Form 4: ERIE Director Hagen Updates Beneficial Ownership

Thomas B. Hagen, a director at Erie Indemnity Co., reported an update to his beneficial ownership, including acquisition of share credits via dividend reinvestment.

Summary

• Thomas B. Hagen, a Director of Erie Indemnity Co. (ERIE), filed a Form 4 statement detailing his beneficial ownership of the company's securities.
• On October 21, 2025, Mr. Hagen acquired 59.66 Directors' Deferred Compensation Share Credits through dividend reinvestment, valued at $325.89 per share credit.
• Following this transaction, Mr. Hagen directly holds 14,185.096 Directors' Deferred Compensation Share Credits.
• His direct beneficial ownership of Class A Common Stock is 5,100 shares.
• Indirectly, Mr. Hagen beneficially owns 6,658,800 Class A Common Stock shares and 12 Class B Common Stock shares through the Susan H. Hagen Non-Exempt Marital Irrev Trust, where he serves as co-trustee.
• He also indirectly owns 10,086,059 Class A Common Stock shares and 173 Class B Common Stock shares through the Hagen Family L.P., where he is a Limited Partner and General Partner.
• An additional 12,230 Class A Common Stock shares are indirectly held through the Estate of Susan H. Hagen, for which Mr. Hagen is co-executor.
• Mr. Hagen disclaims beneficial ownership of these indirectly held securities except to the extent of his pecuniary interest therein.

Sentiment

Score: 6

Explanation: The filing reports a routine acquisition of share credits through dividend reinvestment by a director, indicating continued participation in the company's stock plan. This is a neutral to slightly positive event, as it shows continued alignment of interests, but is not a significant market moving event.

Positives

• The acquisition of 59.66 Directors' Deferred Compensation Share Credits through dividend reinvestment indicates continued participation and accumulation of company equity by a director.
• The director's substantial indirect holdings align his interests with long-term shareholder value.

Future Outlook

The Directors' Deferred Compensation 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.

Management Comments

• "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."

Industry Context

This filing is a routine insider transaction report, common across all publicly traded companies, providing transparency on director and officer stock ownership. It does not directly reflect broader industry trends but rather individual corporate governance and compensation practices.

Related Party Transactions

• Indirect beneficial ownership of Class A and Class B Common Stock is held through the Susan H. Hagen Non-Exempt Marital Irrev Trust and the Hagen Family L.P., entities with which the reporting person has familial and partnership ties.

Stakeholder Impact

• Shareholders benefit from transparency regarding director stock ownership, which can indicate management's alignment with shareholder interests.
• The filing provides clarity on the complex ownership structure involving family trusts and partnerships.

Next Steps

• The reporting individual will receive the equivalent number of Class A common stock shares for the Directors' Deferred Compensation Share Credits upon the cessation of their service as a Director.

Key Dates

Recommendation

This Form 4 filing details a routine update to a director's beneficial ownership, primarily reflecting the acquisition of share credits through dividend reinvestment. It does not contain any material information that would warrant a change in investment recommendation. The director's continued accumulation of shares through a deferred compensation plan is a neutral to slightly positive signal of alignment with shareholder interests, but not a catalyst for a 'buy' or 'sell' decision.

Keywords

ERIE, Erie Indemnity, Thomas Hagen, Form 4, beneficial ownership, director holdings, dividend reinvestment, insider trading, stock ownership