Hershey CEO files Form 144 for $3.5M stock sale after recent disposals

Rhea-AI Filing Summary

The Hershey Company (HSY) – Form 144 filing. CEO Michele Buck has filed a notice of intent to sell up to 19,290 common shares through Fidelity Brokerage Services on or about 07/23/2025 via the NYSE. The shares carry an aggregate market value of $3.47 million and represent roughly 0.013 % of Hershey’s 147.99 million shares outstanding.

The document also lists three insider sales by Buck within the past three months: 31,210 shares on 05/30/2025 for $5.02 million, 19,290 shares on 07/01/2025 for $3.38 million, and 19,290 shares on 07/21/2025 for $3.47 million. Total recent dispositions equal 69,790 shares for gross proceeds of about $11.87 million, or 0.047 % of the company’s outstanding shares.

No operational or financial updates accompany the notice; it solely fulfills Rule 144 disclosure requirements for the proposed insider transaction.

Positive

• Transparent disclosure through timely Form 144 filing allows investors to track insider activity.
• Proposed sale equals only 0.013 % of shares outstanding, limiting dilution or market-overhang concerns.

Negative

• CEO intends to sell 19,290 shares worth $3.47 million, following 69,790 shares sold in the prior three months.
• Continued insider selling may be perceived negatively by some investors despite limited share-count impact.

Insights

Securities Analyst

TL;DR: CEO plans additional 19,290-share sale; cumulative 69,790 shares sold over 3 months, small float impact.

The filing signals another incremental disposition by CEO Michele Buck, bringing total disclosed sales since May to nearly $11.9 million. While the absolute share count is tiny versus the 147.99 million shares outstanding, repeated transactions can attract investor scrutiny regarding insider sentiment and liquidity needs. Importantly, the notice offers no company-level fundamentals that would directly affect valuation. Given the limited size, market impact should be negligible, though continued monitoring of insider activity is prudent.

Corporate Governance Expert

TL;DR: Routine Rule 144 disclosure; transparency maintained, materiality low.

Form 144 is a standard mechanism for insiders to pre-announce sales of restricted or control securities. Buck’s proposed sale adheres to required disclosure, lists broker details, and specifies an approximate sale date, supporting governance best practices. The scale—0.013 % of shares outstanding—does not raise ownership-control concerns. Unless follow-on filings reveal larger transactions, current activity appears routine and unlikely to influence board or shareholder dynamics.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	19290	3472200.00	147990276	07/23/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	07/23/2025	Option Granted - 03/01/2017	Issuer			19290	07/23/2025	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Michele Buck 19 East Chocolate Avenue Hershey PA 17033	Common	05/30/2025	31210	5018568.00
Michele Buck 19 East Chocolate Avenue Hershey PA 17033	Common	07/01/2025	19290	3375750.00
Michele Buck 19 East Chocolate Avenue Hershey PA 17033	Common	07/21/2025	19290	3472200.00

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does Hershey's (HSY) Form 144 filing disclose?

CEO Michele Buck plans to sell 19,290 common shares valued at $3.47 million on or about 07/23/2025.

How many Hershey shares has Michele Buck sold recently?

The filing reports 69,790 shares sold over the past three months for gross proceeds of roughly $11.87 million.

What percentage of Hershey’s outstanding shares does the proposed sale represent?

About 0.013 % of the 147.99 million shares outstanding.

Which broker will handle the transaction?

Fidelity Brokerage Services LLC, 900 Salem Street, Smithfield, RI 02917.

On which exchange will the shares be sold?

The notice specifies the NYSE as the intended trading venue.