Erie Indemnity (ERIE) director adds deferred stock credits

Rhea-AI Filing Summary

Erie Indemnity Company director and 10% owner Elizabeth A. Vorsheck reported an automatic award of 39.474 Directors' Deferred Compensation Share Credits on January 31, 2026. These credits, granted under the Outside Directors' Stock Plan at $0 per credit, bring her directly held deferred share credit balance to 14,338.776, representing the right to receive the same number of Class A common shares when her board service ends.

The filing also lists substantial indirect holdings of Erie Indemnity Class A and Class B common stock through multiple trusts and a limited partnership where she serves in roles such as trustee, co‑trustee, beneficiary, or partner; these entries update ownership positions rather than record new share purchases or sales.

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

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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^*

Vorsheck Elizabeth A

(Last) (First) (Middle)

6252 COMMERCIAL WAY PMB 140

(Street)

BROOKSVILLE FL 34613

(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	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/31/2026

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								324,300	I	By Audrey C. Hirt 1989/1990 Income Trust For E. Vorsheck
Class A Common Stock								3,000,000	I	VEIC Limited Partnership
Class A Common Stock								686	I	Elizabeth Vorsheck Trustee for the Elizabeth Vorsheck Revocable Trust 5/3/99
Class A Common Stock								193,679	I	By Elizabeth Vorsheck Trustee Elizabeth Vorsheck Revocable Trust U/A DTD 05/03/99
Class A Common Stock								69,716	D
Class A Common Stock								372,565	I	By Frank William Hirt 1989/1990 Trust For E. Vorsheck

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)	01/31/2026		A		39.474		(2)	(2)	Class A Common Stock	39.474	$0	14,338.776	D
Class B Common Stock	$0							(3)	(3)	Class A Common Stock	2,808(3)		1,170(3)	I	Contingent Beneficiary & Co-Trustee, Trust
Class B Common Stock	$0(3)							(3)	(3)	Class A Common Stock	1,404,000(3)		585(3)	I	Contingent Beneficiary & Co-Trustee, Trust
Class B Common Stock	$0(3)							(3)	(3)	Class A Common Stock	1,404,000(3)		585(3)	I	Primary Beneficiary & Co-Trustee, Trust

Explanation of Responses:

1. Conversion price is not applicable to shares granted under the Erie Indemnity Company Deferred Compensation Plan for Outside Directors (the "Plan").

2. 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.

3. 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.

Remarks:

	Rebecca A. Buona, Power of Attorney	02/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Elizabeth A. Vorsheck report for ERIE on January 31, 2026?

Elizabeth A. Vorsheck reported receiving 39.474 Directors' Deferred Compensation Share Credits for Erie Indemnity on January 31, 2026. These credits are part of the company’s Outside Directors' Stock Plan and convert into the same number of Class A shares when her board service ends.

What are Directors' Deferred Compensation Share Credits in Erie Indemnity's Form 4?

Directors' Deferred Compensation Share Credits are bookkeeping entries that give a director the right to receive equivalent Class A shares when board service ends. For Erie Indemnity, these credits are granted at $0 and have no exercise or expiration dates, functioning as deferred stock-based compensation.

How many deferred share credits does Elizabeth A. Vorsheck hold after this ERIE transaction?

After the January 31, 2026 award, Elizabeth A. Vorsheck beneficially holds 14,338.776 Directors' Deferred Compensation Share Credits directly. Each credit represents a future right to one share of Erie Indemnity Class A common stock, deliverable when her service as a director ends under the plan’s terms.

Does the ERIE Form 4 show any Class B to Class A stock conversion terms?

Yes. The filing explains that Erie Indemnity Class B Common Stock is convertible into Class A Common Stock at a rate of 2,400 Class A shares for each Class B share. This conversion has no exercise price and no expiration dates under the company’s Articles of Incorporation.

What indirect Erie Indemnity share holdings are reported for Elizabeth A. Vorsheck?

The Form 4 lists multiple indirect holdings, including Class A shares held through trusts and a limited partnership, and Class B shares where she is a contingent or primary beneficiary and co‑trustee. These entries update ownership levels rather than record new market transactions in Erie Indemnity stock.

Is the reported ERIE director compensation grant a cash transaction?

No. The reported grant of 39.474 Directors' Deferred Compensation Share Credits is a non‑cash award. The credits are granted at $0 per unit and simply increase the director’s future right to receive Erie Indemnity Class A shares when her service on the board concludes.