Form 8-K

8-K — ERIE INDEMNITY CO

Accession: 0001628280-26-051071

Filed: 2026-07-30

Period: 2026-07-28

CIK: 0000922621

SIC: 6411 (INSURANCE AGENTS BROKERS & SERVICES)

Item: Results of Operations and Financial Condition

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — erie-20260728.htm (Primary)

EX-99.1 (ex-99106302026.htm)

EX-99.2 (ex-99206302026.htm)

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8-K

8-K (Primary)

Filename: erie-20260728.htm · Sequence: 1

erie-20260728

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Top of the Form

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): July 28, 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. ☐

Top of the Form

Item 2.02 Results of Operations and Financial Condition.

On July 30, 2026, Erie Indemnity Company (the “Company”) issued a press release announcing financial results for the quarter and six months ended June 30, 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 July 31, 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 and six months ended June 30, 2026.

Item 8.01 Other Events.

At its meeting on July 28, 2026, the Company's Board of Directors approved the following quarterly dividend on shares of Erie Indemnity Company Class A common stock:

Dividend Number: 385

Class A Rate Per Share: $1.4625

Declaration Date: July 28, 2026

Ex-Dividend Date: October 5, 2026

Record Date: October 5, 2026

Payable Date: October 20, 2026

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)

Top of the Form

Exhibit Index

Exhibit No. Description

99.1

Press Release

99.2

Financial Information

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

Top of the Form

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

July 30, 2026 By: /s/ Julie M. Pelkowski

Name: Julie M. Pelkowski

Title: Executive Vice President & CFO

EX-99.1

Filename: ex-99106302026.htm · Sequence: 2

Document

Exhibit 99.1

Erie Indemnity Reports Second Quarter 2026 Results

Net Income per Diluted Share was $3.45 for the Quarter and $6.32 for the Six Months of 2026

Erie, Pa., July 30, 2026 - Erie Indemnity Company (NASDAQ: ERIE) today announced financial results for the quarter and six months ending June 30, 2026. Net income was $180.3 million, or $3.45 per diluted share, in the second quarter of 2026, compared to $174.7 million, or $3.34 per diluted share, in the second quarter of 2025. Net income was $330.8 million, or $6.32 per diluted share, in the first six months of 2026, compared to $313.1 million, or $5.99 per diluted share, in the first six months of 2025.

2Q and First Half 2026

(in thousands) 2Q'26 2Q'25 1H'26 1H'25

Operating income $ 204,123 $ 199,173 $ 370,910 $ 350,549

Investment income 22,553 19,600 44,672 39,136

Other income 1,401 1,974 2,821 5,808

Income before income taxes 228,077 220,747 418,403 395,493

Income tax expense 47,783 46,062 87,635 82,391

Net income $ 180,294 $ 174,685 $ 330,768 $ 313,102

2Q 2026 Highlights

Operating income before taxes increased $5.0 million, or 2.5 percent, in the second quarter of 2026 compared to the second quarter of 2025.

•Management fee revenue - policy issuance and renewal services increased $39.0 million, or 4.7 percent, in the second quarter of 2026 compared to the second quarter of 2025.

•Management fee revenue - administrative services increased $1.3 million, or 7.2 percent, in the second quarter of 2026 compared to the second quarter of 2025.

•Cost of operations - policy issuance and renewal services

◦Commissions increased $44.7 million in the second quarter of 2026, compared to the same period in 2025, primarily driven by an increase in agent incentive compensation and the growth in direct and affiliated assumed written premium.

◦Non-commission expense decreased $8.8 million in the second quarter of 2026 compared to the second quarter of 2025. Personnel costs increased $3.0 million, primarily due to increased incentive compensation driven by stronger performance metrics and a smaller decrease in company stock price. This increase was partially offset by bonuses awarded to all employees in 2025 in recognition of our 100th anniversary. Sales and advertising decreased $1.7 million primarily due to a decrease in agent-related and advertising costs. Acquisition and underwriting support costs decreased $3.9 million primarily due to lower underwriting report and postage costs.

Professional fees decreased $5.0 million primarily due to reduced use of third-party services related to technology initiatives. Administrative and other costs decreased $2.1 million primarily due to lower credit card processing fees and charitable contributions related to the transition of charitable giving through the Erie Insurance Foundation.

Income from investments before taxes totaled $22.6 million in the second quarter of 2026 compared to $19.6 million in the second quarter of 2025. Net investment income was $22.6 million in the second quarter of 2026 compared to $20.0 million in the second quarter of 2025.

First Half 2026 Highlights

Operating income before taxes increased $20.4 million, or 5.8 percent, in the first six months of 2026 compared to the first six months of 2025.

•Management fee revenue - policy issuance and renewal services increased $70.4 million, or 4.5 percent, in the first six months of 2026 compared to the first six months of 2025.

•Management fee revenue - administrative services increased $3.2 million, or 8.8 percent, in the first six months of 2026 compared to the first six months of 2025.

•Cost of operations - policy issuance and renewal services

◦Commissions increased $72.7 million in the first six months of 2026 compared to the first six months of 2025, primarily driven by an increase in agent incentive compensation and the growth in direct and affiliated assumed written premium.

◦Non-commission expense decreased $19.5 million for the six months ended June 30, 2026 compared to the same period in 2025. Personnel costs increased $5.1 million, primarily due to increased incentive compensation driven by stronger performance metrics, and higher base compensation. The increase is partially offset by bonuses awarded to all employees in 2025 in recognition of our 100th anniversary. Sales and advertising decreased $3.7 million primarily due to a decrease in agent-related and advertising costs. Acquisition and underwriting support costs decreased $5.7 million primarily due to lower underwriting report costs. Professional fees decreased $12.0 million primarily due to reduced use of third-party services related to technology initiatives. Administrative and other costs decreased $3.7 million primarily due to lower charitable contributions related to the transition of charitable giving through the Erie Insurance Foundation and a decrease in credit card processing fees.

Income from investments before taxes totaled $44.7 million in the first six months of 2026 compared to $39.1 million in the first six months of 2025. Net investment income was $46.1 million in the first six months of 2026 compared to $40.0 million in the first six months of 2025. Net realized and unrealized losses were $0.2 million in the first six months of 2026 compared to gains of $1.0 million in the first six months of 2025. Net impairment losses recognized in earnings were $1.3 million in the first six months of 2026 compared to $1.8 million in the first six months of 2025.

Webcast Information

Indemnity has scheduled a pre-recorded audio broadcast on the Web for 10:00 AM ET on July 31, 2026. Investors may access the pre-recorded audio broadcast by logging on to www.erieinsurance.com.

Erie Insurance Group

Erie Insurance Group, based in Erie, Pennsylvania, is the 10th largest homeowners insurer, 11th largest automobile insurer, and 9th largest commercial lines insurer in the United States based on direct premiums written, according to AM Best Company. Founded in 1925, Erie Insurance is a Fortune 500 company and the 16th largest property/casualty insurer in the United States based on net premiums written. Rated A (Excellent) by AM Best, ERIE has nearly seven million policies in force and operates in 12 states and the District of Columbia.

News releases and more information are available on ERIE's website at www.erieinsurance.com.

***

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995:

Statements contained herein that are not historical fact are forward-looking statements and, as such, are subject to risks and uncertainties that could cause actual events and results to differ, perhaps materially, from those discussed herein. Forward-looking statements relate to future trends, events or results and include, without limitation, statements and assumptions on which such statements are based that are related to our plans, strategies, objectives, expectations, intentions, and adequacy of resources. Examples of forward-looking statements are discussions relating to premium and investment income, expenses, operating results, and compliance with contractual and regulatory requirements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. Among the risks and uncertainties, in addition to those set forth in our filings with the Securities and Exchange Commission, that could cause actual results and future events to differ from those set forth or contemplated in the forward-looking statements include the following:

•dependence upon our relationship with the Erie Insurance Exchange ("Exchange") and the management fee under the agreement with the subscribers at the Exchange;

•dependence upon our relationship with the Exchange and the growth of the Exchange, including:

◦general business and economic conditions;

◦factors impacting the timing of premium rates charged for policies;

◦factors affecting insurance industry competition, including technological innovations;

◦dependence upon the independent agency system; and

◦ability to maintain our brand, including our reputation for customer service;

•dependence upon our relationship with the Exchange and the financial condition of the Exchange, including:

◦the Exchange's ability to maintain acceptable financial strength ratings;

◦factors affecting the quality and liquidity of the Exchange's investment portfolio;

◦changes in government regulation of the insurance industry;

◦litigation and regulatory actions;

◦emergence of significant unexpected events, including pandemics, economic or social inflation, and changes in tariff policies;

◦emerging claims and coverage issues in the industry; and

◦severe weather conditions or other catastrophic losses, including terrorism;

•costs of providing policy issuance and renewal services to the subscribers at the Exchange under the subscriber's agreement;

•ability to attract, develop, retain, and protect talented management and employees;

•ability to ensure system availability and effectively manage technology initiatives;

•difficulties with technology, data or network security breaches, including cyber attacks;

•ability to maintain uninterrupted business operations;

•compliance with complex and evolving laws and regulations and outcome of pending and potential litigation;

•factors affecting the quality and liquidity of our investment portfolio; and

•ability to meet liquidity needs and access capital.

A forward-looking statement speaks only as of the date on which it is made and reflects our analysis only as of that date. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changes in assumptions, or otherwise.

EX-99.2

Filename: ex-99206302026.htm · Sequence: 3

Document

Exhibit 99.2

Erie Indemnity Company

Consolidated Statements of Operations

(dollars in thousands, except per share data)

Three months ended June 30, Six months ended June 30,

2026 2025 2026 2025

(Unaudited) (Unaudited)

Operating revenue

Management fee revenue - policy issuance and renewal services $ 862,879 $ 823,853 $ 1,649,278 $ 1,578,902

Management fee revenue - administrative services 19,619 18,296 39,094 35,941

Administrative services reimbursement revenue 201,554 212,644 401,650 422,917

Service agreement revenue 5,744 5,304 11,685 11,736

Total operating revenue 1,089,796 1,060,097 2,101,707 2,049,496

Operating expenses

Cost of operations - policy issuance and renewal services 684,119 648,280 1,329,147 1,276,030

Cost of operations - administrative services 201,554 212,644 401,650 422,917

Total operating expenses 885,673 860,924 1,730,797 1,698,947

Operating income 204,123 199,173 370,910 350,549

Investment income

Net investment income 22,587 20,030 46,147 39,978

Net realized and unrealized investment gains (losses) 557 479 (208) 981

Net impairment losses recognized in earnings (591) (909) (1,267) (1,823)

Total investment income 22,553 19,600 44,672 39,136

Other income 1,401 1,974 2,821 5,808

Income before income taxes 228,077 220,747 418,403 395,493

Income tax expense 47,783 46,062 87,635 82,391

Net income $ 180,294 $ 174,685 $ 330,768 $ 313,102

Net income per share

Class A common stock – basic $ 3.87 $ 3.75 $ 7.10 $ 6.72

Class A common stock – diluted $ 3.45 $ 3.34 $ 6.32 $ 5.99

Class B common stock – basic and diluted $ 581 $ 563 $ 1,065 $ 1,008

Weighted average shares outstanding – Basic

Class A common stock 46,189,033 46,189,063 46,188,942 46,188,984

Class B common stock 2,542 2,542 2,542 2,542

Weighted average shares outstanding – Diluted

Class A common stock 52,298,697 52,304,407 52,299,440 52,304,397

Class B common stock 2,542 2,542 2,542 2,542

Dividends declared per share

Class A common stock $ 1.4625 $ 1.365 $ 2.925 $ 2.73

Class B common stock $ 219.375 $ 204.75 $ 438.75 $ 409.50

Erie Indemnity Company

Consolidated Statements of Financial Position

(in thousands)

June 30,

2026 December 31, 2025

(Unaudited)

Assets

Current assets:

Cash and cash equivalents (includes restricted cash of $39,608 and $30,189, respectively)

$ 282,902 $ 345,874

Available-for-sale securities 61,715 33,902

Available-for-sale securities lent 1,973 3,436

Receivables from Erie Insurance Exchange and affiliates, net 753,245 735,589

Prepaid expenses and other current assets, net 92,533 66,061

Accrued investment income 14,194 14,311

Total current assets 1,206,562 1,199,173

Available-for-sale securities, net 1,327,084 1,286,566

Equity securities 150,516 70,624

Available-for-sale and equity securities lent 67,939 61,063

Fixed assets, net 593,365 571,476

Agent loans, net 100,680 93,953

Defined benefit pension plan 62,096 24,137

Other assets, net 48,774 48,489

Total assets $ 3,557,016 $ 3,355,481

Liabilities and shareholders' equity

Current liabilities:

Commissions payable $ 457,211 $ 425,320

Agent incentive compensation 116,570 132,560

Accounts payable and accrued liabilities 205,760 200,701

Dividends payable 68,109 68,109

Contract liability 48,457 47,561

Deferred executive compensation 9,154 9,400

Securities lending payable 63,157 61,936

Total current liabilities 968,418 945,587

Defined benefit pension plan 34,703 33,410

Contract liability 23,148 23,274

Deferred executive compensation 21,018 22,050

Deferred income taxes, net 19,085 24,788

Other long-term liabilities 23,538 22,998

Total liabilities 1,089,910 1,072,107

Shareholders’ equity 2,467,106 2,283,374

Total liabilities and shareholders’ equity $ 3,557,016 $ 3,355,481

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