UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): ~~December~~February 920, ~~2025~~2026


			ERIE INDEMNITY COMPANY
			(Exact name of registrant as specified in its charter)

Pennsylvania

0-24000

25-0466020

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

100 Erie Insurance Place,

Erie,

Pennsylvania

16530

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code:

814

870-2000


			Not applicable
			Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Class A common stock,

stated value $0.0292 per share

ERIE

NASDAQ Stock Market, LLC

(Title of each class)

(Trading Symbol)

(Name of each exchange on which registered)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 20, 2026, Erie Indemnity Company (the “Company”) issued a press release announcing that Timothy G. NeCastro, the Company’s President and Chief Executive Officer, will retire on December 31, 2026 and the Board of Directors of the Company will initiate a search to identify a new President and Chief Executive Officer.

Mr. NeCastro has been the Chief Executive Officer of the Company since 2016 and an employee of the Company for 30 years. He has served in a variety of senior leadership positions, including in internal audit, finance, product and policy services, and regional field operations.

Item 8.01 Other Events.

a) On ~~December~~February 1120, ~~2025,~~2026 ~~Erie Indemnity Company (~~the “Company”) issued a press release ~~(the~~announcing ~~“Press~~Mr. ~~Release”)~~NeCastro’s toplanned ~~report that~~retirement, ona ~~December~~copy ~~9, 2025, the Company's Board~~ of ~~Directors~~which ~~set~~is ~~the~~attached ~~management~~hereto ~~fee~~as ~~rate~~Exhibit ~~charged~~99.1 ~~by the Company to Erie Insurance Exchange~~ and ~~approved~~is anincorporated ~~increase~~by inreference ~~shareholder dividends~~herein. ~~See the Press Release attached as Exhibit 99.1.~~

b) On December 9, 2025, the Board of Directors of the Company also approved the following regular quarterly dividend on shares of Erie Indemnity Company Class A common stock.

Dividend Number: 382

Class A Rate Per Share: $1.4625

Declaration Date: December 9, 2025

Ex-Dividend Date: January 6, 2026

Record Date: January 6, 2026

Payable Date: January 21, 2026

Item 9.01 Financial Statements and Exhibits.

Exhibit 99.1 Press Release dated ~~December~~February 1120, ~~2025~~2026

Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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Exhibit Index

Exhibit No.						Description
99.1						Press Release dated ~~December~~February 1120, ~~2025~~2026
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Erie Indemnity Company

December 11, 2025

By:

/s/ Brian W. Bolash

February 20, 2026

By:

/s/ Brian W. Bolash

Name: Brian W. Bolash

Title: EVP, Secretary & General Counsel

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