8-K

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): February 24, 2022

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 February 24, 2022, Erie Indemnity Company (the "Company") issued a press release announcing financial results for the quarter and year ended December 31, 2021. 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 February 25, 2022 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 year ended December 31, 2021.

Item 8.01 Other Events.

At its meeting on February 17, 2022, the Company's Board of Directors approved the following quarterly dividend on shares of Erie Indemnity Company Class A common stock:

Dividend Number: 367

Class A Rate Per Share: $1.11

Declaration Date: February 17, 2022

Ex-Dividend Date: April 4, 2022

Record Date: April 5, 2022

Payable Date: April 20, 2022

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)

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)

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
February 24, 2022	By:	/s/ Gregory J. Gutting
		Name: Gregory J. Gutting
		Title: Executive Vice President & CFO

EX-99.1

Exhibit 99.1

Erie Indemnity Reports Full Year and Fourth Quarter 2021 Results

Net Income per Diluted Share was $1.05 for the Quarter and $5.69 for the Year

Erie, Pa. - February 24, 2022 - Erie Indemnity Company (NASDAQ: ERIE) today announced financial results for the full year and quarter ending December 31, 2021. Net income was $297.9 million, or $5.69 per diluted share, in 2021, compared to $293.3 million, or $5.61 per diluted share, in 2020. Net income was $55.0 million, or $1.05 per diluted share, in the fourth quarter of 2021, compared to $62.8 million, or $1.20 per diluted share, in the fourth quarter of 2020.

The uncertainty resulting from COVID-19 and subsequent resulting conditions continues to evolve and the ultimate impact and duration remain uncertain at this time.

4Q and Full Year 2021
(dollars in thousands)	4Q'21		4Q'20		2021		2020
Operating income	$	61,834	$	65,052	$	318,097	$	338,157
Investment income	12,328		14,071		67,332		32,867
Interest and other expense, net	4,335		913		9,025		2,509
Income before income taxes	69,827		78,210		376,404		368,515
Income tax expense	14,785		15,425		78,544		75,211
Net income	$	55,042	$	62,785	$	297,860	$	293,304

2021 Full Year Highlights

Operating income before taxes decreased $20.1 million, or 5.9 percent, in 2021 compared to 2020.

◦Management fee revenue - policy issuance and renewal services increased $71.4 million, or 3.9 percent, in 2021 compared to 2020.

◦Management fee revenue allocated to administrative services decreased $1.2 million, or 2.0 percent, in 2021 compared to 2020.

◦Cost of operations - policy issuance and renewal services

–Commissions increased $57.2 million in 2021 compared to 2020 resulting from higher direct and affiliated assumed premiums written by the Exchange and higher agent incentive compensation.

–Non-commission expense increased $31.3 million in 2021 compared to 2020. Underwriting and policy processing costs increased $4.5 million primarily due to increased personnel costs and underwriting report costs. Information technology costs increased $11.3 million primarily due to increased hardware and software costs and personnel costs. Administrative and other expenses increased $14.2 million primarily driven by increased professional fees and building and equipment depreciation. Personnel

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costs in all categories were impacted by higher medical costs compared to the prior year as the COVID-19 pandemic reduced elective procedures in 2020.

◦The administrative services reimbursement revenue and corresponding cost of operations increased both total operating revenue and total operating expenses by $638.5 million in 2021 and $609.4 million in 2020, but had no net impact on operating income.

Income from investments before taxes totaled $67.3 million in 2021 compared to $32.9 million in 2020. Net investment income was $62.2 million in 2021 compared to $29.8 million in 2020. Included in net investment income is $31.7 million of limited partnership earnings in 2021 compared to limited partnership losses of $0.6 million in 2020. Net realized and unrealized gains on investments were $4.9 million in 2021 compared to $6.4 million in 2020.

4Q 2021 Highlights

Operating income before taxes decreased $3.2 million, or 4.9 percent, in the fourth quarter of 2021 compared to the fourth quarter of 2020.

◦Management fee revenue - policy issuance and renewal services increased $20.6 million, or 4.8 percent, in the fourth quarter of 2021 compared to the fourth quarter of 2020.

◦Management fee revenue allocated to administrative services decreased $0.7 million, or 4.5 percent in the fourth quarter of 2021 compared to the fourth quarter of 2020.

◦Cost of operations - policy issuance and renewal services

–Commissions increased $18.2 million in the fourth quarter of 2021 compared to the fourth quarter of 2020 primarily driven by direct and affiliated assumed written premium growth.

–Non-commission expense increased $4.6 million in the fourth quarter of 2021 compared to the fourth quarter of 2020 driven by increases in underwriting and policy processing costs, administrative and other expenses, and customer service costs.

◦The administrative services reimbursement revenue and corresponding cost of operations increased both total operating revenue and total operating expenses by $165.4 million and $158.2 million in the fourth quarter of 2021 and 2020, respectively, but had no net impact on operating income.

Income from investments before taxes totaled $12.3 million in the fourth quarter of 2021 compared to $14.1 million in the fourth quarter of 2020. Net investment income was $12.6 million in the fourth quarter of 2021 compared to $9.4 million in the fourth quarter of 2020. Included in net investment income is $5.0 million of limited partnership earnings in the fourth quarter of 2021 compared to $1.8 million in the fourth quarter of 2020. Net realized and unrealized losses on investments were $0.2 million in the fourth quarter of 2021 compared to net realized and unrealized gains of $4.8 million in the fourth quarter of 2020.

Webcast Information

Indemnity has scheduled a pre-recorded audio broadcast on the Web for 10:00 AM ET on February 25, 2022.  Investors may access the pre-recorded audio broadcast by logging on to www.erieinsurance.com.

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Erie Insurance Group

According to A.M. Best Company, Erie Insurance Group, based in Erie, Pennsylvania, is the 12th largest homeowners insurer, 13th largest automobile insurer and 13th largest commercial lines insurer in the United States based on direct premiums written. Founded in 1925, Erie Insurance is a Fortune 500 company and the 16th largest property/casualty insurer in the United States based on total lines net premium written. Rated A+ (Superior) by A.M. Best, ERIE has more than 6 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 affecting insurance industry competition;

◦dependence upon the independent agency system; and

◦ability to maintain 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;

◦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 Exchange under the subscriber's agreement;

•ability to attract and retain talented management and employees;

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

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

•ability to maintain uninterrupted business operations;

•outcome of pending and potential litigation;

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

•our 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.

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EX-99.2

Exhibit 99.2

Erie Indemnity Company

Statements of Operations

(dollars in thousands, except per share data)

	Three months ended December 31,				Twelve months ended December 31,
	2021		2020		2021		2020
	(Unaudited)
Operating revenue
Management fee revenue - policy issuance and renewal services	$	450,286	$	429,698	$	1,913,166	$	1,841,794
Management fee revenue - administrative services	14,301		14,969		58,286		59,463
Administrative services reimbursement revenue	165,350		158,206		638,483		609,435
Service agreement revenue	5,994		6,379		24,042		25,797
Total operating revenue	635,931		609,252		2,633,977		2,536,489
Operating expenses
Cost of operations - policy issuance and renewal services	408,747		385,994		1,677,397		1,588,897
Cost of operations - administrative services	165,350		158,206		638,483		609,435
Total operating expenses	574,097		544,200		2,315,880		2,198,332
Operating income	61,834		65,052		318,097		338,157
Investment income
Net investment income	12,572		9,400		62,177		29,753
Net realized and unrealized investment (losses) gains	(237)		4,757		4,946		6,392
Net impairment (losses) recoveries recognized in earnings	(7)		(86)		209		(3,278)
Total investment income	12,328		14,071		67,332		32,867
Interest expense, net	1,050		723		4,132		731
Other expense	3,285		190		4,893		1,778
Income before income taxes	69,827		78,210		376,404		368,515
Income tax expense	14,785		15,425		78,544		75,211
Net income	$	55,042	$	62,785	$	297,860	$	293,304
Earnings Per Share
Net income per share
Class A common stock – basic	$	1.18	$	1.35	$	6.40	$	6.30
Class A common stock – diluted	$	1.05	$	1.20	$	5.69	$	5.61
Class B common stock – basic and diluted	$	177	$	202	$	959	$	945
Weighted average shares outstanding – Basic
Class A common stock	46,189,068		49,189,001		46,188,806		46,188,659
Class B common stock	2,542		2,542		2,542		2,542
Weighted average shares outstanding – Diluted
Class A common stock	52,305,628		52,315,670		52,307,302		52,313,360
Class B common stock	2,542		2,542		2,542		2,542
Dividends declared per share
Class A common stock	$	1.110	$	3.035	$	4.215	$	5.930
Class B common stock	$	166.50	$	455.25	$	632.25	$	889.50

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Erie Indemnity Company

Statements of Financial Position

(in thousands)

	December 31, 2021		December 31, 2020
Assets
Current assets:
Cash and cash equivalents	$	183,702	$	161,240
Available-for-sale securities	38,396		17,697
Equity securities	0		19
Receivables from Erie Insurance Exchange and affiliates, net	479,123		494,637
Prepaid expenses and other current assets	56,206		52,561
Accrued investment income	6,303		6,146
Total current assets	763,730		732,300
Available-for-sale securities, net	907,689		910,539
Equity securities	87,743		94,071
Fixed assets, net	374,802		265,341
Agent loans, net	58,683		62,449
Deferred income taxes, net	145		12,341
Other assets	49,265		40,081
Total assets	$	2,242,057	$	2,117,122
Liabilities and shareholders' equity
Current liabilities:
Commissions payable	$	270,746	$	262,338
Agent bonuses	120,437		110,158
Accounts payable and accrued liabilities	138,317		150,706
Dividends payable	51,693		48,200
Contract liability	34,935		36,917
Deferred executive compensation	12,637		17,319
Current portion of long-term borrowings	2,098		2,031
Total current liabilities	630,863		627,669
Defined benefit pension plan	130,383		164,346
Long-term borrowings	91,734		93,833
Contract liability	17,686		18,878
Deferred executive compensation	14,571		14,904
Other long-term liabilities	14,342		9,444
Total liabilities	899,579		929,074
Shareholders' equity	1,342,478		1,188,048
Total liabilities and shareholders' equity	$	2,242,057	$	2,117,122

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XML

Document and Entity Information	Feb. 24, 2022
Cover [Abstract]
Document Type	8-K
Document Period End Date	Feb. 24, 2022
Entity Registrant Name	ERIE INDEMNITY COMPANY
Entity Incorporation, State or Country Code	PA
Entity File Number	0-24000
Entity Tax Identification Number	25-0466020
Entity Address, Address Line One	100 Erie Insurance Place,
Entity Address, City or Town	Erie,
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	16530
City Area Code	814
Local Phone Number	870-2000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class A common stock,
Trading Symbol	ERIE
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0000922621
Amendment Flag	false