Erie Indemnity (ERIE) 10-K risk factor changes: FY2022 vs FY2021

[removed: Accordingly, any reduction in] direct and affiliated assumed premiums written by the Exchange and/or the management fee rate would have a negative effect on our revenues and net income.

[removed: We have an interest in the] [added: The] growth of the Exchange [removed: as] [added: directly affects] our [removed: earnings are] [added: management fee revenue, which is] largely generated from management fees based on the direct and affiliated assumed premiums written by the Exchange.

More broadly, if independent agents face challenges sustaining their own business operations due to unfavorable economic [removed: conditions,] [added: conditions or staffing constraints,] it could result in the sale or closure of their businesses, thereby reducing the agency force of the Exchange.

The perceived performance, actions, conduct and behaviors of employees, independent insurance agency representatives, and third-party service [removed: partners] [added: providers] may result in reputational harm to the Exchange's brand.

[removed: *We have an interest in the financial condition of the Exchange based on serving as] [added: *As] the attorney-in-fact in the reciprocal insurance exchange structure [removed: and] [added: with] the Exchange [removed: being] [added: as] our sole [removed: customer.][added: customer, we are dependent on the financial condition of the Exchange.]

This regulatory oversight includes, by way of example, matters relating to licensing, examination, rate setting, market conduct, policy forms, limitations on the nature and amount of certain investments, claims practices, mandated participation in involuntary markets and guaranty funds, reserve adequacy, insurer solvency, restrictions on underwriting standards, accounting standards, [removed: and] transactions between [removed: affiliates.][added: affiliates, risk management, and ESG practices.]

The uncertainty of risks that emerge upon the occurrence of significant unexpected events, such as pandemics, [added: or unexpected inflation caused by supply chain issues or otherwise,] may cause additional challenges in the process of estimating loss and loss adjustment expense [removed: reserves.][added: reserves or premiums to accommodate future claims and expenses.]

[removed: For example, the behavior of claimants and policyholders may change in unexpected ways, the disruption to the court system may impact the timing and amounts of claims settlements, and the] [added: Furthermore,] actions taken by governmental bodies, both legislative and regulatory, in reaction to [removed: a pandemic or other] significant unexpected events, and their related impacts, are hard to predict.

[removed: Among other things, this] [added: This] may result in changes to the Exchange's estimated level of loss and loss adjustment expense [removed: reserves.][added: reserves or impact the adequacy of premiums to accommodate future claims and expenses.]

[removed: These issues may] adversely affect the Exchange's business by either extending coverage beyond its underwriting intent or by increasing the number or size of claims.

Changing climate conditions have added to the [removed: unpredictability,] [added: unpredictability of the] frequency and severity of natural disasters and have created additional uncertainty as to future trends and exposures.

Regulatory developments, provider relationships, pandemics and demographic and economic factors that are beyond our [removed: control indicate] [added: control, such as inflation, are indicators] that employee [removed: healthcare] costs could [removed: continue to] increase which could reduce our profitability.

The defined benefit pension plan we offer to our employees is affected by variable factors such as the interest rate used to discount pension liabilities, asset performance and changes in retirement patterns, which are beyond our control and any related future [removed: costs] [added: cost] increases would reduce our profitability.

*If we are unable to attract, develop, and retain talented executives, key managers, and employees our financial [removed: conditions] [added: condition] and results of operations could be adversely affected.*

The inability to staff all functions of our business with employees possessing the appropriate talent [removed: or failure to instill appropriate cultural expectations and behavioral norms within our employees] could have an adverse effect on our business performance.

*If we are unable to [removed: ensure] [added: effectively maintain] system availability or [removed: effectively] manage technology initiatives, we may experience adverse financial consequences and/or may be unable to compete effectively.*

*If we experience difficulties with technology, data and network security, including [removed: as a] [added: those that could] result [removed: of] [added: from] cyber attacks, third-party relationships or cloud-based relationships, our ability to conduct our business could be adversely impacted.*

In addition, we are subject to numerous federal and state data privacy [added: and security] laws relating to the privacy [added: and security] of the nonpublic personal information of our customers, employees and others.

The improper access, disclosure, [removed: or] misuse or mishandling of [added: such] information [removed: sent to or received from a customer, employee or third party] could result in legal liability, regulatory action and reputational damage.

While we maintain cyber liability insurance to mitigate the financial risk around cyber incidents, such insurance may not cover all costs associated with the consequences of information or systems being [removed: compromised.][added: compromised, and such insurance may become prohibitively expensive to maintain.]

We have established business continuity and disaster recovery plans to [removed: ensure] [added: provide for] the continuation of core business operations in the event that normal business operations could not be performed due to catastrophic or other events, including pandemics.

While we continue to test and assess our business continuity and disaster recovery plans to validate they meet the needs of our core business operations and [removed: addresses] [added: address] multiple business interruption events, there is no assurance that core business operations could be performed upon the occurrence of such an event.

Employee absence, physical premises damage, systems failures or outages could compromise our ability to perform our business functions in a timely manner, which could harm our ability to conduct business and hurt our [removed: relationships with our] business [removed: partners] and [removed: customers.][added: customer relationships.]

Our operations and those of our third parties may become vulnerable to damage or disruption due to circumstances beyond our or their control, such as from catastrophic events, power anomalies or [removed: outages, natural disasters, pandemics, supply chain interruptions, network failures, and cyber attacks.]

Additionally, we are [removed: more] dependent on internet and telecommunications access and capabilities.

[removed: Indemnity’s] [added: Our] workforce is largely concentrated in Erie, Pennsylvania.

At December 31, [removed: 2021,] [added: 2022,] our investment portfolio consisted of approximately [removed: 83%] [added: 84%] fixed maturity securities, with the remaining [removed: 17%] [added: 16%] invested in equity securities and other investments.

Approximately [removed: 42%] [added: 36%] of our fixed maturity portfolio is expected to mature over the next three years.

We review the fixed income portfolio on a [removed: continuous] [added: periodic] basis to evaluate positions that are in an unrealized loss position to determine whether impairments are a result of credit loss or other factors.

[removed: Approximately 23%] [added: At December 31, 2022, approximately 17%] of our investment portfolio includes securities with LIBOR exposure where the stated final maturity date extends beyond June 30, 2023.

For securities [added: governed by U.S. law] without adequate fallback provisions already in place, [added: federal] legislation [removed: governing securities under New York law has been enacted] [added: was passed in 2022] to provide a safe harbor for transition to the recommended alternative reference rate.

Volatility in the financial markets could [added: also] limit our ability to sell certain fixed income securities or cause such investments to sell at deep discounts.

Accordingly, any reduction in

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Additionally, a portion of the Exchange’s common stock and limited partnership portfolios are exposed to foreign exchange rate risk, or the potential loss in estimated fair value resulting from adverse changes in foreign currency exchange rates.

For example, the behavior of claimants and policyholders and the timing and amounts of claims settlements may change in unexpected ways.

The models that are used to determine appropriate premium levels, forecast future losses and expenses, estimate loss and loss adjustment expense reserves, and assess financial strength may be created or deployed in a manner that results in inaccurate predictions.

These issues may

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Furthermore, failure to instill appropriate cultural expectations and behavioral norms within our employees, particularly in a hybrid work environment, could damage our reputation.

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

outages, natural disasters, pandemics, supply chain interruptions, network failures, and cyber attacks.

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Volume in SOFR-linked products progressed strongly in 2022, and SOFR is now the predominant floating rate used in newly issued fixed income transactions.

However, most floating rate instruments outstanding still reference LIBOR and therefore will need to transition to an alternative rate.

Due to the inherent uncertainty in financial markets, we are currently unable to predict the overall impact of LIBOR transition on our net investment income, fair market value and return on investments that contain a LIBOR reference.

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Our Board of Directors oversees our activities with respect to managing cyber risk through its Risk Committee.

Management regularly reports on our cybersecurity risk management program including our risk evaluation and the results of independent third-party security assessments, and our efforts to manage cyber related risks.

We employ a company-wide cybersecurity program of technical, administrative, physical and disclosure controls intended to reduce the risk of cyber threats and protect our information, as well as to communicate potential material threats and incidents.

Our cybersecurity philosophy and approach align to the National Institute of Standards and Technology Cybersecurity Framework and its core elements to identify, protect, detect, respond and recover from the various forms of cyber threats.

Our practices include, but are not limited to, cybersecurity protocols and controls, system monitoring and detection, communication of incidents to appropriate management, third-party risk management, including assessments of emerging threats and vulnerabilities, and ongoing privacy and cybersecurity training for employees and contractors concerning cyber risk.

We periodically assess the effectiveness of our cybersecurity efforts including independent validation and verification and security assessments conducted by independent third parties.

The primary factors considered in our review of investment valuation include the extent to which fair value is less than cost, historical operating performance and financial condition of the issuer, short- and long-term prospects of the issuer and its industry, specific events that occurred affecting the issuer, including rating downgrades, and, depending on the type of security, our intent to sell or our ability and intent to retain the investment for a period of time sufficient to allow for a recovery in value.

Volume in SOFR-linked products has increased significantly during 2021; however, LIBOR continues to be the dominant reference rate in use in the market today.

In addition, federal legislation has been introduced to provide the same protection for securities not governed by New York law.

While our preliminary analysis does not indicate that the transition of our investments to alternative reference rates will result in adverse changes to the net investment income, fair market value and return on those investments, we are still in the process of evaluation.

Due to uncertainty surrounding alternative rates, we are unable to predict the overall impact of this change at this time.

In the event our current sources do not satisfy our liquidity needs, we have the ability to access our $100 million bank revolving line of credit, from which there were no borrowings as of December 31, 2021, or liquidate assets in our investment portfolio.

| [Cautionary Statement Regarding Forward-Looking [removed: Information](#i866bf74061ab4597977021ba771c0573_58)] [added: Information](#i1ddaa7e40c4f45e49877f3fb1beccb8d_58)] | | | [removed: [16](#i866bf74061ab4597977021ba771c0573_58)] [added: [17](#i1ddaa7e40c4f45e49877f3fb1beccb8d_58)] | | |

| [Recent Accounting [removed: Standards](#i866bf74061ab4597977021ba771c0573_64)] [added: Standards](#i1ddaa7e40c4f45e49877f3fb1beccb8d_64)] | | | [removed: [17](#i866bf74061ab4597977021ba771c0573_64)] [added: [18](#i1ddaa7e40c4f45e49877f3fb1beccb8d_64)] | | |

| [Operating [removed: Overview](#i866bf74061ab4597977021ba771c0573_67)] [added: Overview](#i1ddaa7e40c4f45e49877f3fb1beccb8d_67)] | | | [removed: [18](#i866bf74061ab4597977021ba771c0573_67)] [added: [19](#i1ddaa7e40c4f45e49877f3fb1beccb8d_67)] | | |

| [Critical Accounting [removed: Estimates](#i866bf74061ab4597977021ba771c0573_73)] [added: Estimates](#i1ddaa7e40c4f45e49877f3fb1beccb8d_73)] | | | [removed: [21](#i866bf74061ab4597977021ba771c0573_73)] [added: [22](#i1ddaa7e40c4f45e49877f3fb1beccb8d_73)] | | |

| [Results of [removed: Operations](#i866bf74061ab4597977021ba771c0573_76)] [added: Operations](#i1ddaa7e40c4f45e49877f3fb1beccb8d_76)] | | | [removed: [24](#i866bf74061ab4597977021ba771c0573_79)] [added: [25](#i1ddaa7e40c4f45e49877f3fb1beccb8d_79)] | | |

| [Financial [removed: Condition](#i866bf74061ab4597977021ba771c0573_88)] [added: Condition](#i1ddaa7e40c4f45e49877f3fb1beccb8d_88)] | | | [removed: [30](#i866bf74061ab4597977021ba771c0573_88)] [added: [31](#i1ddaa7e40c4f45e49877f3fb1beccb8d_88)] | | |

| [Shareholders' [removed: Equity](#i866bf74061ab4597977021ba771c0573_94)] [added: Equity](#i1ddaa7e40c4f45e49877f3fb1beccb8d_94)] | | | [removed: [31](#i866bf74061ab4597977021ba771c0573_94)] [added: [32](#i1ddaa7e40c4f45e49877f3fb1beccb8d_94)] | | |

| [Liquidity and Capital [removed: Resources](#i866bf74061ab4597977021ba771c0573_103)] [added: Resources](#i1ddaa7e40c4f45e49877f3fb1beccb8d_100)] | | | [removed: [32](#i866bf74061ab4597977021ba771c0573_103)] [added: [33](#i1ddaa7e40c4f45e49877f3fb1beccb8d_100)] | | |

| [Transactions/Agreements with Related [removed: Parties](#i866bf74061ab4597977021ba771c0573_106)] [added: Parties](#i1ddaa7e40c4f45e49877f3fb1beccb8d_103)] | | | [removed: [35](#i866bf74061ab4597977021ba771c0573_106)] [added: [36](#i1ddaa7e40c4f45e49877f3fb1beccb8d_103)] | | |

[removed: Among the risks] [added: Risks] and [added: Uncertainties]

[added: 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:

◦emergence of significant unexpected events, including [removed: pandemics;][added: pandemics and inflation;]

The management fee rate was set at 25% for [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019.][added: 2020.]

Our Board of Directors set the [removed: 2022] [added: 2023] management fee rate again at 25%, its maximum level.

Agent compensation comprised approximately 66% of our [removed: 2021] [added: 2022] policy issuance and renewal expenses.

The underwriting services we provide include underwriting and policy processing and comprised approximately 10% of our [removed: 2021] [added: 2022] policy issuance and renewal expenses.

We also provide information technology services that support all the functions listed above that comprised approximately 11% of our [removed: 2021] [added: 2022] policy issuance and renewal expenses.

Indemnity serves as the attorney-in-fact on behalf of the Exchange with respect to its administrative [removed: services.][added: services in accordance with the subscriber's agreement.]

The [added: subscriber's agreement and service agreements provide for reimbursement of] amounts incurred for these services [removed: are reimbursed] to [removed: Indemnity at cost in accordance with the subscriber's agreement and the service agreements.][added: Indemnity.]

The Exchange generates revenue by insuring preferred and standard risks, with personal lines comprising [removed: 70%] [added: 69%] of the [removed: 2021] [added: 2022] direct and affiliated assumed written premiums and commercial lines comprising the remaining [removed: 30%.][added: 31%.]

[removed: We actively evaluate the portfolios for securities in an] unrealized loss position and record impairment write-downs on investments in instances where we have the intent to sell or it's more likely than not that we would be required to sell the security.

The impact [added: that] the COVID-19 pandemic [added: and post-pandemic inflation] has on the premiums written by the Exchange, our sole customer, affects our management fee revenue.

These rate reductions resulted in a decrease to Exchange’s written premium of approximately $110 million and $90 million for 2021 and 2020, [removed: respectively, and a corresponding decrease in our management fee revenue of approximately $27.5 million and $22.5 million in 2021 and 2020,] respectively.

[removed: As] [added: Claims frequency increased as] driving activity returned to near pre-pandemic levels in [removed: 2021, increased claim frequency and severity negatively impacted Exchange’s operations] [added: 2021] and [removed: may continue to impact future premium rates.][added: 2022.]

While we were not required to close our physical locations under the state mandated closure of nonessential [removed: services,] [added: services during the pandemic,] out of concern for the health and safety of our employees, over 90% of our workforce [removed: has] [added: had] been working [removed: remote since] [added: remotely from] March [removed: 2020.][added: 2020 through April 2022.]

| *(dollars in thousands, except per share data)* | | | | | | [removed: 2021] [added: 2022] | | | | | | % Change | | | | | | | | | [removed: 2020] [added: 2021] | | | | | | % Change | | | | | | | | | [removed: 2019] [added: 2020] | | |

| Operating income | | | | | | $ | [removed: 318,097] [added: 376,214] | | | | | [removed: (5.9)] [added: 18.3] | | | % | | | | | | $ | [removed: 338,157] [added: 318,097] | | | | | [removed: (5.4)] [added: (5.9)] | | | % | | | | | | $ | [removed: 357,339] [added: 338,157] | |

| Total investment income | | | | | | [removed: 67,332] [added: 632] | | | | | | [removed: NM] [added: (99.1)] | | | | | | | | | [removed: 32,867] [added: 67,332] | | | | | | [removed: (17.8)] [added: NM] | | | | | | | | | [removed: 39,967] [added: 32,867] | | |

| Interest expense, net | | | | | | [removed: 4,132] [added: 2,009] | | | | | | [removed: NM] [added: (51.4)] | | | | | | | | | [removed: 731] [added: 4,132] | | | | | | [removed: (14.7)] [added: NM] | | | | | | | | | [removed: 856] [added: 731] | | |

| Other [removed: (expense)] income [added: (expense)] | | | | | | [removed: (4,893)] [added: 1,615] | | | | | | NM | | | | | | | | | [removed: (1,778)] [added: (4,893)] | | | | | | NM | | | | | | | | | [removed: 255] [added: (1,778)] | | |

| Income before income taxes | | | | | | [removed: 376,404] [added: 376,452] | | | | | | [removed: 2.1] [added: 0.0] | | | | | | | | | [removed: 368,515] [added: 376,404] | | | | | | [removed: (7.1)] [added: 2.1] | | | | | | | | | [removed: 396,705] [added: 368,515] | | |

| Income tax expense | | | | | | [removed: 78,544] [added: 77,883] | | | | | | [removed: 4.4] [added: (0.8)] | | | | | | | | | [removed: 75,211] [added: 78,544] | | | | | | [removed: (5.8)] [added: 4.4] | | | | | | | | | [removed: 79,884] [added: 75,211] | | |

| Net income | | | | | | $ | [removed: 297,860] [added: 298,569] | | | | | [removed: 1.6] [added: 0.2] | | | % | | | | | | $ | [removed: 293,304] [added: 297,860] | | | | | [removed: (7.4)] [added: 1.6] | | | % | | | | | | $ | [removed: 316,821] [added: 293,304] | |

| Net income per share - diluted | | | | | | $ | [removed: 5.69] [added: 5.71] | | | | | [removed: 1.6] [added: 0.3] | | | % | | | | | | $ | [removed: 5.61] [added: 5.69] | | | | | [removed: (7.4)] [added: 1.6] | | | % | | | | | | $ | [removed: 6.06] [added: 5.61] | |

Operating income [removed: decreased] [added: increased] in [removed: 2021] [added: 2022] compared to [removed: 2020] [added: 2021] as growth in operating [removed: expenses] [added: revenue] outpaced the growth in operating [removed: revenues.][added: expenses.]

The management fee rate was 25% for [added: 2022,] 2021, [removed: 2020,] and [removed: 2019.][added: 2020.]

The direct and affiliated assumed premiums written by the Exchange increased [removed: 3.3%] [added: 9.2%] to [removed: $7.9] [added: $8.6] billion in [removed: 2021] [added: 2022] and [removed: 1.7%] [added: 3.3%] to [removed: $7.6] [added: $7.9] billion in [removed: 2020.][added: 2021.]

Cost of operations for policy issuance and renewal services increased [removed: 3.3%] [added: 7.0%] to [removed: $1.6] [added: $1.8] billion in [removed: 2020] [added: 2022] primarily due to higher [added: scheduled] commissions driven by direct and affiliated assumed written premium growth, [removed: higher] [added: as well as increased professional fees and technology costs, partially offset by decreased] agent incentive compensation driven by [removed: lower automobile] [added: higher] claims [removed: frequency] [added: severity and related loss costs] experienced by the [removed: Exchange, and higher personnel costs.][added: Exchange.]

Management fee revenue for administrative services [removed: decreased 2.0% to] [added: remained consistent at] $58.3 million in [removed: 2021] [added: 2022] compared to [removed: an increase] [added: a decrease] of [removed: 4.0% to $59.5 million] [added: 2.0%] in [removed: 2020.][added: 2021.]

The administrative services reimbursement revenue and corresponding cost of operations increased both total operating revenue and total operating expenses [removed: to $638.5] [added: by $668.3] million in [removed: 2021] [added: 2022] and [removed: $609.4] [added: $638.5] million in [removed: 2020,] [added: 2021,] but had no net impact on operating income.

| [Investments](#i1ddaa7e40c4f45e49877f3fb1beccb8d_91) | | | [31](#i1ddaa7e40c4f45e49877f3fb1beccb8d_91) | | |

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

In 2022, approximately 71% of the administrative services expenses are entirely attributable to the respective administrative functions (claims handling, life insurance management and investment management), while the remaining 29% of these expenses are allocations of costs for departments that support these administrative functions.

The expenses we incur and related reimbursements we receive for administrative services are presented gross in our Statements of Operations.

We actively evaluate the portfolios for securities in an

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Uncertainty resulting from current events, including but not limited to, post-pandemic conditions, supply chain disruptions and certain geopolitical concerns, have influenced various economic factors, including an elevated inflationary environment and rising interest rates over the past year.

As these events continue to evolve, the ultimate impact and duration remain uncertain.

While reduced driving conditions resulting from the COVID-19 pandemic prompted the Exchange to implement personal and commercial auto rate reductions in 2020, higher severity from continued supply chain disruptions and inflation impacted rate decisions in 2021, resulting in increased average premiums per policy in 2022.

Response to the COVID-19 pandemic and various recent geopolitical events have also had a significant impact on the global financial markets, including rising interest rates, which could impact future losses and impairments to the investment portfolio.

We did not experience significant interruptions to our core business processes or systems and did not have significant changes to our financial close reporting processes or related internal controls as a result of remote work.

We implemented a phased return of our workforce beginning in April 2022 and transitioned to a predominately hybrid format.

Consistent with our process from the beginning of the pandemic, we prioritize the health and safety of our employees and will adjust as appropriate.

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Total investment income decreased $66.7 million in 2022 primarily due to a decrease in net investment income as well as net realized and unrealized investment losses in 2022 compared to net gains in 2021.

The changes in net investment income in both periods were driven by results in our limited partnership portfolio.

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Post-pandemic conditions and various recent geopolitical events have had a significant impact on the global financial markets.

The value of our invested assets could be adversely impacted and there is potential for future losses and/or impairments on our investment portfolio resulting from continued supply chain disruptions, further inflationary pressures and rising interest rates.

During 2022, as a result of rising interest rates, unrealized losses in our fixed maturity portfolio increased significantly.

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Once factored into the market-related

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

We expect our net pension benefit cost to decrease from $44.2 million in 2022 to income of $7.8 million in 2023 primarily due to higher discount rates and expected return on assets, partially offset by lower than expected asset returns during 2022.

We expect our share of the net pension benefit income to be approximately $3.3 million in 2023, of which expense of $11.5 million will be recorded in operating expense and income of $14.8 million will be recorded in other income.

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

| Direct and affiliated assumed premiums written by the Exchange | | | | | | $ | 8,595,960 | | | | | 9.2 | | | % | | | | | | $ | 7,868,311 | | | | | 3.3 | | | % | | | | | | $ | 7,613,519 | |

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Premiums generated from new business increased 14.5% to $1.1 billion in 2022.

Contributing to this change was a 10.4% increase in year-over-year average premium per policy on new business at December 31, 2022 and a 3.7% increase in new business policies written.

Inflation-driven severity increases in 2021 and 2022, combined with increasing claim frequency, impacted 2022 underwriting results, and may impact future rate decisions.

Furthermore, the Exchange writes certain personal auto policies with a rate locking feature, which generally extends the amount of time it takes for rate actions to be recognized.

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

on the market competitiveness of the Exchange's insurance products.

| *(dollars in thousands)* | | | | | | 2022 | | | | | | % Change | | | | | | | | | 2021 | | | | | | % Change | | | | | | | | | 2020 | | |

| Management fee revenue - policy issuance and renewal services | | | | | | $ | 2,087,846 | | | | | 9.1 | | | % | | | | | | $ | 1,913,166 | | | | | 3.9 | | | % | | | | | | $ | 1,841,794 | |

In July 2021, we also began receiving service agreement revenue from the Exchange for the use of shared office space, which increased service agreement revenue by $2.0 million in 2022 compared to 2021.

| *(dollars in thousands)* | | | | | | 2022 | | | | | | % Change | | | | | | | | | 2021 | | | | | | % Change | | | | | | | | | 2020 | | |

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

| [Investments](#i866bf74061ab4597977021ba771c0573_91) | | | [30](#i866bf74061ab4597977021ba771c0573_91) | | |

Included in these expenses are allocations of costs for departments that support these administrative functions.

Coronavirus ("COVID-19") Pandemic

In March 2020, the outbreak of the coronavirus ("COVID-19") was declared a global pandemic and pandemic conditions have influenced various economic factors, including a more inflationary environment in recent months.

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

The uncertainty of the ongoing impacts of the COVID-19 pandemic will likely continue until such time as the spread of the virus is contained or reaches endemic status.

While financial markets remained generally strong in 2021, we could experience future losses and/or impairments to the portfolio due to the ongoing pandemic and inflationary pressures.

From March of 2020 through the end of 2021 we had a dedicated internal committee comprised of management from various finance disciplines reviewing our risk positions and emerging trends on an ongoing basis as circumstances were evolving.

The committee reviewed risk scenarios and performed stress tests, including the review of cash flow trends, liquidity requirements and other forms of risk quantification.

This provided tools for management, as well as our Risk Committee of the Board of Directors, to assess risks and prioritize key issues.

We have had no significant interruption to our core business processes or systems to date.

We have had no significant changes to our financial close or reporting processes or related internal controls, nor do we anticipate any significant future challenges at this time.

We have a dedicated team responsible for the development and implementation of a return to office plan.

We began returning some employees to our offices in July 2021, but paused as a result of the national increase in infections.

We plan to resume returning employees to our offices in phases when we consider it appropriate.

Total investment income decreased $7.1 million in 2020 primarily driven by higher impairments and lower net investment income reflecting lower interest rates due to market volatility caused by the COVID-19 pandemic.

Further, pandemic conditions have created an inflationary environment in recent months.

Significant volatility was seen in the global financial markets at the onset of the COVID-19 pandemic and pandemic related events or subsequent resulting conditions, including inflation, may create future volatility.

Based on the current asset allocation and a review of the key factors and expectations of future asset performance, the expected return on asset assumption remained at 5.50% for 2022.

We expect our net pension benefit costs to decrease from $57.1 million in 2021 to $45.9 million in 2022 primarily resulting from anticipated plan progression and liability gains due to the higher discount rate.

We expect our share of the net pension benefit costs to be approximately $19.3 million in 2022.

Our revenues are allocated between the two performance obligations.

Premiums generated from new business decreased 1.2% to $852 million in 2020.

While new business policies written increased 5.0% in 2020, year-over-year average premium per policy on new business decreased 5.9% at December 31, 2020.

Total personal lines policies in force increased 2.2% in 2020 and year-over-year average premium per policy decreased 0.8% at December 31, 2020.

Longer-term, increased driving activity may result in increased future rates due to higher claims and severity.

We expect the Exchange's pricing actions to result in a net increase in direct written premium in 2022; however, the extent of the impact to the Exchange's premiums and our management fee cannot be estimated with a high degree of certainty at this time given the ongoing developments related to this pandemic and current inflationary trends.

The decrease in service agreement revenue reflects the continued shift to payment plans that do not incur service charges or offer a premium discount for certain payment methods.

The Exchange experienced a significant decrease in automobile claims frequency and related loss expense beginning March 2020 that continued through May 2020 driven by the COVID-19 pandemic, which contributed to an increase in the profitability component of the agent incentive bonuses.

Increased personnel costs in all categories included higher incentive plan award accruals related to underwriting performance in 2020 compared to targets and higher vacation accruals as employees took less vacation in 2020 as a result of the COVID-19 pandemic.

Net investment income decreased by $4.3 million in 2020, compared to 2019, primarily due to decreased income from cash and cash equivalents driven by lower rates and invested balances, somewhat offset by increased preferred stock income resulting from higher invested balances.

Net impairment losses recognized in 2019 included securities in an unrealized loss position that we intended to sell prior to expected recovery of our amortized cost basis as well as securities in an unrealized loss position where we determined the loss was other-than-temporary based on credit factors.

We are monitoring risks related to the COVID-19 pandemic on an ongoing basis and believe that the Exchange falls within established risk tolerances.

| Basic materials | | | | | | $ | 0 | | | | | $ | 0 | | | | | $ | 3,155 | | | | | $ | 0 | | | | | $ | 7,937 | | | | | $ | 11,092 | |

| Communications | | | | | | 0 | | | | | | 8,659 | | | | | | 8,361 | | | | | | 17,283 | | | | | | 17,038 | | | | | | 51,341 | | |

| Consumer | | | | | | 0 | | | | | | 3,138 | | | | | | 17,849 | | | | | | 70,598 | | | | | | 41,639 | | | | | | 133,224 | | |

| Diversified | | | | | | 0 | | | | | | 0 | | | | | | 0 | | | | | | 0 | | | | | | 1,200 | | | | | | 1,200 | | |

| Energy | | | | | | 0 | | | | | | 4,116 | | | | | | 7,729 | | | | | | 20,336 | | | | | | 8,501 | | | | | | 40,682 | | |

| Financial | | | | | | 0 | | | | | | 1,007 | | | | | | 74,082 | | | | | | 121,559 | | | | | | 17,243 | | | | | | 213,891 | | |

| Industrial | | | | | | 0 | | | | | | 0 | | | | | | 9,861 | | | | | | 16,794 | | | | | | 26,914 | | | | | | 53,569 | | |

We could experience future losses and/or impairments to the portfolio given the [removed: pandemic’s impact] [added: above impacts] on market conditions.

The following is a discussion of our primary risk exposures, including interest rate risk, investment credit risk, concentration risk, liquidity risk, and equity price risk, and how those exposures are currently managed as of December 31, [removed: 2021.][added: 2022.]

We invest primarily in fixed maturity investments, which comprised [removed: 83%] [added: 84%] of our invested assets at December 31, [removed: 2021.][added: 2022.]

| Fair value of fixed maturity portfolio | | | | | | $ | [removed: 946,085] [added: 894,661] | | | | | $ | [removed: 928,236] [added: 946,085] | |

| Fair value assuming 100-basis point rise in interest rates | | | | | | $ | [removed: 921,642] [added: 868,919] | | | | | $ | [removed: 904,287] [added: 921,642] | |

| Effective duration (as a percentage) | | | | | | [removed: 2.6] [added: 2.9] | | | | | | [removed: 2.7] [added: 2.6] | | |

While the fixed maturity portfolio is sensitive to interest rates, the future principal cash flows that will be received by contractual maturity date are presented below at December 31, [removed: 2021] [added: 2022] and [removed: 2020.][added: 2021.]

| Fixed maturities: | | | | | | December 31, [removed: 2020] [added: 2022] | | | | | | | | |

| | | | | | | [added: | | | | | | | | | | | | | | |] At December 31, 2021 | | | | | | | | | | | | | | |

| AAA, AA, A | | | | | | [added: | | | | | | | | | | | | | | |] $ | 506,271 | | | | | $ | 508,610 | | | | | 54 | | % |

| BBB | | | | | | [added: | | | | | | | | | | | | | | |] 295,681 | | | | | | 299,270 | | | | | | 31 | | |

| Total investment grade | | | | | | [added: | | | | | | | | | | | | | | |] 801,952 | | | | | | 807,880 | | | | | | 85 | | |

| BB | | | | | | [added: | | | | | | | | | | | | | | |] 45,541 | | | | | | 46,922 | | | | | | 5 | | |

| B | | | | | | [added: | | | | | | | | | | | | | | |] 76,144 | | | | | | 76,913 | | | | | | 8 | | |

| CCC, CC, C, and below | | | | | | [added: | | | | | | | | | | | | | | |] 14,642 | | | | | | 14,370 | | | | | | 2 | | |

| Total non-investment grade | | | | | | [added: | | | | | | | | | | | | | | |] 136,327 | | | | | | 138,205 | | | | | | 15 | | |

| Total | | | | | | [added: | | | | | | | | | | | | | | |] $ | 938,279 | | | | | $ | 946,085 | | | | | 100 | | % |

| CCC, CC, C, and below | | | | | | [removed: | | | | | | | | | | | | | | | 16,552] [added: 11,888] | | | | | | [removed: 15,901] [added: 9,840] | | | | | | [removed: 2] [added: 1] | | |

The significant volatility in the financial markets and uncertainty resulting from current events and post-pandemic conditions, resulting in continued supply chain disruptions and certain geopolitical events, have influenced various economic factors, including an elevated inflationary environment and rising interest rates.

As these events continue to evolve, the ultimate impact and duration remain uncertain.

| | | | | | | 2022 | | | | | | 2021 | | |

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

| 2023 | | | | | | $ | 24,561 | | | | | | | |

| 2024 | | | | | | 104,164 | | | | | | | | |

| 2025 | | | | | | 125,785 | | | | | | | | |

| 2026 | | | | | | 79,745 | | | | | | | | |

| 2027 | | | | | | 116,571 | | | | | | | | |

| Thereafter | | | | | | 500,905 | | | | | | | | |

| Total | | | | | | $ | 951,731 | | | | | | | |

| Fair value | | | | | | $ | 894,661 | | | | | | | |

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

| | | | | | | At December 31, 2022 | | | | | | | | | | | | | | |

| AAA, AA, A | | | | | | $ | 518,088 | | | | | $ | 479,413 | | | | | 54 | | % |

| BBB | | | | | | 318,801 | | | | | | 300,900 | | | | | | 33 | | |

| Total investment grade | | | | | | 836,889 | | | | | | 780,313 | | | | | | 87 | | |

| BB | | | | | | 45,784 | | | | | | 41,978 | | | | | | 5 | | |

| B | | | | | | 66,574 | | | | | | 62,530 | | | | | | 7 | | |

| Total non-investment grade | | | | | | 124,246 | | | | | | 114,348 | | | | | | 13 | | |

| Total | | | | | | $ | 961,135 | | | | | $ | 894,661 | | | | | 100 | | % |

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

The significant volatility in the financial markets and uncertainty resulting from the COVID-19 pandemic continues to evolve and the pandemic’s ultimate impact and duration remain uncertain.

| | | | | | | 2021 | | | | | | 2020 | | |

| 2021 | | | | | | $ | 17,403 | | | | | | | |

| 2022 | | | | | | 48,958 | | | | | | | | |

| 2023 | | | | | | 107,507 | | | | | | | | |

| 2024 | | | | | | 142,707 | | | | | | | | |

| 2025 | | | | | | 110,105 | | | | | | | | |

| Thereafter | | | | | | 452,168 | | | | | | | | |

| Total | | | | | | $ | 878,848 | | | | | | | |

| Fair value | | | | | | $ | 928,236 | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | At December 31, 2020 | | | | | | | | | | | | | | |

| AAA, AA, A | | | | | | | | | | | | | | | | | | | | | $ | 487,752 | | | | | $ | 502,408 | | | | | 54 | | % |

| BBB | | | | | | | | | | | | | | | | | | | | | 283,219 | | | | | | 294,917 | | | | | | 32 | | |

| Total investment grade | | | | | | | | | | | | | | | | | | | | | 770,971 | | | | | | 797,325 | | | | | | 86 | | |

| BB | | | | | | | | | | | | | | | | | | | | | 47,870 | | | | | | 50,399 | | | | | | 5 | | |

| B | | | | | | | | | | | | | | | | | | | | | 63,397 | | | | | | 64,611 | | | | | | 7 | | |

| Total non-investment grade | | | | | | | | | | | | | | | | | | | | | 127,819 | | | | | | 130,911 | | | | | | 14 | | |

| Total | | | | | | | | | | | | | | | | | | | | | $ | 898,790 | | | | | $ | 928,236 | | | | | 100 | | % |

Agent compensation comprised approximately 66% of our [removed: 2021] [added: 2022] policy issuance and renewal expenses.

The underwriting services we provide include underwriting and policy processing and comprised approximately 10% of our [removed: 2021] [added: 2022] policy issuance and renewal expenses.

We also provide information technology services that support all the functions listed above that comprised approximately 11% of our [removed: 2021] [added: 2022] policy issuance and renewal expenses.

Indemnity serves as the attorney-in-fact on behalf of the Exchange with respect to its administrative [removed: services.][added: services in accordance with the subscriber's agreement.]

The [added: subscriber's agreement and service agreements provide for reimbursement of] amounts incurred for these services [removed: are reimbursed] to [removed: Indemnity at cost in accordance with the subscriber's agreement and the service agreements.][added: Indemnity.]

The Exchange generates revenue by insuring preferred and standard risks, with personal lines comprising [removed: 70%] [added: 69%] of the [removed: 2021] [added: 2022] direct and affiliated assumed written premiums and commercial lines comprising the remaining [removed: 30%.][added: 31%.]

[removed: The principal commercial lines products are commercial] multi-peril, commercial automobile and workers compensation.

The direct and affiliated assumed premiums written by the Exchange drive our management [removed: fee] [added: fee,] which is our primary source of revenue.

Vigorous competition, particularly in the personal lines automobile and homeowners lines of business, [removed: is provided by] [added: exists from] large, well-capitalized national companies, some of which have broad distribution networks of employed or captive agents, by smaller regional insurers, and by large companies who market and sell personal lines products directly to consumers.

In addition, because the insurance products of the Exchange are marketed exclusively through independent insurance agents, the Exchange faces competition within its appointed agencies based upon ease of doing business, product, price, and service [added: relationships.]

This focus allows the Exchange to accomplish its mission of providing as near perfect protection, as near perfect service as is humanly possible at the lowest possible [removed: costs.][added: cost.]

Our human capital management strategy, including initiatives to shape our workforce and workplace, is designed to [added: attract, retain, and develop talent to] ensure we are well positioned for the future.

We hold a shared responsibility view of retirement planning whereby [removed: the company provides] [added: we provide] tools and resources that employees are expected to use to achieve their retirement goals.

We set ourselves apart by offering both a 401(k) [added: savings] plan and a noncontributory defined benefit pension plan.

We [removed: use] [added: used] the following human capital metrics as part of managing our [removed: business:][added: business for the years ended December 31:]

| | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |

| Full-time (1) | | | | | | [removed: 5,805] [added: 5,970] | | | | | | [removed: 5,849] [added: 5,805] | | | | | | [removed: 5,772] [added: 5,849] | | |

| Part-time | | | | | | [removed: 30] [added: 23] | | | | | | [removed: 31] [added: 30] | | | | | | [removed: 41] [added: 31] | | |

| Temporary (2) | | | | | | [removed: 41] [added: 45] | | | | | | [removed: 34] [added: 41] | | | | | | [removed: 32] [added: 34] | | |

| Turnover (3) | | | | | | [removed: 8.0] [added: 11.2] | | % | | | | [removed: 5.3] [added: 8.0] | | % | | | | [removed: 5.6] [added: 5.3] | | % |

| Average tenure (4) | | | | | | [removed: 12.6] [added: 11.7] | | | | | | [removed: 12.5] [added: 12.6] | | | | | | [removed: 12.3] [added: 12.5] | | |

*(3) The percentage of employees who left voluntarily or involuntarily, including [removed: retirements.][added: retirements; calculated using the number of employees who exited, divided by the average headcount of the period.*]

[removed: Total] [added: *(4) The average] number of years [added: employees have been employed with the organization; calculated using the total number of years of employment,] divided by average headcount of full-time and part-time employees for the period.*

[removed: In 2021, a large] [added: The largest] portion of [removed: the increase in] our turnover [removed: can be attributed] [added: continues] to [added: be] voluntary turnover, [added: excluding retirements,] which increased [added: to 6.9% in 2022] from [removed: 3.0%] [added: 4.8% in 2021] and 2.4% in [removed: 2019 and] 2020, [removed: respectively,] [added: but continues] to [removed: 4.8% in 2021.][added: remain lower]

[removed: ERIE continues] [added: We continue] to monitor [removed: its] turnover trends to determine the appropriate actions to ensure we are well positioned for the future.

Reimbursements are settled at cost.

The principal commercial lines products are commercial

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Employee Value Proposition

Our partnership with our employees is one of the cornerstones of our success.

Our employee value proposition includes a culture that focuses on physical, financial, and emotional well-being.

A 2022 employee survey, administered by Willis Towers Watson, indicated that our employees place a value of 84 out of 100 on their total rewards package, approximately 12 points above the industry benchmark.

We offer competitive pay with a signature and affordable benefits package including options designed to meet the unique needs of our employees and their families.

Employees have access to an employee assistance plan, emergency child and elder care providers, adoption assistance, and infertility assistance, among others.

We encourage a work/life balance for all employees.

During 2022, we began returning employees to the office and addressed the need to meet business requirements while recognizing the need for employee flexibility by offering a variety of hybrid working arrangements.

An engaged workforce is necessary for accomplishing organizational objectives and our portfolio of employee experience initiatives demonstrates our commitment to provide employees an engaging environment throughout all stages of their careers.

We offer professional development opportunities that are designed to prepare employees for future career growth.

Employees have access to skills enhancement training and programs as well as a generous tuition reimbursement program for higher education.

We also grow and develop our employees by offering talent mobility opportunities such as expanded leadership experience, job shadowing, cross-training, stretch assignments, and formal career development programs.

Diversity, Equity & Inclusion

Diversity, equity, and inclusion (“DEI”) is integral to our business success.

Our strength is in our people and the more diverse our backgrounds and experiences, the stronger we are.

Our department of Diversity & Community Development is led by the Chief Diversity Officer who reports directly to the Chief Executive Officer, affirming our commitment to DEI from executive leadership.

Our DEI efforts are further supported by a dedicated team of professionals including a Vice President of Diversity, Equity, and Inclusion.

We foster an inclusive workplace through the endorsement of nine affinity networks and five business resource groups.

Affinity networks are employee-driven groups that focus on particular dimensions of diversity and are designed to foster greater awareness and a culture of inclusion across our company.

Business resource groups address business issues using a DEI lens.

Through these groups, we are taking a broader approach to problem-solving and innovation by aligning cross-functional teams of employees to our business strategy.

Workforce Metrics

The volatile talent market experienced during the pandemic continued to be a challenge in 2022.

Our turnover rate increased to 11.2% in 2022 from 8.0% in 2021 and 5.3% in 2020.

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

than industry benchmark data.

Employee retirements also contributed to the increased turnover rate as they increased to 3.6% in 2022 from 2.2% in 2021 and 2.0% in 2020.

relationships.

Our success is largely dependent upon our ability to attract, retain, and develop diverse talent while maintaining our service-based culture.

We strive to create a value proposition for our employees through trust and collaboration while providing competitive compensation, benefits, and other reward programs.

Our low turnover and high tenure are reflective of our culture and the mutual commitment that exists between employees and the company.

Areas of focus include talent acquisition, performance management, succession planning, learning and development, and diversity and inclusion.

Our investments in human capital include comprehensive total rewards and programs aimed at developing our employees to be successful in their current and future roles.

| | | | | | | Years ended December 31, | | | | | | | | | | | | | | |

Calculated using the number of employees who exited, divided by the average headcount of the period.*

*(4) The average number of years employees have been employed with the organization.

The tightening labor market during the COVID-19 pandemic has increased competition to attract and retain talent.

As we recognize the importance of employee engagement on the outcomes we achieve as an organization, we also work with independent external partners to administer confidential surveys to collect feedback on the employee experience.

We have partnered with the Great Place to Work® ("GPTW") Institute since 2012.

We received the honor of being Great Place to Work-Certified™ in 2020 and 2017, and Great-rated in 2014.

Our overall GPTW score has trended upwards over the last three surveys and is favorable compared to the benchmark of the companies ranked on the Great Place to Work® Top 100 Companies List.

Since our last full survey in 2020, we have conducted several employee pulse surveys to continue to monitor employee engagement.

By Memorandum Opinion and Order dated September 28, 2022, the Court granted the Motion for Remand and directed the case be remanded to the Court of Common Pleas of Allegheny County, Pennsylvania.

On September 30, 2022, Indemnity filed a Motion to Stay the Remand Order pending an appeal to the United States Court of Appeals for the Third Circuit.

On October 3, 2022, the Court granted the Stay.

On October 11, 2022, Indemnity filed a Petition for Permission to Appeal the Remand Order with the Third Circuit.

By Order dated November 7, 2022, a three judge panel of the Court denied the Petition to Appeal.

On November 21, 2022, Indemnity filed a Petition for Rehearing requesting that the Third Circuit permit the appeal.

By Order dated January 9, 2023, the Court granted the petition for rehearing and vacated the prior Order of October 7, 2022, denying permission to appeal.

The appeal will now be heard before the Third Circuit.

Indemnity intends to vigorously defend against all of the allegations and requests for relief in the complaint.

Separately, Indemnity filed a Complaint in Federal Court to invoke certain provisions of the “All Writs Act” and the “Anti-Injunction Act.” By filing this complaint, Indemnity seeks to protect the federal court’s prior binding, final judgments in favor of Indemnity and thereby foreclose further litigation of the claims and issues pertaining to the compensation practices that were the subject of the prior judgments.

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

[removed: Review] UNITED STATES SECURITIES AND EXCHANGE COMMISSION

For the fiscal year ended December 31, [removed: 2021][added: 2022]

Aggregate market value of voting and non-voting common stock held by non-affiliates as of the last business day of the registrant's most recently completed second fiscal quarter: $4.9 billion of Class A non-voting common stock as of June 30, [removed: 2021.][added: 2022.]

46,189,068 shares of Class A common stock and 2,542 shares of Class B common stock outstanding on February [removed: 18, 2022.][added: 17, 2023.]

Portions of Part III of this Form 10-K (Items 10, 11, 12, 13, and 14) are incorporated by reference to the information statement on Schedule 14C to be filed with the Securities and Exchange Commission no later than 120 days after December 31, [removed: 2021.][added: 2022.]

| [removed: [I](#i866bf74061ab4597977021ba771c0573_10)] [added: [I](#i1ddaa7e40c4f45e49877f3fb1beccb8d_10)] | | | [Item [removed: 1.](#i866bf74061ab4597977021ba771c0573_13)] [added: 1.](#i1ddaa7e40c4f45e49877f3fb1beccb8d_13)] | | | [removed: [Business](#i866bf74061ab4597977021ba771c0573_13)] [added: [Business](#i1ddaa7e40c4f45e49877f3fb1beccb8d_13)] | | | [removed: [3](#i866bf74061ab4597977021ba771c0573_13)] [added: [3](#i1ddaa7e40c4f45e49877f3fb1beccb8d_13)] | | |

| | | | [Item [removed: 1A.](#i866bf74061ab4597977021ba771c0573_16)] [added: 1A.](#i1ddaa7e40c4f45e49877f3fb1beccb8d_16)] | | | [Risk [removed: Factors](#i866bf74061ab4597977021ba771c0573_16)] [added: Factors](#i1ddaa7e40c4f45e49877f3fb1beccb8d_16)] | | | [removed: [6](#i866bf74061ab4597977021ba771c0573_16)] [added: [6](#i1ddaa7e40c4f45e49877f3fb1beccb8d_16)] | | |

| | | | [Item [removed: 1B.](#i866bf74061ab4597977021ba771c0573_19)] [added: 1B.](#i1ddaa7e40c4f45e49877f3fb1beccb8d_19)] | | | [Unresolved Staff [removed: Comments](#i866bf74061ab4597977021ba771c0573_19)] [added: Comments](#i1ddaa7e40c4f45e49877f3fb1beccb8d_19)] | | | [removed: [13](#i866bf74061ab4597977021ba771c0573_19)] [added: [12](#i1ddaa7e40c4f45e49877f3fb1beccb8d_19)] | | |

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| | | | | | | [removed: [Signatures](#i866bf74061ab4597977021ba771c0573_262)] [added: [Signatures](#i1ddaa7e40c4f45e49877f3fb1beccb8d_262)] | | | [removed: [85](#i866bf74061ab4597977021ba771c0573_262)] [added: [84](#i1ddaa7e40c4f45e49877f3fb1beccb8d_262)] | | |

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Indemnity and the Exchange also operate 25 field offices in 12 states [added: used] to [removed: perform] primarily [added: support] claims-related activities.

The Exchange owns seven field [removed: offices, Indemnity owns property, a portion of which houses one field office,] [added: offices] and leases [removed: the remaining field offices] [added: another 16] from third parties.

Commitments for properties leased from [removed: other] [added: third] parties expire periodically through 2027.

Indemnity owns one field office and leases another from a third party.

Over 90% of our workforce had been working remotely from March 2020 through April 2022 due to the COVID-19 pandemic.

We implemented a phased return of our workforce beginning in April 2022 and transitioned to a predominately hybrid format.

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Due to the uncertainty of the COVID-19 pandemic, approximately 90% of our workforce has been working remote since March 2020.

We have a dedicated team responsible for the development and implementation of a return to office plan.

We began returning some employees to our offices in July 2021, but paused as a result of the national increase in infections.

We plan to resume returning employees to our offices in phases when we consider it appropriate.

As of February [removed: 18, 2022,] [added: 17, 2023,] there were approximately [removed: 542] [added: 527] shareholders of record for the Class A non-voting common stock and 9 shareholders of record for the Class B voting common stock.

The Standard & Poor's Supercomposite Insurance Industry Group Index is made up of [removed: 57] [added: 55] constituent members represented by property and casualty insurers, insurance brokers, and life insurers, and is a capitalization weighted [removed: index.][added: index.]

| | | | | | | [removed: 2016] [added: 2017] | | | | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | |

| Erie Indemnity Company Class A common stock | | | | | | $ | 100 | | (1) | | | $ | [removed: 111] [added: 113] | | | | | $ | [removed: 125] [added: 143] | | | | | $ | [removed: 159] [added: 218] | | | | | $ | [removed: 242] [added: 174] | | | | | $ | [removed: 194] [added: 230] | |

| Standard & Poor's 500 Stock Index | | | | | | 100 | | | (1) | | | [removed: 122] [added: 96] | | | | | | [removed: 116] [added: 126] | | | | | | [removed: 153] [added: 149] | | | | | | [removed: 181] [added: 191] | | | | | | [removed: 233] [added: 157] | | |

| Standard & Poor's Supercomposite Insurance Industry Group Index | | | | | | 100 | | | (1) | | | [removed: 116] [added: 90] | | | | | | [removed: 105] [added: 116] | | | | | | [removed: 134] [added: 114] | | | | | | [removed: 132] [added: 148] | | | | | | [removed: 171] [added: 161] | | |

"Financial Statements and Supplementary Data – Note [removed: 12, Capital Stock,] [added: 10, Incentive and Deferred Compensation Plans,] of Notes to Financial Statements" contained within this report for [removed: discussion of] additional [added: information on] shares purchased outside of this program.

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

The following table presents the number and average price of our outstanding Class A nonvoting common stock shares purchased during the quarter ending December 31, 2022:

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| *(dollars in thousands, except per share data)* | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Period | | | | | | Total number of shares purchased | | | | | | Average price paid per share | | | | | | Total number of shares purchased as part of publicly announced program | | | | | | Dollar value of shares that may yet be purchased under the program | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| October 1–31, 2022 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 17,754 | |

| November 1–30, 2022 (1) | | | | | | 1,835 | | | | | | 254.47 | | | | | | — | | | | | | 17,754 | | |

| December 1–31, 2022 | | | | | | — | | | | | | — | | | | | | — | | | | | | 17,754 | | |

| Total | | | | | | 1,835 | | | | | | 254.47 | | | | | | — | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

*(1)Represents shares purchased on the open market to fund the rabbi trust for both the outside director deferred stock compensation plan (1,563 shares at an average price of $254.47 per share) and the incentive compensation deferral plan (272 shares at an average price of $254.47 per share).*

There were no repurchases of our Class A common stock under this program during the quarter ending December 31, 2021.

We had approximately $17.8 million of repurchase authority remaining under this program, based upon trade date, at both December 31, 2021 and February 18, 2022.

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

| [Report of Independent Registered Public Accounting Firm (PCAOB [removed: ID:](#i866bf74061ab4597977021ba771c0573_121) 42[)](#i866bf74061ab4597977021ba771c0573_121)] [added: ID:](#i1ddaa7e40c4f45e49877f3fb1beccb8d_121) 42[)](#i1ddaa7e40c4f45e49877f3fb1beccb8d_121)] | | | [removed: [39](#i866bf74061ab4597977021ba771c0573_121)] [added: [40](#i1ddaa7e40c4f45e49877f3fb1beccb8d_121)] | | |

| [Statements of Operations for the Years Ended December 31, [removed: 2021, 2020 and 2019](#i866bf74061ab4597977021ba771c0573_124)] [added: 202](#i1ddaa7e40c4f45e49877f3fb1beccb8d_124)[2](#i1ddaa7e40c4f45e49877f3fb1beccb8d_124)[, 202](#i1ddaa7e40c4f45e49877f3fb1beccb8d_124)[1](#i1ddaa7e40c4f45e49877f3fb1beccb8d_124) [and](#i1ddaa7e40c4f45e49877f3fb1beccb8d_124) [2020](#i1ddaa7e40c4f45e49877f3fb1beccb8d_124)] | | | [removed: [41](#i866bf74061ab4597977021ba771c0573_124)] [added: [42](#i1ddaa7e40c4f45e49877f3fb1beccb8d_124)] | | |

| [Statements of Comprehensive Income for the Years Ended December 31, [removed: 2021, 2020 and 2019](#i866bf74061ab4597977021ba771c0573_127)] [added: 202](#i1ddaa7e40c4f45e49877f3fb1beccb8d_127)[2](#i1ddaa7e40c4f45e49877f3fb1beccb8d_127)[, 202](#i1ddaa7e40c4f45e49877f3fb1beccb8d_127)[1](#i1ddaa7e40c4f45e49877f3fb1beccb8d_127) [and](#i1ddaa7e40c4f45e49877f3fb1beccb8d_127) [2020](#i1ddaa7e40c4f45e49877f3fb1beccb8d_127)] | | | [removed: [42](#i866bf74061ab4597977021ba771c0573_127)] [added: [43](#i1ddaa7e40c4f45e49877f3fb1beccb8d_127)] | | |

| [Statements of Financial Position - December 31, [removed: 2021 and 2020](#i866bf74061ab4597977021ba771c0573_130)] [added: 202](#i1ddaa7e40c4f45e49877f3fb1beccb8d_130)[2](#i1ddaa7e40c4f45e49877f3fb1beccb8d_130) [and](#i1ddaa7e40c4f45e49877f3fb1beccb8d_130) [202](#i1ddaa7e40c4f45e49877f3fb1beccb8d_130)[1](#i1ddaa7e40c4f45e49877f3fb1beccb8d_130)] | | | [removed: [43](#i866bf74061ab4597977021ba771c0573_130)] [added: [44](#i1ddaa7e40c4f45e49877f3fb1beccb8d_130)] | | |

| [Statements of Shareholders' Equity for the Years ended December 31, [removed: 2021, 2020 and 2019](#i866bf74061ab4597977021ba771c0573_133)] [added: 202](#i1ddaa7e40c4f45e49877f3fb1beccb8d_133)[2](#i1ddaa7e40c4f45e49877f3fb1beccb8d_133)[, 202](#i1ddaa7e40c4f45e49877f3fb1beccb8d_133)[1](#i1ddaa7e40c4f45e49877f3fb1beccb8d_133) [and](#i1ddaa7e40c4f45e49877f3fb1beccb8d_133) [2020](#i1ddaa7e40c4f45e49877f3fb1beccb8d_133)] | | | [removed: [44](#i866bf74061ab4597977021ba771c0573_133)] [added: [45](#i1ddaa7e40c4f45e49877f3fb1beccb8d_133)] | | |

| [Statements of Cash Flows for the Years ended December 31, [removed: 2021, 2020 and 2019](#i866bf74061ab4597977021ba771c0573_136)] [added: 202](#i1ddaa7e40c4f45e49877f3fb1beccb8d_136)[2](#i1ddaa7e40c4f45e49877f3fb1beccb8d_136)[, 202](#i1ddaa7e40c4f45e49877f3fb1beccb8d_136)[1](#i1ddaa7e40c4f45e49877f3fb1beccb8d_136) [and](#i1ddaa7e40c4f45e49877f3fb1beccb8d_136) [2020](#i1ddaa7e40c4f45e49877f3fb1beccb8d_136)] | | | [removed: [45](#i866bf74061ab4597977021ba771c0573_136)] [added: [46](#i1ddaa7e40c4f45e49877f3fb1beccb8d_136)] | | |

| [Notes to Financial Statements - December 31, [removed: 2021](#i866bf74061ab4597977021ba771c0573_139)] [added: 202](#i1ddaa7e40c4f45e49877f3fb1beccb8d_139)[2](#i1ddaa7e40c4f45e49877f3fb1beccb8d_139)] | | | [removed: [46](#i866bf74061ab4597977021ba771c0573_139)] [added: [47](#i1ddaa7e40c4f45e49877f3fb1beccb8d_139)] | | |

To the Shareholders and [added: the] Board of Directors of Erie Indemnity Company

We have audited the accompanying statements of financial position of Erie Indemnity Company (the Company) as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] the related statements of operations, comprehensive income, shareholders’ equity and cash flows for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] and the related notes (collectively referred to as the “financial statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company [removed: as of] [added: at] December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated [removed: February 24, 2022] [added: March 1, 2023,] expressed an unqualified opinion thereon.

Such procedures [removed: include] [added: included] examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

| *Description of the Matter* | | | | | | For the year ended December 31, [removed: 2021,] [added: 2022,] the Company’s administrative services reimbursement revenue totaled [removed: $638.5] [added: $668.3] million. The Company’s primary function, as attorney-in-fact, is to perform certain services on behalf of the subscribers at the Erie Insurance Exchange (Exchange) and its insurance subsidiaries, in accordance with the [removed: Subscriber’s Agreement] [added: subscriber’s agreement] and the service agreements with each of the Exchange’s insurance subsidiaries. As explained in Note 2 of the financial statements, pursuant to [added: the] approved [added: subscriber’s agreement and] service agreements, administrative services, which include costs associated with claims handling services, life insurance related operating activities, investment management, and operating overhead incurred by the Company on behalf of the Exchange and its insurance subsidiaries, are reimbursed to the Company at cost and recorded as administrative services reimbursement [removed: revenue. To determine] [added: revenue, based on] the [removed: proportional cost allocation to each entity,] [added: nature of] the [removed: Company determines] [added: cost or relevant] utilization [removed: statistics using numerous variables including, among others, employee count, square footage, vehicle count, and project hours.] [added: statistic.] Auditing management’s proportional cost allocations was complex due to the [removed: number of] [added: multiple] costs that are [removed: included in] [added: allocated,] the [removed: allocations and] [added: extensiveness of] the [removed: judgment applied in determining] [added: allocation process, and] the [removed: utilization statistics used] [added: degree of auditor judgement needed] to [removed: determine] [added: design] the [removed: proportional allocations] [added: nature and extent of audit procedures required] to [removed: each entity.] [added: address the matter.] | | |

| *How We Addressed the Matter in Our Audit* | | | | | | We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s proportional cost allocations process. This included, among others, testing management’s review controls over the determination of the utilization statistics and ultimate allocation of costs to the Exchange and its insurance subsidiaries. To test the Company’s proportional cost allocations, our procedures included, among others, evaluating that the costs included in the allocations are in accordance with the [removed: Subscriber’s Agreement] [added: subscriber’s agreement] and the service agreements with each of the Exchange’s insurance subsidiaries. We tested the completeness and accuracy of the costs subjected to allocation through testing [removed: of] the reconciliation of the costs recorded in the source systems to the costs that are [removed: allocated.] [added: allocated, testing a sample of cost allocations, and testing the reconciliation of the cost allocation output to the general ledger.] We evaluated the allocation of costs to the Exchange and its insurance subsidiaries with the costs allocated in prior periods. | | |

Cleveland, [removed: OH][added: Ohio]

Years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019][added: 2020]

| | | | | | | [added: 2022 | | | | | |] 2021 | | | | | | 2020 | | | | | | 2019 | | | [added: | | |]

| Management fee revenue - policy issuance and renewal services | | | | | | $ | [removed: 1,913,166] [added: 2,087,846] | | | | | $ | [removed: 1,841,794] [added: 1,913,166] | | | | | $ | [removed: 1,810,457] [added: 1,841,794] | |

| Management fee revenue - administrative services | | | | | | [removed: 58,286] [added: 58,323] | | | | | | [removed: 59,463] [added: 58,286] | | | | | | [removed: 57,204] [added: 59,463] | | |

| Administrative services reimbursement revenue | | | | | | [removed: 638,483] [added: 668,268] | | | | | | [removed: 609,435] [added: 638,483] | | | | | | [removed: 582,010] [added: 609,435] | | |

| Service agreement revenue | | | | | | [removed: 24,042] [added: 25,687] | | | | | | [removed: 25,797] [added: 24,042] | | | | | | [removed: 27,627] [added: 25,797] | | |

| Total operating revenue | | | | | | [removed: 2,633,977] [added: 2,840,124] | | | | | | [removed: 2,536,489] [added: 2,633,977] | | | | | | [removed: 2,477,298] [added: 2,536,489] | | |

| Cost of operations - policy issuance and renewal services | | | | | | [removed: 1,677,397] [added: 1,795,642] | | | | | | [removed: 1,588,897] [added: 1,677,397] | | | | | | [removed: 1,537,949] [added: 1,588,897] | | |

| Cost of operations - administrative services | | | | | | [removed: 638,483] [added: 668,268] | | | | | | [removed: 609,435] [added: 638,483] | | | | | | [removed: 582,010] [added: 609,435] | | |

| Total operating expenses | | | | | | [removed: 2,315,880] [added: 2,463,910] | | | | | | [removed: 2,198,332] [added: 2,315,880] | | | | | | [removed: 2,119,959] [added: 2,198,332] | | |

| Operating income | | | | | | [removed: 318,097] [added: 376,214] | | | | | | [removed: 338,157] [added: 318,097] | | | | | | [removed: 357,339] [added: 338,157] | | |

| Net investment income | | | | | | [removed: 62,177] [added: 28,585] | | | | | | [removed: 29,753] [added: 62,177] | | | | | | [removed: 34,059] [added: 29,753] | | |

| Net realized and unrealized investment [added: (losses)] gains | | | | | | [removed: 4,946] [added: (27,286)] | | | | | | [removed: 6,392] [added: 4,946] | | | | | | [removed: 6,103] [added: 6,392] | | |

| Net impairment [removed: recoveries] (losses) [added: recoveries] recognized in earnings | | | | | | [removed: 209] [added: (667)] | | | | | | [removed: (3,278)] [added: 209] | | | | | | [removed: (195)] [added: (3,278)] | | |

| Total investment income | | | | | | [removed: 67,332] [added: 632] | | | | | | [removed: 32,867] [added: 67,332] | | | | | | [removed: 39,967] [added: 32,867] | | |

| Interest expense, net | | | | | | [removed: 4,132] [added: 2,009] | | | | | | [removed: 731] [added: 4,132] | | | | | | [removed: 856] [added: 731] | | |

| Other [removed: (expense)] income [added: (expense)] | | | | | | [removed: (4,893)] [added: 1,615] | | | | | | [removed: (1,778)] [added: (4,893)] | | | | | | [removed: 255] [added: (1,778)] | | |

| Income before income taxes | | | | | | [removed: 376,404] [added: 376,452] | | | | | | [removed: 368,515] [added: 376,404] | | | | | | [removed: 396,705] [added: 368,515] | | |

| Income tax expense | | | | | | [removed: 78,544] [added: 77,883] | | | | | | [removed: 75,211] [added: 78,544] | | | | | | [removed: 79,884] [added: 75,211] | | |

| Net income | | | | | | $ | [removed: 297,860] [added: 298,569] | | | | | $ | [removed: 293,304] [added: 297,860] | | | | | $ | [removed: 316,821] [added: 293,304] | |

| Class A common stock – basic | | | | | | $ | [removed: 6.40] [added: 6.41] | | | | | $ | [removed: 6.30] [added: 6.40] | | | | | $ | [removed: 6.80] [added: 6.30] | |

| Class A common stock – diluted | | | | | | $ | [removed: 5.69] [added: 5.71] | | | | | $ | [removed: 5.61] [added: 5.69] | | | | | $ | [removed: 6.06] [added: 5.61] | |

| Class B common stock – basic and diluted | | | | | | $ | [removed: 959] [added: 962] | | | | | $ | [removed: 945] [added: 959] | | | | | $ | [removed: 1,020] [added: 945] | |

| Class A common stock | | | | | | [removed: 46,188,806] [added: 46,188,916] | | | | | | [removed: 46,188,659] [added: 46,188,806] | | | | | | [removed: 46,188,836] [added: 46,188,659] | | |

| Class A common stock | | | | | | [removed: 52,307,302] [added: 52,297,990] | | | | | | [removed: 52,313,360] [added: 52,307,302] | | | | | | [removed: 52,319,860] [added: 52,313,360] | | |

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

March 1, 2023

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Years ended December 31, 2022, 2021 and 2020

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

| | | | | | | 2022 | | | | | | 2021 | | |

| Cash and cash equivalents | | | | | | $ | 142,090 | | | | | $ | 183,702 | |

| Deferred income taxes, net | | | | | | 14,075 | | | | | | 0 | | |

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Years ended December 31, 2022, 2021 and 2020

| Net income | | | | | | | | | | | | | | | 298,569 | | | | | | | | | 298,569 | | |

| Class A $4.52 per share | | | | | | | | | | | | | | | (208,775) | | | | | | | | | (208,775) | | |

| Balance, December 31, 2022 | | | $ | 1,992 | | $ | 178 | | $ | 16,481 | | $ | (7,414) | | $ | 2,583,261 | | $ | (1,168,949) | | $ | 22,859 | | $ | 1,448,408 | |

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Years ended December 31, 2022, 2021 and 2020

| Proceeds from short-term borrowings | | | | | | 55,000 | | | | | | — | | | | | | — | | |

| Payments on short-term borrowings | | | | | | (55,000) | | | | | | — | | | | | | — | | |

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

Reimbursements are settled at cost.

Risks and uncertainties

In March 2020, the outbreak of COVID-19 was declared a global pandemic.

The uncertainty of the current economic environment continues to evolve.

We are unable to predict the duration or extent of the financial impacts.

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

In 2022, approximately 71% of the administrative services expenses are entirely attributable to the respective administrative functions (claims handling, life insurance management and investment management), while the remaining 29% of these expenses are allocations of costs for departments that support these administrative functions.

The subscriber's agreement and service agreements provide for reimbursement of amounts incurred for these services to Indemnity.

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

| Management fee revenue - policy issuance and renewal services | | | | | | $ | 2,087,846 | | | | | $ | 1,913,166 | | | | | $ | 1,841,794 | |

| Management fee revenue - administrative services | | | | | | 58,323 | | | | | | 58,286 | | | | | | 59,463 | | |

| Administrative services reimbursement revenue | | | | | | 668,268 | | | | | | 638,483 | | | | | | 609,435 | | |

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

| | | | | | | December 31, 2022 | | | | | | | | | | | | | | | | | | | | |

| Corporate debt securities | | | | | | $ | 553,382 | | | | | $ | 0 | | | | | $ | 549,696 | | | | | $ | 3,686 | |

| Financial services sector | | | | | | 61,084 | | | | | | 0 | | | | | | 57,305 | | | | | | 3,779 | | |

| Utilities sector | | | | | | 5,708 | | | | | | 0 | | | | | | 5,708 | | | | | | 0 | | |

February 24, 2022

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balance, December 31, 2018 | | | $ | 1,992 | | $ | 178 | | $ | 16,459 | | $ | (130,284) | | $ | 2,231,417 | | $ | (1,157,625) | | $ | 11,535 | | $ | 973,672 | |

| Net income | | | | | | | | | | | | | | | 316,821 | | | | | | | | | 316,821 | | |

| Class A $3.665 per share | | | | | | | | | | | | | | | (169,283) | | | | | | | | | (169,283) | | |

| Cash and cash equivalents, beginning of year | | | | | | 161,240 | | | | | | 336,739 | | | | | | 266,417 | | |

Included in these expenses are allocations of costs for departments that support these administrative functions.

Coronavirus ("COVID-19") pandemic

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

We are unable to predict the duration or extent of the business disruption or the financial impact given the ongoing development of the pandemic and its impacts on the economy and financial markets.

Reclassification

Certain amounts previously reported in the 2020 financial statements have been reclassified for comparative purposes to conform to the current period’s presentation.

"Federal income taxes recoverable" is now included in "Prepaid expenses and other current assets" in the Statements of Financial Position.

| | | | | | | December 31, 2020 | | | | | | | | | | | | | | | | | | | | |

| Corporate debt securities | | | | | | $ | 566,425 | | | | | $ | 1,281 | | | | | $ | 559,319 | | | | | $ | 5,825 | |

| Commercial mortgage-backed securities | | | | | | 120,201 | | | | | | 0 | | | | | | 100,739 | | | | | | 19,462 | | |

| Residential mortgage-backed securities | | | | | | 112,179 | | | | | | 0 | | | | | | 111,242 | | | | | | 937 | | |

| Total available-for-sale securities | | | | | | 928,236 | | | | | | 1,281 | | | | | | 900,731 | | | | | | 26,224 | | |

| Financial services sector | | | | | | 76,575 | | | | | | 24,981 | | | | | | 51,594 | | | | | | 0 | | |

| Utilities sector | | | | | | 8,742 | | | | | | 3,957 | | | | | | 4,785 | | | | | | 0 | | |

| Energy sector | | | | | | 2,206 | | | | | | 676 | | | | | | 1,530 | | | | | | 0 | | |

| Consumer sector | | | | | | 3,068 | | | | | | 576 | | | | | | 2,492 | | | | | | 0 | | |

| Industrial sector | | | | | | 800 | | | | | | 800 | | | | | | 0 | | | | | | 0 | | |

| Total | | | | | | $ | 1,022,326 | | | | | $ | 34,970 | | | | | $ | 961,132 | | | | | $ | 26,224 | |

| Corporate debt securities | | | | | | $ | 8,324 | | | | | $ | (2) | | | | | $ | (156) | | | | | $ | 7,180 | | | | | $ | (1,405) | | | | | $ | 10,526 | | | | | $ | (18,642) | | | | | $ | 5,825 | |

| Collateralized debt obligations | | | | | | 0 | | | | | | 0 | | | | | | 3 | | | | | | 247 | | | | | | 0 | | | | | | 0 | | | | | | (250) | | | | | | 0 | | |

| Commercial mortgage-backed securities | | | | | | 3,321 | | | | | | (183) | | | | | | 913 | | | | | | 12,281 | | | | | | (2,334) | | | | | | 39,591 | | | | | | (34,127) | | | | | | 19,462 | | |

| Residential mortgage-backed securities | | | | | | 0 | | | | | | (19) | | | | | | (48) | | | | | | 287 | | | | | | (1,539) | | | | | | 11,496 | | | | | | (9,240) | | | | | | 937 | | |

| Total available-for-sale securities | | | | | | 11,645 | | | | | | (204) | | | | | | 712 | | | | | | 19,995 | | | | | | (5,278) | | | | | | 61,613 | | | | | | (62,259) | | | | | | 26,224 | | |

| Total Level 3 securities | | | | | | $ | 11,645 | | | | | $ | (53) | | | | | $ | 712 | | | | | $ | 22,831 | | | | | $ | (5,278) | | | | | $ | 61,613 | | | | | $ | (65,246) | | | | | $ | 26,224 | |

*(2)The discount rate used to calculate fair value at December 31, 2021 is reflective of an increase in U.S. Treasury bond yields.*

| Corporate debt securities | | | | | | $ | 546,096 | | | | | $ | 21,843 | | | | | $ | 1,514 | | | | | $ | 566,425 | |

| Collateralized debt obligations | | | | | | 110,121 | | | | | | 657 | | | | | | 331 | | | | | | 110,447 | | |

| Commercial mortgage-backed securities | | | | | | 115,346 | | | | | | 5,090 | | | | | | 235 | | | | | | 120,201 | | |

| Residential mortgage-backed securities | | | | | | 108,840 | | | | | | 3,373 | | | | | | 34 | | | | | | 112,179 | | |

| Other debt securities | | | | | | 18,387 | | | | | | 606 | | | | | | 9 | | | | | | 18,984 | | |

| Total available-for-sale securities, net | | | | | | $ | 898,790 | | | | | $ | 31,569 | | | | | $ | 2,123 | | | | | $ | 928,236 | |

| Due after ten years | | | | | | 294,902 | | | | | | 295,368 | | |

As required by the Securities and Exchange Commission Rule 13a-15(e), we carried out an evaluation, under the supervision and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, [removed: 2021.][added: 2022.]

Based upon our evaluation under the framework in the *Internal Control-Integrated Framework* issued in 2013, management has concluded that Erie Indemnity Company's internal control over financial reporting was effective as of December 31, [removed: 2021.][added: 2022.]

| /s/ Timothy G. NeCastro | | | | | | /s/ Gregory J. Gutting | | | | | | /s/ [removed: Julie M. Pelkowski] [added: Jorie L. Novacek] | | | | | |

| Timothy G. NeCastro | | | | | | Gregory J. Gutting | | | | | | [removed: Julie M. Pelkowski] [added: Jorie L. Novacek] | | | | | |

| March 1, 2023 | | | | | | March 1, 2023 | | | | | | March 1, 2023 | | | | | |

| February 24, 2022 | | | | | | February 24, 2022 | | | | | | February 24, 2022 | | | | | |

There was no additional information in the fourth quarter of [removed: 2021] [added: 2022] that has not already been filed in a Form 8-K.

To the Shareholders and [added: the] Board of Directors of Erie Indemnity Company

We have audited Erie Indemnity Company’s internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Erie Indemnity Company (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the statements of financial position of the Company as of December 31, [removed: 2021 and 2020,] [added: 2022] and [added: 2021,] the related statements of operations, comprehensive income, shareholders’ equity, and cash flows for each of the three years in the period ended December 31, [removed: 2021] [added: 2022] and the related notes of the Company and our report dated [removed: February 24, 2022] [added: March 1, 2023] expressed an unqualified opinion thereon.

Cleveland, [removed: OH][added: Ohio]

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

March 1, 2023

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

February 24, 2022

The information with respect to our outside directors, audit committee and audit committee financial experts and Section 16(a) beneficial ownership reporting compliance, is incorporated herein by reference to the information statement on Schedule 14C to be filed with the Securities and Exchange Commission no later than 120 days after December 31, [removed: 2021.][added: 2022.]

| Name | | | | | | Age as of [removed: 12/31/2021] [added: 12/31/2022] | | | | | | Principal Occupation and Positions for Past Five Years | | |

| Timothy G. NeCastro | | | | | | [removed: 61] [added: 62] | | | | | | President and Chief Executive Officer [added: of the Company] since [removed: January 2017; Chief Executive Officer,] August [removed: 2016 through December] 2016; [removed: President and Chief Executive Officer Designate, June 2016 through July 2016; Senior Vice President, West Region, February 2010 through June 2016;] Director, Erie Family Life Insurance Company ("EFL"), Erie Insurance Company ("EIC"), Flagship City Insurance Company ("Flagship"), Erie Insurance Company of New York ("ENY") and Erie Insurance Property & Casualty Company ("EPC"). | | |

| Lorianne Feltz | | | | | | [removed: 52] [added: 53] | | | | | | Executive Vice President, Claims & Customer Service since November [removed: 2016; Senior Vice President, Customer Service, January 2011 through October] 2016. | | |

| Gregory J. Gutting | | | | | | [removed: 58] [added: 59] | | | | | | Executive Vice President and Chief Financial Officer since August 2016; [removed: Interim Executive Vice President and Chief Financial Officer, October 2015 through July 2016; Senior Vice President and Controller, March 2009 through September 2015;] Director, EFL, EIC, Flagship, ENY and EPC. | | |

| Douglas E. Smith | | | | | | [removed: 47] [added: 48] | | | | | | Executive Vice President, Sales & Products since November [removed: 2016; Senior Vice President, Personal Lines, November 2008 through October] 2016. | | |

| Brian W. Bolash | | | | | | 57 | | | | | | Executive Vice President, Secretary and General Counsel since January 2022; Senior Vice President, Secretary and General Counsel, October 2018 through December 2021; Senior Counsel and Corporate Secretary, January 2016 through September 2018; Director, EFL, EIC, Flagship, ENY and EPC. | | |

| Parthasarathy Srinivasa | | | | | | 51 | | | | | | Executive Vice President and Chief Information Officer since joining the Company in April 2022. Prior to joining the Company: Senior Vice President and Chief Data and Insurance Information Officer Verisk Analytics, 2019 through April 2022; Chief Information and Operations Officer Safe Auto Insurance (now Allstate Corporation), 2016 through 2019. | | |

| Appointed Executive Officers:1 | | | | | | | | | | | | | | |

| Sean Dugan | | | | | | 54 | | | | | | Senior Vice President, Human Resources since 2020; Corporate Human Resources Officer, 2018 through 2020; Vice President, Talent Acquisition and Community Outreach, 2014 through 2018. | | |

| Julie M. Pelkowski | | | | | | 53 | | | | | | Senior Vice President, Enterprise Office since March 2022; Senior Vice President and Controller, August 2016 through March 2022; Director, EFL, EIC, Flagship, ENY and EPC. | | |

| | | | | | | | | | | | | | | |

*1* *As of December 31, 2022, the Company announced appointments for Mr. Dugan and Ms. Pelkowski for Executive Vice President roles, but the appointments were not yet effective.

Mr. Dugan became Executive Vice President, Human Resources & Corporate Services effective January 1, 2023.

Ms. Pelkowski will be Executive Vice President and Chief Financial Officer effective May 1, 2023 following the retirement of Mr. Gutting.*

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

| Robert C. Ingram, III * | | | | | | 63 | | | | | | Executive Vice President and Chief Information Officer since August 2012; Director, EFL, EIC, Flagship, ENY and EPC. | | |

* Retired effective December 31, 2021

The information required by this item with respect to executive compensation is incorporated by reference to the information statement on Schedule 14C to be filed with the Securities and Exchange Commission no later than 120 days after December 31, [removed: 2021.][added: 2022.]

The information with respect to security ownership of certain beneficial owners and management and securities authorized for issuance under equity compensation plans, is incorporated by reference to the information statement on Schedule 14C to be filed with the Securities and Exchange Commission no later than 120 days after December 31, [removed: 2021.][added: 2022.]

Information with respect to certain relationships with our outside directors is incorporated by reference to the information statement on Schedule 14C to be filed with the Securities and Exchange Commission no later than 120 days after December 31, [removed: 2021.][added: 2022.]

The information required by this item is incorporated by reference to the information statement on Schedule 14C to be filed with the Securities and Exchange Commission no later than 120 days after December 31, [removed: 2021.][added: 2022.]

[Table](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7) [of Contents](#i1ddaa7e40c4f45e49877f3fb1beccb8d_7)

- Statements of Operations for the three years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019][added: 2020]

- Statements of Comprehensive Income for the three years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019][added: 2020]

- Statements of Financial Position as of December 31, [removed: 2021] [added: 2022] and [removed: 2020][added: 2021]

- Statements of Shareholders' Equity for the three years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019][added: 2020]

- Statements of Cash Flows for the three years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019][added: 2020]

| 3. [Exhibit [removed: Index](#i866bf74061ab4597977021ba771c0573_259)] [added: Index](#i1ddaa7e40c4f45e49877f3fb1beccb8d_259)] | | | [removed: [80](#i866bf74061ab4597977021ba771c0573_259)] [added: [79](#i1ddaa7e40c4f45e49877f3fb1beccb8d_259)] | | |

| [removed: 3.8] [added: 3.1] | | | | | | [Amended and Restated Articles of Incorporation of Registrant dated April 19, 2011. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit No. 3.1 to] the Registrant’s Form 10-Q that was filed with the Commission on August 2, [removed: 2011.](http://www.sec.gov/Archives/edgar/data/922621/000110465911042663/a11-13827_1ex3d1.htm)] [added: 2011.](https://www.sec.gov/Archives/edgar/data/922621/000110465911042663/a11-13827_1ex3d1.htm)] | | |

| [removed: 3.10] [added: 3.2] | | | | | | [Erie Indemnity Company Amended and Restated Bylaws dated April 30, 2019. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 3.10 to] the Registrant's Form 8-K that was filed with the Commission on May 3, [removed: 2019.](http://www.sec.gov/Archives/edgar/data/922621/000092262119000017/ex-31005032019.htm)] [added: 2019.](https://www.sec.gov/Archives/edgar/data/922621/000092262119000017/ex-31005032019.htm)] | | |

| 4.1 | | | | | | [Erie Indemnity Company Description of Capital [removed: Stock](https://www.sec.gov/Archives/edgar/data/922621/000092262121000010/ex-4112312020.htm)[. Such](https://www.sec.gov/Archives/edgar/data/922621/000092262121000010/ex-4112312020.htm) [e](https://www.sec.gov/Archives/edgar/data/922621/000092262121000010/ex-4112312020.htm)[xhibit] [added: Stock. Such exhibit] is incorporated [removed: b](https://www.sec.gov/Archives/edgar/data/922621/000092262121000010/ex-4112312020.htm)[y] [added: by] reference to [removed: the l](https://www.sec.gov/Archives/edgar/data/922621/000092262121000010/ex-4112312020.htm)[ike tit](https://www.sec.gov/Archives/edgar/data/922621/000092262121000010/ex-4112312020.htm)[led exhibit in] [added: Exhibit 4.1 to] the [removed: Registrant's] [added: Registrant’s] Form [removed: 10-K](https://www.sec.gov/Archives/edgar/data/922621/000092262121000010/ex-4112312020.htm) [that] [added: 10-K that] was filed with the Commission on February 25, [removed: 2021.](https://www.sec.gov/Archives/edgar/data/922621/000092262121000010/ex-4112312020.htm)[](https://www.sec.gov/Archives/edgar/data/922621/000092262121000010/ex-4112312020.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/922621/000092262121000010/ex-4112312020.htm)] | | |

| [removed: 10.12] [added: 10.1] | | | | | | [Form of Subscriber’s Agreement whereby policyholders of Erie Insurance Exchange appoint Registrant as their Attorney-in-Fact. Such exhibit is incorporated by reference to [removed: the like titled but renumbered exhibit in] [added: Exhibit 10.12 to] the Registrant’s Form 10-Q that was filed with the [removed: Securities and Exchange] Commission on November 6, [removed: 2002.](http://www.sec.gov/Archives/edgar/data/922621/000095012802000748/j9708001exv10w12.txt)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/922621/000095012802000748/j9708001exv10w12.txt)] | | |

| [removed: 10.104] [added: 10.10*] | | | | | | [Deferred Compensation Plan of Erie Indemnity Company (As Amended and Restated as of January 1, 2009). Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.104 to] the Registrant’s Form 10-K that was filed with the Commission on February 26, [removed: 2009.](http://www.sec.gov/Archives/edgar/data/922621/000095015209001857/l35096aexv10w104.htm)] [added: 2009.](https://www.sec.gov/Archives/edgar/data/922621/000095015209001857/l35096aexv10w104.htm)] | | |

| [removed: 10.145] [added: 10.7*] | | | | | | [Erie Indemnity Company [removed: Equity Compensation] [added: Long-Term Incentive] Plan [removed: (incorporated] [added: (Effective as of January 1, 2020). Such exhibit is incorporated] by reference to Appendix A to the Registrant's Information Statement for the [removed: 2013] [added: 2020] Annual Meeting of Shareholders filed with the Commission on March [removed: 18, 2013).](http://www.sec.gov/Archives/edgar/data/922621/000119312513111326/d479418ddef14c.htm)] [added: 20, 2020.](https://www.sec.gov/Archives/edgar/data/922621/000119312520080005/d529252ddef14c.htm#toc529252_62)] | | |

| [removed: 10.153] [added: 10.11*] | | | | | | [removed: [Erie] [added: [Appendix B to Deferred Compensation Plan of Erie] Indemnity Company [removed: Long-Term Incentive Plan] (As Amended and Restated Effective as of January 1, [removed: 2014).] [added: 2019).] Such exhibit is incorporated by reference to [removed: Appendix B] [added: Exhibit 10.2] to the [removed: Registrant's Information Statement for the 2014 Annual Meeting of Shareholders] [added: Registrant’s Form 10-Q that was] filed with the Commission on [removed: March 14, 2014.](http://www.sec.gov/Archives/edgar/data/922621/000119312514098841/d660375ddef14c.htm)] [added: July 25, 2019.](https://www.sec.gov/Archives/edgar/data/922621/000092262119000023/ex-10206302019.htm)] | | |

| [removed: 10.154] [added: 10.16*] | | | | | | [First Amendment to Erie Indemnity Company [removed: Equity] [added: Incentive] Compensation [added: Deferral] Plan [removed: effective] [added: (Effective] January 1, [removed: 2014,] [added: 2017),] dated [removed: March 10, 2014.] [added: July 1, 2019.] Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.1](https://www.sec.gov/Archives/edgar/data/922621/000092262119000023/ex-10106302019.htm) [to] the Registrant’s Form 10-Q that was filed with the Commission on [removed: May 1, 2014.](http://www.sec.gov/Archives/edgar/data/922621/000092262114000019/ex-10103312014.htm)] [added: July 25, 2019.](https://www.sec.gov/Archives/edgar/data/922621/000092262119000023/ex-10106302019.htm)] | | |

| [removed: 10.156] [added: 10.3] | | | | | | [Form of Indemnification Agreement by and between Erie Indemnity Company and each Director and Executive Officer of Erie Indemnity Company. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.108 to] the Registrant’s Form 10-K that was filed with the Commission on February 26, [removed: 2009.](http://www.sec.gov/Archives/edgar/data/922621/000095015209001857/l35096aexv10w108.htm)] [added: 2009.](https://www.sec.gov/Archives/edgar/data/922621/000095015209001857/l35096aexv10w108.htm)] | | |

| [removed: 10.157] [added: 10.22*] | | | | | | [First Amendment to Erie Indemnity Company [removed: Long-Term Incentive] [added: Deferred Stock] Plan [added: for Outside Directors] (As Amended and Restated [removed: Effective] as of [removed: January 1, 2014),] [added: July 29, 2015),] dated March [removed: 25, 2015.] [added: 31, 2016.] Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.2 to] the Registrant’s Form 10-Q that was filed with the Commission on April [removed: 30, 2015.](http://www.sec.gov/Archives/edgar/data/922621/000092262115000019/ex-10103312015.htm)] [added: 28, 2016.](https://www.sec.gov/Archives/edgar/data/922621/000092262116000077/ex-10203312016.htm)] | | |

| [removed: 10.158] [added: 10.19*] | | | | | | [Erie Indemnity Company Deferred Compensation Plan for Outside Directors (As Amended and Restated as of July 29, 2015), dated October 20, 2015. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.158 to] the Registrant’s Form 10-K that was filed with the Commission on February 25, [removed: 2016.](http://www.sec.gov/Archives/edgar/data/922621/000092262116000067/ex-1015812312015.htm)] [added: 2016.](https://www.sec.gov/Archives/edgar/data/922621/000092262116000067/ex-1015812312015.htm)] | | |

| [removed: 10.159] [added: 10.21*] | | | | | | [Erie Indemnity Company Deferred Stock Plan for Outside Directors (As of July 29, 2015), dated October 20, 2015. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.159 to] the Registrant’s Form 10-K that was filed with the Commission on February 25, [removed: 2016.](http://www.sec.gov/Archives/edgar/data/922621/000092262116000067/ex-1015912312015.htm)] [added: 2016.](https://www.sec.gov/Archives/edgar/data/922621/000092262116000067/ex-1015912312015.htm)] | | |

| [removed: 10.162] [added: 10.24*] | | | | | | [Erie Insurance Group Retirement Plan for Employees (As Amended and Restated Effective December 31, 2014), dated December 18, 2015. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.162 to] the Registrant’s Form 10-K that was filed with the Commission on February 25, [removed: 2016.](http://www.sec.gov/Archives/edgar/data/922621/000092262116000067/ex-1016212312015.htm)] [added: 2016.](https://www.sec.gov/Archives/edgar/data/922621/000092262116000067/ex-1016212312015.htm)] | | |

| [removed: 10.163] [added: 10.41*] | | | | | | [Erie Insurance Group Employee Savings Plan (As Amended and Restated Effective as of January 1, 2015), dated December 18, 2015. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.163 to] the Registrant’s Form 10-K that was filed with the Commission on February 25, [removed: 2016.](http://www.sec.gov/Archives/edgar/data/922621/000092262116000067/ex-1016312312015.htm)] [added: 2016.](https://www.sec.gov/Archives/edgar/data/922621/000092262116000067/ex-1016312312015.htm)] | | |

| [removed: 10.166] [added: 10.20*] | | | | | | [First Amendment to Erie Indemnity Company Deferred [removed: Stock] [added: Compensation] Plan for Outside Directors (As [removed: Amended and Restated as] of July 29, 2015), dated [removed: March 31, 2016.] [added: December 21, 2021.] Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.217 to] the [removed: Registrant’s] [added: Registrant's] Form [removed: 10-Q] [added: 10-K] that was filed with the Commission on [removed: April 28, 2016.](http://www.sec.gov/Archives/edgar/data/922621/000092262116000077/ex-10203312016.htm)] [added: February 24, 2022.](https://www.sec.gov/Archives/edgar/data/922621/000092262122000013/ex-1021712312021.htm)] | | |

| [removed: 10.169] [added: 10.25*] | | | | | | [First Amendment to Erie Insurance Group Retirement Plan for Employees (As Amended and Restated Effective December 31, 2014), dated September 12, 2016. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.4 to] the Registrant’s Form 10-Q that was filed with the Commission on October 27, [removed: 2016.](http://www.sec.gov/Archives/edgar/data/922621/000092262116000113/ex-10409302016.htm)] [added: 2016.](https://www.sec.gov/Archives/edgar/data/922621/000092262116000113/ex-10409302016.htm)] | | |

| [removed: 10.170] [added: 10.26*] | | | | | | [Second Amendment to Erie Insurance Group Retirement Plan for Employees (As Amended and Restated Effective December 31, 2014), dated September 12, 2016. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.5 to] the Registrant’s Form 10-Q that was filed with the Commission on October 27, [removed: 2016.](http://www.sec.gov/Archives/edgar/data/922621/000092262116000113/ex-10509302016.htm)] [added: 2016.](https://www.sec.gov/Archives/edgar/data/922621/000092262116000113/ex-10509302016.htm)] | | |

| [removed: 10.171] [added: 10.42*] | | | | | | [First Amendment to Erie Insurance Group Employee Savings Plan (As Amended and Restated Effective as of January 1, 2015), dated September 12, 2016. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.6 to] the Registrant’s Form 10-Q that was filed with the Commission on October 27, [removed: 2016.](http://www.sec.gov/Archives/edgar/data/922621/000092262116000113/ex-10609302016.htm)] [added: 2016.](https://www.sec.gov/Archives/edgar/data/922621/000092262116000113/ex-10609302016.htm)] | | |

| [removed: 10.173] [added: 10.43*] | | | | | | [Second Amendment to Erie [removed: Indemnity Company Long-Term Incentive] [added: Insurance Group Employee Savings] Plan (As Amended and Restated Effective [removed: as of] January 1, [removed: 2014),] [added: 2015),] dated [removed: August 1, 2016.] [added: October 17, 2017.] Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.1 to] the Registrant’s Form 10-Q that was filed with the Commission on October [removed: 27, 2016.](http://www.sec.gov/Archives/edgar/data/922621/000092262116000113/ex-10809302016.htm)] [added: 26, 2017.](https://www.sec.gov/Archives/edgar/data/922621/000092262117000043/ex-10109302017.htm)] | | |

| [removed: 10.174] [added: 10.52] | | | | | | [Credit Agreement by and among Erie Indemnity Company and PNC Bank, National Association, dated as of November 7, 2016. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.1 to] the Registrant's Form 8-K that was filed with the Commission on November 14, [removed: 2016.](http://www.sec.gov/Archives/edgar/data/922621/000092262116000117/ex-10111072016.htm)] [added: 2016.](https://www.sec.gov/Archives/edgar/data/922621/000092262116000117/ex-10111072016.htm)] | | |

| [removed: 10.175] [added: 10.57] | | | | | | [Pledge Agreement made by Erie Indemnity Company in favor of PNC Bank, National Association, dated as of November 7, 2016. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.2 to] the Registrant's Form 8-K that was filed with the Commission on November 14, [removed: 2016.](http://www.sec.gov/Archives/edgar/data/922621/000092262116000117/ex-10211072016.htm)] [added: 2016.](https://www.sec.gov/Archives/edgar/data/922621/000092262116000117/ex-10211072016.htm)] | | |

| [removed: 10.177] [added: 10.15*] | | | | | | [Erie Indemnity Company Incentive Compensation Deferral Plan (Effective January 1, 2017), dated December 7, 2016. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.177 to] the Registrant’s Form 10-K that was filed with the Commission on February 23, [removed: 2017.](http://www.sec.gov/Archives/edgar/data/922621/000092262117000008/ex-1017712312016.htm)] [added: 2017.](https://www.sec.gov/Archives/edgar/data/922621/000092262117000008/ex-1017712312016.htm)] | | |

| [removed: 10.178] [added: 10.27*] | | | | | | [Third Amendment to Erie Insurance Group Retirement Plan for Employees (As Amended and Restated Effective December 31, 2014), dated December 22, 2016. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.178 to] the Registrant’s Form 10-K that was filed with the Commission on February 23, [removed: 2017.](http://www.sec.gov/Archives/edgar/data/922621/000092262117000008/ex-1017812312016.htm)] [added: 2017.](https://www.sec.gov/Archives/edgar/data/922621/000092262117000008/ex-1017812312016.htm)] | | |

| [removed: 10.183] [added: 10.49*] | | | | | | [removed: [Second] [added: [Eighth] Amendment to Erie Insurance Group Employee Savings Plan (As Amended and Restated Effective January 1, 2015), dated [removed: October 17, 2017.] [added: July 15, 2021.] Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.2 to] the Registrant’s Form 10-Q that was filed with the Commission on October [removed: 26, 2017.](http://www.sec.gov/Archives/edgar/data/922621/000092262117000043/ex-10109302017.htm)] [added: 28, 2021.](https://www.sec.gov/Archives/edgar/data/922621/000092262121000048/ex-10209302021.htm)] | | |

| [removed: 10.185] [added: 10.44*] | | | | | | [Third Amendment to Erie Insurance Group Employee Savings Plan (As Amended and Restated Effective January 1, 2015), dated December 20, 2017. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.185 to] the Registrant’s Form 10-K that was filed with the Commission on February 22, [removed: 2018.](http://www.sec.gov/Archives/edgar/data/922621/000092262118000016/ex-1018512312017.htm)] [added: 2018.](https://www.sec.gov/Archives/edgar/data/922621/000092262118000016/ex-1018512312017.htm)] | | |

| [removed: 10.186] [added: 10.28*] | | | | | | [Fourth Amendment to Erie Insurance Group Retirement Plan for Employees (As Amended and Restated Effective December 31, 2014), dated December 20, 2017. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.186 to] the Registrant’s Form 10-K that was filed with the Commission on February 22, [removed: 2018.](http://www.sec.gov/Archives/edgar/data/922621/000092262118000016/ex-1018612312017.htm)] [added: 2018.](https://www.sec.gov/Archives/edgar/data/922621/000092262118000016/ex-1018612312017.htm)] | | |

| [removed: 10.187] [added: 10.53] | | | | | | [First Amendment to Credit Agreement by and between Erie Indemnity Company and PNC Bank, National Association, dated as of December 13, 2016. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.1 to] the Registrant's Form 8-K that was filed with the Commission on January 24, [removed: 2018.](http://www.sec.gov/Archives/edgar/data/922621/000092262118000008/ex-10101222018.htm)] [added: 2018.](https://www.sec.gov/Archives/edgar/data/922621/000092262118000008/ex-10101222018.htm)] | | |

| [removed: 10.188] [added: 10.54] | | | | | | [Second Amendment to Credit Agreement by and between Erie Indemnity Company and PNC Bank, National Association, dated as of January 22, 2018. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.2 to] the Registrant's Form 8-K that was filed with the Commission on January 24, [removed: 2018.](http://www.sec.gov/Archives/edgar/data/922621/000092262118000008/ex-10201222018.htm)] [added: 2018.](https://www.sec.gov/Archives/edgar/data/922621/000092262118000008/ex-10201222018.htm)] | | |

| [removed: 10.190] [added: 10.45*] | | | | | | [Fourth Amendment to Erie Insurance Group Employee Savings Plan (As Amended and Restated Effective January 1, 2015), dated May 2, 2018. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.1 to] the Registrant’s Form 10-Q that was filed with the Commission on July 26, [removed: 2018.](http://www.sec.gov/Archives/edgar/data/922621/000092262118000033/ex-10106302018.htm)] [added: 2018.](https://www.sec.gov/Archives/edgar/data/922621/000092262118000033/ex-10106302018.htm)] | | |

| [removed: 10.193] [added: 10.55] | | | | | | [Third Amendment to Credit Agreement by and between Erie Indemnity Company and PNC Bank, National Association, dated as of November 13, 2018. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.1 to] the Registrant's Form 8-K that was filed with the Commission on November 14, [removed: 2018.](http://www.sec.gov/Archives/edgar/data/922621/000092262118000053/ex-10111132018.htm)] [added: 2018.](https://www.sec.gov/Archives/edgar/data/922621/000092262118000053/ex-10111132018.htm)] | | |

| [removed: 10.194] [added: 10.29*] | | | | | | [Fifth Amendment to Erie Insurance Group Retirement Plan for Employees (As Amended and Restated Effective December 31, 2014), dated December 20, 2018. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.194 to] the Registrant's Form 10-K that was filed with the Commission on February 21, [removed: 2019.](http://www.sec.gov/Archives/edgar/data/922621/000092262119000008/ex-1019412312018.htm)] [added: 2019.](https://www.sec.gov/Archives/edgar/data/922621/000092262119000008/ex-1019412312018.htm)] | | |

| [removed: 10.195] [added: 10.46*] | | | | | | [Fifth Amendment to Erie Insurance Group Employee Savings Plan (As Amended and Restated Effective January 1, 2015), dated March 29, 2019. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.1 to] the Registrant’s Form 10-Q that was filed with the Commission on May 2, [removed: 2019.](http://www.sec.gov/Archives/edgar/data/922621/000092262119000014/ex-10103312019.htm)] [added: 2019.](https://www.sec.gov/Archives/edgar/data/922621/000092262119000014/ex-10103312019.htm)] | | |

| [removed: 10.196] [added: 10.17*] | | | | | | [removed: [First] [added: [Second] Amendment to Erie Indemnity Company Incentive Compensation Deferral Plan (Effective [added: as of] January 1, 2017), dated [removed: July 1, 2019.] [added: December 24, 2020.] Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.207 to] the Registrant’s Form [removed: 10-Q] [added: 10-K] that was filed with the Commission on [removed: July] [added: February] 25, [removed: 2019.](http://www.sec.gov/Archives/edgar/data/922621/000092262119000023/ex-10106302019.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/922621/000092262121000010/ex-1020712312020.htm)] | | |

| [removed: 10.197] [added: 10.12*] | | | | | | [removed: [Appendix] [added: [Second Amendment to Appendix] B to Deferred Compensation Plan of Erie Indemnity Company (As Amended and Restated Effective as of January 1, [removed: 2019).] [added: 2009), dated December 24, 2020.] Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.209 to] the Registrant’s Form [removed: 10-Q] [added: 10-K] that was filed with the Commission on [removed: July] [added: February] 25, [removed: 2019.](http://www.sec.gov/Archives/edgar/data/922621/000092262119000023/ex-10206302019.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/922621/000092262121000010/ex-1020912312020.htm)] | | |

| [removed: 10.198] [added: 10.30*] | | | | | | [Sixth Amendment to Erie Insurance Group Retirement Plan for Employees (As Amended and Restated Effective December 31, 2014), dated September 3, 2019. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.1 to] the Registrant’s Form 10-Q that was filed with the Commission on October 24, [removed: 2019.](http://www.sec.gov/Archives/edgar/data/922621/000092262119000038/ex-10109302019.htm)] [added: 2019.](https://www.sec.gov/Archives/edgar/data/922621/000092262119000038/ex-10109302019.htm)] | | |

| [removed: 10.199] [added: 10.31*] | | | | | | [Seventh Amendment to Erie Insurance Group Retirement Plan for Employees (As Amended and Restated Effective December 31, 2014), dated December 23, 2019. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.199 to] the Registrant's Form 10-K that was filed with the Commission on February 27, 2020.](https://www.sec.gov/Archives/edgar/data/922621/000092262120000009/ex-1019912312019.htm) | | |

| [removed: 10.200] [added: 10.32*] | | | | | | [Eighth Amendment to Erie Insurance Group Retirement Plan for Employees (As Amended and Restated Effective December 31, 2014), dated December 23, 2019. Such exhibit is incorporated by reference to [removed: the like titled exhibit in] [added: Exhibit 10.200 to] the Registrant's Form 10-K that was filed with the Commission on February 27, 2020.](https://www.sec.gov/Archives/edgar/data/922621/000092262120000009/ex-1020012312019.htm) | | |