Erie Indemnity (ERIE) director reports new deferred share credits and indirect holdings
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Erie Indemnity Company director Thomas B. Hagen reported updated holdings and deferred share credits, without any open‑market buys or sells. Most positions are held indirectly through the Estate of Susan H. Hagen, a family limited partnership, and irrevocable trusts, where he shares or holds investment and voting powers.
He recorded a Form 4 entry for 39.475 Directors' Deferred Compensation Share Credits at $253.63 each, bringing his deferred share credit balance to 14,378.256 units. These credits, granted under the Outside Directors' Deferred Compensation Plan, represent the right to receive an equivalent number of Erie Indemnity Class A shares when his board service ends, with no exercise or expiration dates. The filing also notes Class B shares that are convertible into Class A stock at a stated conversion rate.
Positive
- None.
Negative
- None.
Insider Trade Summary
8 transactions reported
Mixed
8 txns
Insider
Hagen Thomas B
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Directors' Deferred Compensation Share Credits | 39.475 | $253.63 | $10K |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Directors' Deferred Compensation Share Credits — 14,378.256 shares (Direct, null);
Class B Common Stock — 28,800 shares (Indirect, Susan Hagen Non-Exempt Marital Irrev);
Class B Common Stock — 9,600 shares (Direct, null);
Class A Common Stock — 5,100 shares (Direct, null);
Class A Common Stock — 6,658,800 shares (Indirect, Susan H. Hagen Non-Exempt Marital Irrev Trust)
Footnotes (1)
- These shares were owned by Erie Indemnity Company director and reporting person, Susan Hirt Hagen who died 6/15/15. By operation of law, her 6,658,800 Class A shares and 12 Class B shares held in a revocable trust passed to an irrevocable trust of which this reporting person became co-trustee, sharing voting and investment powers. The 12,230 Class A shares from Mrs. Hagen's Directors' Deferred Compensation Plan account were subsequently transferred by the Company to her estate for which this reporting person is co-executor, sharing voting and investment powers. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or any other purpose. These shares are held by the Hagen FLP of which the reporting person is a Limited Partner and the General Partner with the sole powers of investment and voting. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or any other purpose. Conversion price is not applicable to shares granted under the Outside Directors' Deferred Compensation Plan. Acquired under Directors' Deferred Compensation Plan. The shares subject to this reporting are Share Credits which are periodically credited to the accounts of certain Directors of Erie Indemnity Company pursuant to its Outside Directors' Stock Plan. These Share Credits represent the right to receive an equivalent number of shares of Erie Indemnity Company Class A common stock when the reporting individual's service as a Director of the Company ends. There are no exercisable or expiration dates for these securities. Pursuant to the Articles of Incorporation of the Company, as amended, shares of Class B Common Stock (voting) of Erie Indemnity Company are convertible at any time to shares of Class A Common Stock (non-voting) at a conversion rate of 2,400 shares of Class A Stock for each share of Class B Stock. There are no exercise or expiration dates associated with this conversion feature and no specific exercise price when a Class B share is converted into Class A shares.
Key Figures
New deferred share credits: 39.475 share credits
Reference price per credit: $253.63 per share credit
Deferred credits balance: 14,378.256 share credits
+5 more
8 metrics
New deferred share credits
39.475 share credits
Directors' Deferred Compensation Share Credits on transaction date
Reference price per credit
$253.63 per share credit
Price used for 39.475 Directors' Deferred Compensation Share Credits
Deferred credits balance
14,378.256 share credits
Total Directors' Deferred Compensation Share Credits after transaction
Estate Class A holding
12,230 Class A shares
Owned by Estate of Susan H. Hagen with Hagen as co‑executor
Family LP Class A holding
10,086,059 Class A shares
Held by Hagen family limited partnership, indirect ownership
Trust Class A holding
6,658,800 Class A shares
Held by Susan H. Hagen Non‑Exempt Marital Irrevocable Trust
Family LP Class B underlying
415,200 underlying Class A shares
Class B Common Stock indirectly held, convertible into Class A
Director direct holdings
5,100 Class A shares; 9,600 Class B shares
Direct positions reported for Thomas B. Hagen
Key Terms
Directors' Deferred Compensation Plan, Share Credits, Outside Directors' Stock Plan, family limited partnership, +2 more
6 terms
Directors' Deferred Compensation Plan financial
"Conversion price is not applicable to shares granted under the Outside Directors' Deferred Compensation Plan."
Outside Directors' Stock Plan financial
"Share Credits which are periodically credited to the accounts of certain Directors of Erie Indemnity Company pursuant to its Outside Directors' Stock Plan."
family limited partnership financial
"These shares are held by the Hagen FLP of which the reporting person is a Limited Partner and the General Partner..."
irrevocable trust financial
"passed to an irrevocable trust of which this reporting person became co-trustee, sharing voting and investment powers."
conversion rate financial
"shares of Class B Common Stock ... are convertible at any time to shares of Class A Common Stock ... at a conversion rate of 2,400 shares..."
Conversion rate is the proportion of items, people or contracts that take a desired action out of the total possible — for example the share of website visitors who make a purchase, or the number of convertible bonds that are exchanged for shares. Investors care because it measures how effectively a business or financial instrument turns opportunity into real outcomes, like sales or share issuance, which directly affects revenue, cash flow and ownership dilution.
FAQ
What did Erie Indemnity (ERIE) director Thomas B. Hagen report in this Form 4?
He reported updated holdings and deferred share credits, with no open‑market buys or sells. The filing mainly records indirect ownership through trusts and a family limited partnership, plus a small addition of Directors' Deferred Compensation Share Credits tied to his board service.