Form 4: Erie Indemnity Director Boosts Share Credits

Erie Indemnity Director J. Ralph Borneman Jr. reported an acquisition of Class A Common Stock through a dividend reinvestment plan and holds shares indirectly via a revocable trust.

Summary

• J. Ralph Borneman Jr., a Director of Erie Indemnity Co. (ERIE), reported changes in his beneficial ownership of company securities.
• Borneman indirectly owns 10,000 shares of Class A Common Stock through the J. Ralph Borneman, Jr. Revocable Trust DTD 02/16/2015.
• He acquired 105.534 Directors' Deferred Compensation Share Credits on January 21, 2026, through a dividend reinvestment for the Directors' Deferred Compensation Plan.
• Each Share Credit represents the right to receive an equivalent number of Class A Common Stock shares when Borneman's service as a Director ends.
• The conversion price for these Share Credits is not applicable, and there are no exercisable or expiration dates for these securities.
• The price of the derivative security (Share Credit) at the time of acquisition was $279.9.
• Following this transaction, Borneman beneficially owns a total of 20,224.251 Directors' Deferred Compensation Share Credits.

Sentiment

Score: 6

Explanation: A routine Form 4 filing indicating a director's beneficial ownership and participation in a deferred compensation plan, which is generally seen as a positive sign of alignment with shareholder interests, thus slightly positive.

Positives

• A Director's continued participation in the company's stock plan and dividend reinvestment demonstrates alignment of interests with shareholders.
• The increase in beneficial ownership of Share Credits indicates ongoing commitment to the company's long-term performance.

Future Outlook

The filing does not contain explicit forward-looking statements or guidance beyond the nature of the Share Credits converting to common stock upon the Director's service ending.

Industry Context

This is a routine insider transaction disclosure, common for directors of publicly traded companies to hold shares and participate in deferred compensation plans, aligning their interests with long-term company performance.

Comparison to Industry Standards

• Director participation in deferred compensation and dividend reinvestment plans is a standard practice across many industries, including insurance, to incentivize long-term commitment and align management interests with shareholders.
• The structure of Share Credits converting to common stock upon service termination is a common mechanism in director compensation plans, similar to restricted stock units (RSUs) or performance share units (PSUs) seen in companies like Berkshire Hathaway (BRK.A, BRK.B) for their board members, though specific terms vary.

Related Party Transactions

• Indirect ownership of 10,000 Class A Common Stock shares through the J. Ralph Borneman, Jr. Revocable Trust DTD 02/16/2015, which is controlled by the reporting person.

Stakeholder Impact

• Shareholders: The director's continued participation in the company's stock and deferred compensation plans generally aligns their interests with those of long-term shareholders.

Next Steps

• The Share Credits will convert to an equivalent number of Class A Common Stock shares when the reporting individual's service as a Director of the Company ends.

Key Dates

Keywords

Erie Indemnity, ERIE, Form 4, insider transaction, beneficial ownership, director compensation, stock plan, dividend reinvestment, Class A Common Stock