The human epidermal growth factor receptor (EGFR) is a key representative of tyrosine kinase receptors, ubiquitous actors in cell signaling, proliferation, differentiation, and migration. Although the receptor is well-studied, a central issue remains: How does the compositional diversity and functional diversity of the surrounding membrane modulate receptor function? Reconstituting human EGFR into proteoliposomes of well-defined and controlled lipid compositions represents a minimal synthetic approach to systematically address this question. We show that lipid composition has little effect on ligand-binding properties of the EGFR but rather exerts a profound regulatory effect on kinase domain activation. Here, the ganglioside GM3 but not other related lipids strongly inhibited the autophosphorylation of the EGFR kinase domain. This inhibitory action of GM3 was only seen in liposomes compositionally poised to phase separate into coexisting liquid domains. The inhibition by GM3 was released by either removing the neuraminic acid of the GM3 headgroup or by mutating a membrane proximal lysine of EGFR (K642G). Our results demonstrate that GM3 exhibits the potential to regulate the allosteric structural transition from inactive to a signaling EGFR dimer, by preventing the autophosphorylation of the intracellular kinase domain in response to ligand binding.lipid rafts | glycolipid | allosteric modulator | receptor signaling C ell membranes are composed of a lipid bilayer, containing proteins that either span the bilayer or interact with the lipids on either side of the two leaflets. Although recent advances in lipid analytics demonstrated that these cell membranes contain hundreds of different lipid species (1, 2), the function of this diversity remains enigmatic. Some membrane proteins contain tightly bound lipids that remain associated with the protein even after detergent solubilization and such tightly bound lipids have been resolved in the atomic structure of membrane proteins (3, 4). Over the last three decades, gangliosides (neuraminic acid-containing glycosphingolipids) have been reported to affect growth factor receptor function but whether the lipids exert their modulating function by direct association with the growth factor receptor or indirectly have been difficult to ascertain (5-7). This uncertainty is reflected by the fact that recent reviews of receptor tyrosine kinase signaling fail to include this body of research (8-10). In general, the issue of how membrane proteins interact with lipids in the bilayer is a neglected area of research.Here, we address the topic of how gangliosides affect the well-studied human epidermal growth factor receptor (EGFR). Early studies showed that changes in cellular ganglioside GM3 modulated tyrosine kinase activity of the receptor in cells (11-13). The inhibitory effect of GM3 was supported by data showing direct binding of GM3, but not other gangliosides, to the purified EGFR ectodomain (14). Depletion of cholesterol from cells, on the other hand, activated the EGFR (1...