Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
April 21, 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. ☐
Item 2.02 Results of Operations and Financial Condition.
On April 23, 2026, Erie Indemnity Company (the “Company”) issued a press release announcing financial results for the quarter ended March 31, 2026. Copies of the press release and financial information are attached hereto and are incorporated herein by reference as Exhibit 99.1 and Exhibit 99.2, respectively.
On April 24, 2026 at 10:00 a.m. the Company will provide a pre-recorded Webcast that is complementary to the press release announcing financial results for the quarter ended March 31, 2026.
Item 5.07 Submission of Matters to a Vote of Security Holders.
(a) The Company held its 101st Annual Meeting of Shareholders (the “Annual Meeting”) on April 21, 2026. On the record date for the Annual Meeting, the Company had 2,542 shares of Class B common stock outstanding, which had the exclusive right to vote on all matters presented for consideration at the meeting.
(b) At the Annual Meeting, shareholders of the Company re-elected the 10 incumbent directors and one new director to serve on the Company's Board of Directors for a one-year term. The names of the elected directors and voting results appear below. None of the shareholders who voted for the election of Directors withheld authority or abstained.
For
J. Ralph Borneman, Jr.
2,542
Eugene C. Connell
2,542
Salvatore Correnti
2,542
LuAnn Datesh
2,542
William D. Edwards
2,542
Jonathan Hirt Hagen
2,542
Thomas B. Hagen
2,542
C. Scott Hartz
2,542
Brian A. Hudson, Sr.
2,542
Thomas W. Palmer
2,542
Elizabeth Hirt Vorsheck
2,542
(c) In accordance with the provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, shareholders were asked to approve, on an advisory basis, the compensation of the Company's named executive officers as disclosed in the Company's 2026 Information Statement. The compensation of the named executive officers was unanimously approved by the 2,542 votes cast.
(a) At its meeting on April 21, 2026, the Company's Board of Directors approved the following quarterly dividend on shares of Erie Indemnity Company Class A common stock:
Dividend Number: 384
Class A Rate Per Share: $1.4625
Declaration Date: April 21, 2026
Ex-Dividend Date: July 7, 2026
Record Date: July 7, 2026
Payable Date: July 21, 2026
(b) In addition to his re-election to the Board, Jonathan Hirt Hagen was elected Chairman of the Board. Thomas B. Hagen, also re-elected to the Board, will serve as Chairman Emeritus. Thomas B. Hagen previously served as Chairman since 2007.
Item 9.01 Financial Statements and Exhibits.
Exhibit 99.1 Press Release
Exhibit 99.2 Financial Information
Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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.