Erie Indemnity (NASDAQ: ERIE) CEO gifts 2,039 shares to charity

Rhea-AI Filing Summary

Erie Indemnity President & CEO Timothy G. Necastro reported a bona fide gift of 2,039 shares of Class A common stock on March 18, 2026 to a qualified charitable organization. After the gift, he directly holds 9,541 Class A shares, plus 12,844.338 incentive compensation deferral plan share credits and an additional 278 shares held indirectly through a Roth IRA. The share credits entitle him to receive an equivalent number of Class A shares when he retires or otherwise separates from the company, and they have no expiration date.

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^*

NECASTRO TIMOTHY G

(Last) (First) (Middle)

100 ERIE INSURANCE PLACE

(Street)

ERIE PENNSYLVANIA 16530

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ERIE INDEMNITY CO [ ERIE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	03/18/2026		G(1)		2,039	D	$0	9,541	D
Class A Common Stock								278	I	By ROTH IRA for Self

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
Incentive Compensation Deferral Plan Share Credits	$0(2)							(3)	(3)	Class A Common Stock	12,844.338		12,844.338	D

Explanation of Responses:

1. Gift of shares made to a qualified charitable organization.

2. Conversion price is not applicable to shares granted under the Erie Indemnity Company Incentive Compensation Deferral Plan.

3. The shares subject to this reporting are Share Credits which are periodically credited to the accounts of a select group of management and highly compensated employees of Erie Indemnity Company pursuant to its Incentive Compensation Deferral 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 retires or otherwise separates from service with the Company. There are no exercisable or expiration dates for these securities.

Remarks:

	Rebecca A. Buona, Power of Attorney	03/26/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did ERIE CEO Timothy Necastro report on this Form 4?

Timothy G. Necastro reported a bona fide gift of 2,039 shares of Erie Indemnity Class A common stock. The gift was made to a qualified charitable organization and involved no sale proceeds or purchase price, reflecting a non-market, charitable disposition of shares.

How many ERIE Class A shares does the CEO hold after this reported gift?

Following the 2,039-share gift, the CEO directly holds 9,541 Class A shares. He also has 12,844.338 incentive compensation deferral plan share credits and 278 additional Class A shares held indirectly through a Roth IRA established for his benefit.

What are Erie Indemnity incentive compensation deferral plan share credits reported on this Form 4?

The reported 12,844.338 share credits are units periodically credited to certain employees under Erie Indemnity’s Incentive Compensation Deferral Plan. Each share credit represents the right to receive one Class A common share upon retirement or separation, with no exercisable or expiration dates applicable to these securities.

Was the ERIE CEO’s March 18, 2026 transaction a market sale or purchase?

The March 18, 2026 transaction was a bona fide gift, not a market sale or purchase. The 2,039 shares of Class A common stock were donated to a qualified charitable organization, with no transaction price per share and no cash consideration involved.

How are the ERIE CEO’s indirect holdings reflected in this Form 4 filing?

In addition to direct holdings, the filing shows 278 Class A shares held indirectly in a Roth IRA for his benefit. This indirect position is reported separately from his 9,541 directly held shares and the 12,844.338 incentive compensation deferral plan share credits.

Do the ERIE incentive compensation share credits have an exercise price or expiration date?

The incentive compensation deferral plan share credits have no applicable conversion or exercise price and no expiration date. They simply entitle the reporting individual to receive an equivalent number of Class A common shares upon retirement or other separation from service with Erie Indemnity.