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Erie Indemnity (ERIE) director reports deferred share credits and trust stakes

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Erie Indemnity Company director Jonathan Hirt reported acquiring 87.826 Directors' Deferred Compensation Share Credits on January 21, 2026 through dividend reinvestment at $279.9 per share. After this transaction, he holds 16,817.524 such share credits, which represent the right to receive an equivalent number of Erie Indemnity Class A common shares when his board service ends, with no exercise or expiration dates.

Separately, the filing lists direct ownership of 223,130 Class A common shares and indirect holdings of 200 Class A shares each held by a daughter and a son, for which he disclaims beneficial ownership. It also discloses direct and trust-related positions in Class B common stock that are convertible into Class A shares at a rate of 2,400 Class A shares for each Class B share, with no stated expiration or exercise price.

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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).
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*
Hagen Jonathan Hirt

(Last) (First) (Middle)
19 UNIVERSITY MEWS

(Street)
PHILADELPHIA PA 19104-4756

(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 223,130 D
Class A Common Stock 200 I By Daughter(1)
Class A Common Stock 200 I By Son(1)
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(2) 01/21/2026 J(3) 87.826 (4) (4) Class A Common Stock 87.826 $279.9 16,817.524 D
Class B Common Stock $0(5) (5) (5) Class A Common Stock 2,400(5) 1(5) D
Class B Common Stock $0(5) (5) (5) Class A Common Stock 1,404,000(5) 585(5) I Contingent Beneficiary & Co-Trustee, Trust
Class B Common Stock $0(5) (5) (5) Class A Common Stock 1,404,000(5) 585(5) I Contingent Beneficiary & Co-Trustee, Trust
Class B Common Stock $0(5) (5) (5) Class A Common Stock 2,808,000(5) 1,170(5) I Primary Beneficiary & Co-Trustee, Trust
Explanation of Responses:
1. Held by family member. The Reporting Person disclaims beneficial ownership of these reported securities and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for the purposes of Section 16 or for any other purpose.
2. Conversion price is not applicable to shares granted under the Outside Directors' Deferred Compensation Plan.
3. Acquired under dividend reinvestment for Directors' Deferred Compensation Plan.
4. 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.
5. 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.
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.
* 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 insider transaction did ERIE director Jonathan Hirt report on this Form 4?

Jonathan Hirt reported acquiring 87.826 Directors' Deferred Compensation Share Credits for Erie Indemnity on January 21, 2026. These were credited through dividend reinvestment at a reference price of $279.9 per share under the Directors' Deferred Compensation Plan.

How many deferred compensation share credits does ERIE director Jonathan Hirt now hold?

Following the reported transaction, Jonathan Hirt holds 16,817.524 Directors' Deferred Compensation Share Credits. Each credit represents the right to receive one Erie Indemnity Class A common share when his service as a director ends.

What direct Class A common stock holdings does Jonathan Hirt report in ERIE?

The filing shows direct ownership of 223,130 Erie Indemnity Class A common shares by Jonathan Hirt. These are listed separately from his deferred compensation share credits and indirect holdings.

How are Jonathan Hirt’s family members’ ERIE shares treated in this Form 4?

The report lists 200 Class A shares held by a daughter and 200 Class A shares held by a son as indirect holdings. A footnote states that these are held by family members and that the reporting person disclaims beneficial ownership of these securities.

What trust-related Class B common stock positions in ERIE are disclosed for Jonathan Hirt?

The filing discloses indirect holdings of Erie Indemnity Class B common stock where Jonathan Hirt is identified as a contingent or primary beneficiary and co-trustee. These trust positions are shown with associated amounts of Class B shares and are reported as indirect ownership.

How can Erie Indemnity Class B common stock be converted into Class A shares?

A footnote states that each share of Erie Indemnity Class B Common Stock (voting) is convertible at any time into 2,400 shares of Class A Common Stock (non-voting). There are no exercise or expiration dates and no specific exercise price associated with this conversion feature.

What are Directors' Deferred Compensation Share Credits for ERIE?

According to the disclosure, these share credits are periodically credited to directors' accounts under Erie Indemnity's Outside Directors' Stock Plan. They represent the right to receive an equivalent number of Class A common shares when the director's service ends, with no exercisable or expiration dates.

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