ERIE insider reports 64.843 plan share credits; 770 shares indirect

Rhea-AI Filing Summary

Erie Indemnity Company reported an insider update: a director acquired 64.843 Directors' Deferred Compensation Share Credits on 10/21/2025 under the company’s dividend reinvestment feature for the Outside Directors' Deferred Compensation Plan. The filing lists a transaction code “J” and a reference price of $325.89.

Following the transaction, the director directly holds 15,427.405 share credits. Separately, 770 shares of Class A common stock are held indirectly by the Thomas W. Palmer Revocable Trust. The share credits represent the right to receive an equivalent number of Class A shares when the director’s service ends, and they do not have exercisable or expiration dates.

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^*

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)
10/21/2025

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)	10/21/2025		J(2)		64.843		(3)	(3)	Class A Common Stock	64.843	$325.89	15,427.405	D

Explanation of Responses:

1. Conversion price is not applicable to shares granted under the Outside Directors' Deferred Compensation Plan.

2. Acquired under dividend reinvestment for 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	10/22/2025
	** 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 did ERIE disclose in this Form 4?

A director acquired 64.843 Directors' Deferred Compensation Share Credits on 10/21/2025 via dividend reinvestment under the plan.

How many share credits does the director hold after the transaction?

The filing shows 15,427.405 Directors' Deferred Compensation Share Credits held directly after the transaction.

What price is referenced for the share credits?

The filing references a price of $325.89 for the Directors' Deferred Compensation Share Credits.

Are these share credits immediately exercisable?

No. The share credits have no exercisable or expiration dates and convert to Class A shares when service as a director ends.

Is there any indirect ownership disclosed?

Yes. The filing lists 770 Class A common shares held indirectly by the Thomas W. Palmer Revocable Trust.

What does transaction code 'J' indicate here?

It denotes an acquisition under the plan, specifically via dividend reinvestment per the filing’s explanation.