Form Type: 4

SEC EDGAR Link
Accession Number:0001127602-20-022508
Date:2020-07-31
Issuer: ERIE INDEMNITY CO (ERIE)
Original Submission Date:

Reporting Person:

HAGEN THOMAS B
230 WEST 6TH STREET
ERIE, PA 16507-1319

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2020-07-31 0 $0.00 5,100 direct
CLASS A COMMON STOCK 2020-07-31 0 $0.00 12,230 indirect f1
CLASS A COMMON STOCK 2020-07-31 0 $0.00 10,086,059 indirect f2
CLASS A COMMON STOCK 2020-07-31 0 $0.00 6,658,800 indirect f1
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
DIRECTORS' DEFERRED COMPENSATION SHARE CREDITS 0.0 2020-07-31 deemed execution date J 92 (a) class a common stock 92 $0.00 11,403 direct
CLASS B COMMON STOCK 0.0 2020-07-31 deemed execution date 0 ( ) class a common stock 9,600 $0.00 4 direct
CLASS B COMMON STOCK 0.0 2020-07-31 deemed execution date 0 ( ) class a common stock 367,200 $0.00 153 indirect family l.p.
CLASS B COMMON STOCK 0.0 2020-07-31 deemed execution date 0 ( ) class a common stock 28,800 $0.00 12 indirect susan hagen estate settlement trust
Footnotes
IDfootnote
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.
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.
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