Erie Indemnity (ERIE) director boosts deferred stock balance

Rhea-AI Filing Summary

Erie Indemnity Company director Thomas W. Palmer reported routine equity compensation activity. On January 21, 2026, he acquired 81.228 Directors' Deferred Compensation Share Credits at a reference price of $279.9 per credit under dividend reinvestment for the Directors' Deferred Compensation Plan. This increased his directly held deferred compensation share credits to 15,548.107.

These share credits are periodically credited under Erie Indemnity's Outside Directors' Stock Plan and represent the right to receive an equivalent number of Class A common shares when his board service ends, with no stated exercise or expiration dates. Separately, as of the same date, 770 shares of Erie Indemnity Class A common stock were held indirectly for his benefit through the Thomas W. Palmer Revocable Trust.

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

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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)
01/21/2026

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								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)	01/21/2026		J(2)		81.228		(3)	(3)	Class A Common Stock	81.228	$279.9	15,548.107	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	01/22/2026
	** 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 activity at ERIE did Thomas W. Palmer report on this Form 4?

Director Thomas W. Palmer reported acquiring 81.228 Directors' Deferred Compensation Share Credits on January 21, 2026 under the Directors' Deferred Compensation Plan.

How many deferred compensation share credits does ERIE director Thomas W. Palmer hold after this transaction?

Following the reported transaction, Thomas W. Palmer holds 15,548.107 Directors' Deferred Compensation Share Credits directly.

At what reference price were the ERIE deferred compensation share credits recorded on this Form 4?

The 81.228 share credits were recorded at a reference price of $279.9 per Directors' Deferred Compensation Share Credit.

Does Thomas W. Palmer hold Erie Indemnity (ERIE) Class A common stock outside of deferred share credits?

Yes. The filing shows 770 shares of Class A common stock held indirectly through the Thomas W. Palmer Revocable Trust.

What do the ERIE Directors' Deferred Compensation Share Credits represent for Thomas W. Palmer?

The share credits represent the right to receive an equivalent number of Erie Indemnity Class A common shares when his service as a director ends, with no exercisable or expiration dates.

How were the additional ERIE deferred share credits acquired by director Thomas W. Palmer?

According to the footnotes, the additional 81.228 share credits were acquired under dividend reinvestment for the Directors' Deferred Compensation Plan.