Hagen Thomas B 4
4 · ERIE INDEMNITY CO · Filed Apr 22, 2026
Research Summary
AI-generated summary of this filing
Erie Indemnity Director Thomas B. Hagen Acquires 39.475 Shares
What Happened
- Thomas B. Hagen, a director of Erie Indemnity Company (ERIE), recorded an acquisition of 39.475 share credits (derivative securities) on April 20, 2026. The filing lists a per-share value of $253.63, giving a total value of approximately $10,012. This was an acquisition under the company's Directors' Deferred Compensation Plan, not an open-market purchase of Class A common stock.
Key Details
- Transaction date: 2026-04-20; Filing date: 2026-04-22 (timely filing).
- Transaction type: Other acquisition (derivative share credits) under the Directors' Deferred Compensation Plan.
- Quantity and value: 39.475 share credits @ $253.63 each = $10,012 (reported).
- Shares owned after transaction: Not specified in this filing.
- Notable footnotes: F4 confirms acquisition under the Directors' Deferred Compensation Plan; F5 explains these "share credits" are rights to receive an equivalent number of Class A shares when the director's service ends (no exercise/expiration dates). Footnotes F1 and F2 include ownership disclaimers relating to certain family/trust holdings and limited partner interests; the reporting person disclaims beneficial ownership except to the extent of pecuniary interest.
Context
- This was a deferred-compensation credit (derivative right), not an immediate purchase of tradable common stock. Such credits typically convert to actual shares in the future (e.g., when director service ends) and do not necessarily indicate near-term buying or selling intent.
Insider Transaction Report
Form 4
Hagen Thomas B
Director
Transactions
- Other
Directors' Deferred Compensation Share Credits
[F3][F4][F5]2026-04-20$253.63/sh+39.475$10,012→ 14,378.256 totalExercise: $0.00→ Class A Common Stock (39.475 underlying)
Holdings
- 5,100
Class A Common Stock
- 6,658,800(indirect: By Trust)
Class A Common Stock
[F1] - 10,086,059(indirect: Family L.P.)
Class A Common Stock
[F2] - 12,230(indirect: Estate of Susan H. Hagen)
Class A Common Stock
[F1] - 12(indirect: Susan Hagen Non-Exempt Marital Irrev)
Class B Common Stock
[F6][F1]Exercise: $0.00→ Class A Common Stock (28,800 underlying) - 4
Class B Common Stock
[F6]Exercise: $0.00→ Class A Common Stock (9,600 underlying) - 173(indirect: Family L.P.)
Class B Common Stock
[F6][F2]Exercise: $0.00→ Class A Common Stock (415,200 underlying)
Footnotes (6)
- [F1]These shares were owned by Erie Indemnity Company director and reporting person, Susan Hirt Hagen who died 6/15/15. By operation of law, her 6,658,800 Class A shares and 12 Class B shares held in a revocable trust passed to an irrevocable trust of which this reporting person became co-trustee, sharing voting and investment powers. The 12,230 Class A shares from Mrs. Hagen's Directors' Deferred Compensation Plan account were subsequently transferred by the Company to her estate for which this reporting person is co-executor, sharing voting and investment powers. 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.
- [F2]These shares are held by the Hagen FLP of which the reporting person is a Limited Partner and the General Partner with the sole powers of investment and voting. 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.
- [F3]Conversion price is not applicable to shares granted under the Outside Directors' Deferred Compensation Plan.
- [F4]Acquired under Directors' Deferred Compensation Plan.
- [F5]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.
- [F6]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.
Signature
Rebecca A. Buona, Power of Attorney|2026-04-22