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Form 4: Thomas W. Palmer acquires 39.474 ERIE share credits

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Erie Indemnity Company reported a Form 4 for Director Thomas W. Palmer reflecting the acquisition of 39.474 Directors' Deferred Compensation Share Credits on 10/31/2025 under the Outside Directors' Deferred Compensation Plan (Transaction Code J).

These share credits represent the right to receive an equivalent number of Class A common shares when board service ends and have no exercisable or expiration dates. After the transaction, Palmer held 15,466.879 share credits directly and 770 Class A shares indirectly via the Thomas W. Palmer Revocable Trust.

Positive

  • None.

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Insider Palmer Thomas W
Role Director
Type Security Shares Price Value
Other Directors' Deferred Compensation Share Credits 39.474 $292.64 $12K
holding Class A Common Stock -- -- --
Holdings After Transaction: Directors' Deferred Compensation Share Credits — 15,466.879 shares (Direct); Class A Common Stock — 770 shares (Indirect, By Thomas W. Palmer Revocable Trust)
Footnotes (1)
  1. 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.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Palmer Thomas W
(Last) (First) (Middle)
MARSHALL & MELHORN
FOUR SEAGATE, 8TH FLOOR
(Street)
TOLEDO OH 43604
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ERIE INDEMNITY CO [ ERIE ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/31/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 770 I By Thomas W. Palmer Revocable Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Directors' Deferred Compensation Share Credits $0(1) 10/31/2025 J(2) 39.474 (3) (3) Class A Common Stock 39.474 $292.64 15,466.879 D
Explanation of Responses:
1. Conversion price is not applicable to shares granted under the Outside Directors' Deferred Compensation Plan.
2. Acquired under Directors' Deferred Compensation Plan.
3. 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.
Remarks:
Rebecca A. Buona, Power of Attorney 11/03/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did ERIE report on Form 4?

Director Thomas W. Palmer acquired 39.474 Directors' Deferred Compensation Share Credits on 10/31/2025 (Code J).

What do ERIE Directors' Deferred Compensation Share Credits represent?

They represent the right to receive an equivalent number of Class A common shares when the director’s service ends; they have no exercisable or expiration dates.

What were Thomas W. Palmer’s holdings after the reported transaction?

He beneficially owned 15,466.879 share credits directly and 770 ERIE Class A shares indirectly via a revocable trust.

What price was associated with the ERIE share credits in this Form 4?

The filing lists a price of $292.64 for the Directors' Deferred Compensation Share Credits.

What does Transaction Code J indicate on ERIE’s Form 4?

Code J indicates an “other” transaction; here, the credits were acquired under the Directors' Deferred Compensation Plan.

How is ownership reported for the 770 ERIE Class A shares?

The 770 Class A shares are indirectly owned through the Thomas W. Palmer Revocable Trust.