ERIE Indemnity Insider Activity: Small Dividend Reinvest Credit

Rhea-AI Filing Summary

ERIE Indemnity Co. (ERIE) Form 4 – insider activity dated 07/22/2025

Director LuAnn Datesh reported one routine transaction under the Outside Directors’ Deferred Compensation Plan. Through automatic dividend reinvestment (Code J), she acquired 15.308 share credits that will convert 1-for-1 into Class A common stock when her board service ends. The reference price was $364.10 per share, raising her total derivative balance to 3,940.711 share credits. The derivative securities carry no exercise or expiration dates.

Table I shows 410 Class A shares held directly after the reported activity; the filing format does not indicate any open-market purchase or sale of these shares. No other equity, option or debt transactions were disclosed.

The volume involved is de-minimis relative to ERIE’s float and reflects normal board compensation rather than a discretionary buy or sell, implying immaterial impact on the company’s outlook.

Positive

• Director’s interest aligned via continued accumulation of share credits through dividend reinvestment.
• Transparent and timely disclosure supports good corporate governance practices.

Negative

• Immaterial volume (~$5.6k) offers little insight into insider sentiment.
• No open-market buying; therefore, limited bullish signal for investors.

Insights

Securities Analyst

TL;DR: Routine dividend reinvestment adds 15.3 derivative shares; negligible market impact.

The transaction is a periodic credit under the directors’ plan, not an active trade. At today’s share price it represents roughly $5,600 in value (15.308 × $364.10) versus ERIE’s multi-billion-dollar market cap, so liquidity or signaling effects are minimal. Beneficial ownership now totals ~3,941 deferred shares plus 410 direct shares, unchanged in strategic terms. Investors should view this as standard compensation accounting rather than a directional bet.

Corporate Governance Expert

TL;DR: Filing evidences compliance; no governance red flags detected.

ERIE continues to disclose director share credits promptly, supporting transparency. The use of dividend reinvestment aligns director incentives with shareholders but does not materially shift ownership concentration. No sale of direct shares was recorded, limiting downside perception. Governance posture remains stable.

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).

1. Name and Address of Reporting Person^*

Datesh LuAnn

(Last) (First) (Middle)

333 OAK FOREST DRIVE

(Street)

PITTSBURGH PA 15216

(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)
07/22/2025

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								410	D

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)	07/22/2025		J(2)		15.308		(3)	(3)	Class A Common Stock	15.308	$364.1	3,940.711	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	07/23/2025
	** 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.

FAQ

What did ERIE director LuAnn Datesh report in the July 2025 Form 4?

She acquired 15.308 share credits through dividend reinvestment under the Directors’ Deferred Compensation Plan.

Were any ERIE Class A shares bought or sold on the open market?

No open-market trades were disclosed; the 410 direct shares remain unchanged.

How many ERIE derivative share credits does the director now hold?

After the transaction, she beneficially owns 3,940.711 derivative share credits.

Is the reported transaction material to ERIE investors?

No. The value is roughly $5.6 k, too small to affect ERIE’s valuation or insider-sentiment analysis.

Why are there no exercise or expiration dates on the share credits?

Under ERIE’s plan, credits convert 1-to-1 into stock only when board service ends; thus, no traditional option terms apply.