CONNELL EUGENE C 4

4 · ERIE INDEMNITY CO · Filed Feb 2, 2026

AI-generated summary of this filing

Updated Feb 2, 2026

ERIE Director Eugene Connell Receives 39.474 Deferred Share Credits

What Happened

Eugene C. Connell, a director of Erie Indemnity Company (ERIE), had 39.474 share credits credited to his account on Jan 31, 2026. The transaction is reported as an "other acquisition" (code J) of a derivative security at an attributable value of $283.01 per share credit, totaling $11,172. This was an acquisition of deferred compensation share credits — not an open-market stock purchase.

Key Details

Transaction date and price: Jan 31, 2026; 39.474 share credits @ $283.01 each (total $11,172).
Security type: Derivative — "Share Credits" under the Outside Directors' Deferred Compensation / Stock Plan.
Shares owned after transaction: Not specified in the provided filing excerpt.
Footnotes of note:
- F3/F4: Credits were granted under the Directors' Deferred Compensation / Outside Directors' Stock Plan and represent the right to receive an equivalent number of Class A shares when the director's service ends; no exercise or expiration dates.
- F2: Conversion/exercise price not applicable to these deferred-share credits.
- F1: Some shares are held by the reporting person's children living in his household; the reporting person disclaims beneficial ownership of those reported securities.
Filing timeliness: Transaction dated Jan 31, 2026; Form 4 filed Feb 2, 2026 — filing appears timely.

Context

These are deferred-compensation share credits (derivative rights), meaning Connell did not receive tradable shares immediately; the credits convert to actual Class A common stock upon the end of his service per plan terms. Such grants are routine for directors and reflect compensation arrangements rather than immediate market buys or sales.

Form 4

Period: 2026-01-31

Director

Transactions

Other
Directors' Deferred Compensation Share Credits
[F2][F3][F4]
2026-01-31$283.01/sh+39.474$11,172→ 3,305.82 total
Exercise: $0.00→ Class A Common Stock (39.474 underlying)

Holdings

Footnotes (4)

[F1]Shares held by Reporting Person's children living in his household. The Reporting Person disclaims beneficial ownership of these reported securities, therefore 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.
[F2]Conversion price is not applicable to shares granted under the Outside Directors' Deferred Compensation Plan.
[F3]Acquired under Directors' Deferred Compensation Plan.
[F4]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.

Signature

Rebecca A. Buona, Power of Attorney|2026-02-02

1 file