Erie Indemnity director adds deferred share credits
Erie Indemnity Company director Thomas B. Hagen reported acquiring 99.757 Directors' Deferred Compensation Share Credits on 2026-07-21 through dividend reinvestment under the Outside Directors' Stock Plan.
Rhea-AI Filing Summary
Erie Indemnity Company director Thomas B. Hagen reported acquiring 99.757 Directors' Deferred Compensation Share Credits on 2026-07-21 through dividend reinvestment under the Outside Directors' Stock Plan. These share credits track Class A common stock and are payable in an equal number of shares when his board service ends, with no exercise or expiration dates.
Following the transaction he holds 14,560.851 share credits directly, plus direct and indirect Class A and Class B positions held through trusts, an estate and a family limited partnership, for which he disclaims beneficial ownership except to the extent of his pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
Other: 99.757 shares
Other
8 txns
Insider
Hagen Thomas B
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Directors' Deferred Compensation Share Credits F3, F4, F5 | 99.757 | $215.82 | $22K |
| holding | Class B Common Stock F6, F1 | -- | -- | -- |
| holding | Class B Common Stock F6 | -- | -- | -- |
| holding | Class B Common Stock F6, F2 | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock F1 | -- | -- | -- |
| holding | Class A Common Stock F2 | -- | -- | -- |
| holding | Class A Common Stock F1 | -- | -- | -- |
Holdings After Transaction:
Directors' Deferred Compensation Share Credits — 14,560.851 contracts (Direct);
Class B Common Stock — 28,800 contracts (Indirect, Susan Hagen Non-Exempt Marital Irrev);
Class B Common Stock — 9,600 contracts (Direct);
Class B Common Stock — 415,200 contracts (Indirect, Family L.P.);
Class A Common Stock — 5,100 shares (Direct);
Class A Common Stock — 6,658,800 shares (Indirect, Susan H. Hagen Non-Exempt Marital Irrev Trust);
Class A Common Stock — 10,086,059 shares (Indirect, Family L.P.);
Class A Common Stock — 12,230 shares (Indirect, Estate of Susan H. Hagen)
Footnotes (6)
- F1. These shares were owned by Erie Indemnity Company director and reporting person, Susan Hirt Hagen who died 6/15/15. By operation of law, her 6,658,800 Class A shares and 12 Class B shares held in a revocable trust passed to an irrevocable trust of which this reporting person became co-trustee, sharing voting and investment powers. The 12,230 Class A shares from Mrs. Hagen's Directors' Deferred Compensation Plan account were subsequently transferred by the Company to her estate for which this reporting person is co-executor, sharing voting and investment powers. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or any other purpose.
- F2. These shares are held by the Hagen FLP of which the reporting person is a Limited Partner and the General Partner with the sole powers of investment and voting. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or any other purpose.
- F3. Conversion price is not applicable to shares granted under the Outside Directors' Deferred Compensation Plan.
- F4. Acquired under dividend reinvestment for Directors' Deferred Compensation Plan.
- F5. 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.
- F6. 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.
Key Figures
Deferred share credits acquired: 99.7570 shares
Reference value per deferred share credit: $215.8200 per share
Deferred share credits after transaction: 14560.8510 shares
+4 more
7 metrics
Deferred share credits acquired
99.7570 shares
Directors' Deferred Compensation Share Credits acquired on 2026-07-21 via dividend reinvestment
Reference value per deferred share credit
$215.8200 per share
Per-credit value for the 99.757 Directors' Deferred Compensation Share Credits credited on 2026-07-21
Deferred share credits after transaction
14560.8510 shares
Total Directors' Deferred Compensation Share Credits held directly following the 2026-07-21 transaction
Direct Class A common stock
5100.0000 shares
Erie Indemnity Class A common stock held directly by the reporting person after 2026-07-21
Class A shares in irrevocable trust
6658800.0000 shares
Indirect Class A shares in an irrevocable trust where the reporting person is co-trustee, with beneficial ownership disclaimed except for pecuniary interest
Class A shares in family limited partnership
10086059.0000 shares
Indirect Class A shares held through the Hagen family limited partnership; reporting person is general partner and limited partner, with beneficial ownership disclaimed except for pecuniary interest
Class B shares in family limited partnership
415200.0000 shares
Indirect Class B voting shares in the family limited partnership, each convertible into 2,400 Class A shares with no expiration
Key Terms
Directors' Deferred Compensation Share Credits, Outside Directors' Stock Plan, irrevocable trust, Limited Partner, +1 more
5 terms
Outside Directors' Stock Plan financial
"credited to the accounts of certain Directors of Erie Indemnity Company pursuant to its Outside Directors' Stock Plan"
irrevocable trust financial
"passed to an irrevocable trust of which this reporting person became co-trustee"
An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.
Limited Partner financial
"These shares are held by the Hagen FLP of which the reporting person is a Limited Partner"
A limited partner is an investor in a pooled investment vehicle—such as a private equity, venture capital, or real estate fund—who provides capital but does not take part in day‑to‑day management and whose financial responsibility is capped at the amount invested. For investors, being a limited partner matters because it defines how much control they have, how much risk they bear, and how returns are distributed; think of a limited partner as a silent co‑owner who shares in profits and losses while leaving operations to the fund managers.
conversion rate financial
"convertible at any time to shares of Class A Common Stock at a conversion rate of 2,400 shares"
Conversion rate is the proportion of items, people or contracts that take a desired action out of the total possible — for example the share of website visitors who make a purchase, or the number of convertible bonds that are exchanged for shares. Investors care because it measures how effectively a business or financial instrument turns opportunity into real outcomes, like sales or share issuance, which directly affects revenue, cash flow and ownership dilution.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transaction did ERIE director Thomas B. Hagen report?
Thomas B. Hagen reported acquiring 99.757 Directors' Deferred Compensation Share Credits on 2026-07-21 through dividend reinvestment. These credits are issued under Erie Indemnity's Outside Directors' Stock Plan and entitle him to receive an equivalent number of Class A shares when his board service ends, with no expiration.
What ERIE Class A holdings does Thomas B. Hagen report on this Form 4?
Hagen reports 5,100 Class A shares held directly, plus 6,658,800 Class A shares in an irrevocable trust, 10,086,059 Class A shares in a family limited partnership, and 12,230 Class A shares held by an estate, all with stated voting and investment roles and beneficial ownership disclaimed except for pecuniary interest.
What ERIE Class B holdings and conversion terms does Hagen report?
He reports 28,800 Class B shares indirectly via a marital irrevocable trust, 9,600 Class B shares directly, and 415,200 Class B shares indirectly through a family limited partnership. Each Class B share is convertible into 2,400 Class A shares, with no exercise price or expiration on this conversion feature.
Was Hagen’s ERIE Form 4 transaction under a Rule 10b5-1 trading plan?
The filing’s Rule 10b5-1 checkbox is not marked, and no footnote states the use of a trading plan. The reported acquisition reflects automatic dividend reinvestment into deferred compensation share credits rather than discretionary open-market trading under a pre-arranged Rule 10b5-1 plan.
AI-generated analysis. How Rhea-AI works. Not financial advice.
