Hershey Co SEC Filings

Form 4 Overview: On 07/01/2025, Rohit Grover, President – International at The Hershey Company (HSY), sold 1,333 shares of common stock at $175 per share. The transaction was executed under a pre-arranged Rule 10b5-1 trading plan adopted on 02/25/2025, signaling the sale was scheduled in advance and not based on contemporaneous insider information.

Post-transaction ownership: Grover now directly owns 39,402 HSY shares. The sale represents roughly 3.4% of his previously reported direct holdings and an immaterial fraction of Hershey’s ~205 million shares outstanding.

Context & materiality: • The disposal involves ≈ $233 k in gross proceeds (1,333 × $175). • No derivative securities were transacted. • Because the volume is small relative to total insider holdings and company float, the filing is considered routine and unlikely to influence Hershey’s valuation or liquidity profile.

Key takeaways for investors:

• Transaction is non-alarmist; it is pre-planned and modest in size.
• Officer retains a substantial equity stake, maintaining alignment with shareholders.
• No indication of operational or financial concerns; filing contains no earnings or guidance data.

Form 4 filing — The Hershey Company (HSY)

Senior Vice President, General Counsel & Secretary James Turoff disclosed an open-market sale of Hershey common stock.

• Date of transaction: 01 Jul 2025
• Shares sold: 1,300
• Sale price: $175 per share (≈ $227,500 total)
• Shares still held: 25,321 (direct ownership)
• Trading arrangement: Sale executed under a Rule 10b5-1 plan adopted 25 Feb 2025

No derivative transactions were reported, and the insider maintains a substantial equity position, suggesting continued alignment with shareholders. The filing is routine in nature and does not indicate any broader strategic changes at Hershey.

Hershey Co. (HSY) – Form 4 insider transaction: On 07/01/2025, Chairman, President & CEO Michele G. Buck exercised 19,290 non-qualified stock options at an exercise price of $109.40 (code “M”) and immediately sold the same number of common shares at $175.00 (code “S”) under a pre-arranged Rule 10b5-1 plan adopted 02/27/2025.

• Gross proceeds from the sale are roughly $3.37 million.
• Buck’s direct common-stock holdings declined from 212,914 to 193,624 shares (-9%), indicating she retains a sizable equity stake.
• Following the exercise, 57,870 options on the same 2017-grant remain outstanding, expiring 02/28/2027.

The transaction is routine for liquidity and tax purposes, but investors often monitor CEO sales for sentiment signals. The sale represents a small fraction of Buck’s total ownership and was executed via a 10b5-1 plan, which typically reduces concerns about opportunistic timing.

Momentus Inc. (MNTS) – Form 4 insider transaction

On 06/30/2025, Chief Technology Officer Robert E. Schwarz received an equity award of 44,809 Restricted Stock Units (RSUs), each convertible into one share of Momentus Class A common stock. The RSUs were granted at no cost (exercise price $0) and vest in three equal annual installments, contingent on Mr. Schwarz’s continued employment. Following the grant, the executive’s beneficial ownership stands at 44,809 derivative securities, reported as directly held. No open-market purchases, sales, or cash transactions were disclosed, and no non-derivative holdings were reported on the filing.

The filing is a routine compensation-related issuance intended to incentivize and retain key leadership. Given the relatively small share count versus Momentus’s total shares outstanding, the grant is unlikely to have a material dilutive impact for common shareholders.

Form 4 filing – The Hershey Company (HSY) discloses that director Maria T. Kraus acquired 241.738 shares of common stock on 1 July 2025. The filing lists the transaction code “A,” indicating an acquisition rather than a sale, and records a $0 transaction price, suggesting shares were received through a non-cash mechanism (e.g., the company’s Directors’ Compensation Plan or dividend reinvestment). Following this transaction, Kraus’ direct beneficial ownership rises to 2,162.21 shares.

The footnote clarifies that the reported total includes 7.768 shares acquired on 16 June 2025 via the plan’s dividend reinvestment feature. No derivative securities were involved, and no sales were reported.

Although the purchase value is modest relative to Hershey’s ≈$40 billion market capitalization (≈$50-60 thousand at current market prices), insider buying by a board member can be interpreted as a signal of confidence. However, the limited size and routine nature of dividend reinvestment lessen its material impact on the company’s fundamentals.

ProKidney Corp. (PROK) filed a Post-Effective Amendment No. 1 to its previously effective Form S-4 on 3 July 2025 to reflect the company’s completed domestication from the Cayman Islands to Delaware, which became effective 1 July 2025. The amendment, submitted under Rule 414(d), formally adopts the earlier Cayman Islands registration statement as the successor Delaware issuer’s own, avoiding any lapse in Securities Act or Exchange Act coverage.

Key points for investors:

• Corporate domicile change: The legal entity is now a Delaware corporation governed by the DGCL, its new certificate of incorporation and by-laws. Delaware’s well-established case law may enhance predictability around shareholder rights and M&A activity.
• Capital continuity: Every Class A and Class B ordinary share of the Cayman entity automatically converted 1-for-1 into the same class of Delaware common stock with identical proportional equity interests; no dilution or change in share count occurred.
• Listing & identifiers: Shares continue trading on Nasdaq Capital Market under ticker “PROK”; however, the CUSIP changed to 74291D 104.
• Management & operations unchanged: Business, assets, liabilities, fiscal year and the full board/executive team remain exactly the same post-domestication.
• Expert consents & exhibits: New opinions from Akin Gump (Ex. 5.1) and EY’s audit consent (Ex. 23.1) are filed; Delaware charter and by-laws are incorporated by reference.
• Indemnification framework: The filing details DGCL provisions and the company’s charter/by-law clauses that limit director & officer liability and permit broad indemnification, supplemented by D&O insurance and individual indemnification agreements.

No new securities are being offered and the amendment is largely administrative; it ensures continuous SEC registration and updates the governing law and disclosure cross-references to reflect the Delaware entity.