , Donald Zakrowski , senior vice president, finance, and chief accounting officer , adopted a sales plan (Plan).
+Added: The Plan was entered into during an open trading window and is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act of 1934 and our policies regarding trading in our securities.
+Added: The Plan calls for the sale of up to 3,150 shares of company common stock between March 11, 2024 and November 14, 2024 subject to the terms and conditions of the Plan.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
11 unchanged sentences
Section 16(a) Reporting Compliance
−Removed: Information about our compliance with Section 16(a) is found in our Proxy Statement under "Ownership of Common Stock - Delinquent Section 16(a) Reports" and is incorporated in this Annual Report on Form 10-K by reference.
+Added: Information about our compliance with Section 16(a) is found in our Proxy Statement under "Ownership of Company Stock - Delinquent Section 16(a) Reports" and is incorporated in this Annual Report on Form 10-K by reference.
Executive Compensation
31 unchanged sentences
Financial statements of interests of 50 percent or less, which are accounted for by the equity method, have been omitted because they do not, considered in the aggregate as a single subsidiary, constitute a significant subsidiary.
−Removed: The following documents are filed as part of this report:
+Added: The following documents are filed as part of this Annual Report on Form 10-K:
Exhibit Description
3 unchanged sentences
4.2 Tripartite Agreement, dated September 13, 2007, appointing Deutsche Bank Trust Company Americas as Successor Trustee under the Indenture listed in Exhibit 4.1, incorporated by reference to Exhibit 4.2 to the Company's Annual Report on Form 10-K for the year ended December 31, 2008
−Removed: 4.3 Description of the Company's Common Stock, incorporated by reference to Exhibit 4.3 to the Company's Annual Report on Form 10-K for the year ended December 31, 2019
+Added: 4.3 Description of the Company's Common Stock*
4.4 Description of the Company's 1.625% Notes due 2026 and 2.125% Notes due 2030, incorporated by reference to Exhibit 4.4 to the Company's Annual Report on Form 10-K for the year ended December 31, 2019
5 unchanged sentences
10.1 Amended and Restated 2002 Lilly Stock Plan (1) , incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2018
−Removed: 10.2 Form of Performance Award under the 2002 Lilly Stock Plan (1) *
+Added: 10.2 Form of Performance Award under the 2002 Lilly Stock Plan (1) incorporated by reference to Exhibit 10.2 to the Company's Annual Report on Form 10-K for the year ended December 31, 2022
10.3 Form of Shareholder Value Award under the 2002 Lilly Stock Plan (1) *
10.4 Form of Relative Value Award under the 2002 Lilly Stock Plan (1) *
−Removed: 10.5 Form of Non-Compete Payment Agreement (1) *
+Added: 10.5 Form of Restricted Stock Unit Award under the 2002 Lilly Stock Plan (1) *
+Added: 10.6 Form of Non-Compete Payment Agreement (1) , incorporated by reference to Exhibit 10.5 to the Company's Annual Report on Form 10-K for the year ended December 31, 2022
10.7 The Lilly Deferred Compensation Plan, as amended (1) , incorporated by reference to Exhibit 10.5 to the Company's Annual Report on Form 10-K for the year ended December 31, 2013
1 unchanged sentence
10.9 The Eli Lilly and Company Bonus Plan, as amended (1) , incorporated by reference to Exhibit 10.14 to the Company's Annual Report on Form 10-K for the year ended December 31, 2020
−Removed: 10.9 The Loxo Oncology, Inc.
−Removed: Bonus Plan (1) , incorporated by reference to Exhibit 10.17 to the Company's Annual Report on Form 10-K for the year ended December 31, 2021
−Removed: 10.10 2007 Change in Control Severance Pay Plan for Select Employees, as amended (1) , incorporated by reference to Exhibit 10.15 to the Company's Annual Report on Form 10-K for the year ended December 31, 2020
+Added: 10.10 2007 Change in Control Severance Pay Plan for Select Employees, as amended (1) *
21 List of Subsidiaries*
3 unchanged sentences
32 Section 1350 Certification*
+Added: 97 Executive Compensation Recovery Policy*
101 Interactive Data File*
2 unchanged sentences
* Filed herewith.
+Added: Long-term debt instruments under which the total amount of securities authorized does not exceed 10 percent of our consolidated
+Added: assets are not filed as exhibits to this Annual Report.
+Added: We will furnish a copy of these agreements to the Securities and Exchange
+Added: Commission upon request.
Form 10-K Summary
30 unchanged sentences
GABRIELLE SULZBERGER
−Removed: /s/ Jackson Tai Director
/s/ Karen Walker Director
−Removed: Trademarks Used In This Report
−Removed: Trademarks or service marks owned by Eli Lilly and Company or its affiliates, when first used in each item of this report, appear with an initial capital and are followed by the symbol ® or ™ , as applicable.
+Added: Trademarks Used In this Annual Report on Form 10-K
+Added: Trademarks or service marks owned by Eli Lilly and Company or its affiliates, when first used in each item of this Annual Report on Form 10-K, appear with an initial capital and are followed by the symbol ® or ™ , as applicable.
In subsequent uses of the marks in the item, the symbols may be omitted.
−Removed: Byetta ® is a trademark of Amylin Pharmaceuticals, Inc.
+Added: Actos ® is a registered trademark of Takeda Pharmaceutical Company Limited.
+Added: Baqsimi ® is a registered trademark of Amphastar Pharmaceuticals, Inc.
Glyxambi ® , Jardiance ® , Jentadueto ® , Synjardy ® , Trajenta ® , and Trijardy ® are trademarks of Boehringer Ingelheim International GmbH.
−Removed: Tyvyt ® is a trademark of Innovent Biologics (Suzhou) Co., Ltd.
+Added: Tyvyt ® is a registered trademark of Innovent Biologics (Suzhou) Co., Ltd.
+Added: Qbrexza ® is a registered trademark of Journey Medical Corporation.
+Added: Zyprexa ® is a registered trademark of Cheplapharm Arzneimittel GmbH.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.