STOCK TITAN

Hershey Trust (NYSE: HSY) sells 20,000 shares, keeps large Class B stake

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Hershey Trust Company, trustee for Milton Hershey School, reported open‑market sales of 20,000 shares of The Hershey Company common stock. The sales occurred on May 7–8, 2026 at weighted average prices between about $182.98 and $187.31 per share across multiple trades.

Following these transactions, the filing shows direct holdings of 1,676,119 shares of common stock. The trust also directly holds 54,612,012 shares of Class B common stock, which are convertible share‑for‑share into common stock at the market price of the common stock and have no expiration date.

Positive

  • None.

Negative

  • None.

Insights

Charitable trust makes modest sales while retaining very large Hershey stake.

Hershey Trust Company, as trustee for Milton Hershey School, sold 20,000 Hershey common shares in open‑market trades around $183–$187 per share. The trades are reported using weighted average prices across multiple executions.

After these sales, the trust still holds 1,676,119 common shares plus 54,612,012 Class B shares that are convertible one‑for‑one into common stock with no expiration. Relative to this sizeable position, the 20,000‑share sale appears routine in scale based on the disclosed figures.

The filing does not reference a Rule 10b5‑1 trading plan, so the timing context is not detailed here. Future ownership updates, if any, would appear in subsequent ownership reports rather than being implied by this single set of transactions.

Insider HERSHEY TRUST CO TRUSTEE IN TRUST FOR MILTON HERSHEY SCHOOL
Role null
Sold 20,000 shs ($3.72M)
Type Security Shares Price Value
Sale Common Stock, $1.00 par value 240 $184.9896 $44K
Sale Common Stock, $1.00 par value 4,747 $185.7467 $882K
Sale Common Stock, $1.00 par value 4,925 $186.3108 $918K
Sale Common Stock, $1.00 par value 88 $187.00 $16K
Sale Common Stock, $1.00 par value 93 $182.9848 $17K
Sale Common Stock, $1.00 par value 1,195 $183.4175 $219K
Sale Common Stock, $1.00 par value 1,241 $184.4347 $229K
Sale Common Stock, $1.00 par value 1,803 $185.4926 $334K
Sale Common Stock, $1.00 par value 2,408 $186.532 $449K
Sale Common Stock, $1.00 par value 3,260 $187.0855 $610K
holding Class B Common Stock, $1.00 par value -- -- --
holding Common Stock, $1.00 par value -- -- --
Holdings After Transaction: Common Stock, $1.00 par value — 1,685,879 shares (Direct, null); Class B Common Stock, $1.00 par value — 54,612,012 shares (Direct, null); Common Stock, $1.00 par value — 39,630 shares (Indirect, By Hershey Trust Company)
Footnotes (1)
  1. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $183.0041 to $183.9929, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $184.0130 to $184.9650, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $185.0000 to $185.9891, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $186.0000 to $186.9900, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $187.0004 to $187.3100, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $184.9812 to $184.9900, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $185.0800 to $185.9900, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $186.0100 to $186.7900, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. Hershey Trust Company is wholly owned by Milton Hershey School Trust and is trustee for the Milton Hershey School Trust. All shares of Class B common stock, $1.00 par value convertible share-for-share into common stock, $1.00 par value, at any time, and without payment other than for the fact of conversion. There is no expiration date. The conversion price is the market price of the Common Stock on the previous business day.
Common shares sold 20,000 shares Net open‑market sales on May 7–8, 2026
Sale price range $182.9848–$187.3100 per share Weighted average trade ranges from footnotes F1–F8
Common shares held after 1,676,119 shares Direct Hershey common stock position after reported sales
Class B shares held 54,612,012 shares Direct Class B common stock, convertible 1:1 into common
Net buy/sell direction Net sale of 20,000 shares Transaction summary for this Form 4 period
Holding entry indirect 39,630 shares Indirect common stock holding entry by Hershey Trust Company
weighted average price financial
"The Price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Class B common stock financial
"All shares of Class B common stock, $1.00 par value convertible share-for-share into common stock..."
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
convertible share-for-share financial
"Class B common stock, $1.00 par value convertible share-for-share into common stock, $1.00 par value..."
conversion price financial
"The conversion price is the market price of the Common Stock on the previous business day."
The conversion price is the fixed price at which a convertible security, like a bond or preferred stock, can be exchanged for shares of common stock. It acts like a set rate that determines how many shares an investor can receive if they choose to convert their investment. This helps investors understand the value and potential benefits of converting their securities into company shares.
Milton Hershey School Trust financial
"Hershey Trust Company is wholly owned by Milton Hershey School Trust and is trustee for the Milton Hershey School Trust."
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
HERSHEY TRUST CO TRUSTEE IN TRUST FOR MILTON HERSHEY SCHOOL

(Last)(First)(Middle)
1 EAST CHOCOLATE AVENUE
SUITE 400

(Street)
HERSHEY PENNSYLVANIA 17033

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
HERSHEY CO [ HSY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/07/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock, $1.00 par value05/07/2026S93D$182.98481,696,026D
Common Stock, $1.00 par value05/07/2026S1,195D$183.4175(1)1,694,831D
Common Stock, $1.00 par value05/07/2026S1,241D$184.4347(2)1,693,590D
Common Stock, $1.00 par value05/07/2026S1,803D$185.4926(3)1,691,787D
Common Stock, $1.00 par value05/07/2026S2,408D$186.532(4)1,689,379D
Common Stock, $1.00 par value05/07/2026S3,260D$187.0855(5)1,686,119D
Common Stock, $1.00 par value05/08/2026S240D$184.9896(6)1,685,879D
Common Stock, $1.00 par value05/08/2026S4,747D$185.7467(7)1,681,132D
Common Stock, $1.00 par value05/08/2026S4,925D$186.3108(8)1,676,207D
Common Stock, $1.00 par value05/08/2026S88D$1871,676,119D
Common Stock, $1.00 par value39,630IBy Hershey Trust Company(9)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Common Stock, $1.00 par value(11) (10) (10)Common Stock, $1.00 par value54,612,01254,612,012D
Explanation of Responses:
1. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $183.0041 to $183.9929, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
2. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $184.0130 to $184.9650, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
3. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $185.0000 to $185.9891, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
4. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $186.0000 to $186.9900, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
5. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $187.0004 to $187.3100, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
6. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $184.9812 to $184.9900, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
7. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $185.0800 to $185.9900, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
8. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $186.0100 to $186.7900, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of The Hershey Company, or to The Hershey Company, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
9. Hershey Trust Company is wholly owned by Milton Hershey School Trust and is trustee for the Milton Hershey School Trust.
10. All shares of Class B common stock, $1.00 par value convertible share-for-share into common stock, $1.00 par value, at any time, and without payment other than for the fact of conversion. There is no expiration date.
11. The conversion price is the market price of the Common Stock on the previous business day.
/s/ Joshua D. Shannon, Deputy CIO05/11/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Hershey Trust Company report in this Form 4 for HSY?

Hershey Trust Company reported selling 20,000 shares of Hershey Co. common stock in open‑market transactions. The trades occurred on May 7–8, 2026 at weighted average prices around $183–$187 per share, according to the ownership filing data.

At what prices did Hershey Trust Company sell HSY shares?

The trust’s reported sales used weighted average prices between roughly $182.98 and $187.31 per share. Footnotes state the shares were sold in multiple transactions within narrower price ranges, and detailed breakdowns are available upon request from the reporting person.

How many HSY shares does Hershey Trust Company hold after these sales?

After the reported transactions, the filing shows Hershey Trust Company directly holding 1,676,119 shares of Hershey common stock. This figure reflects the position following the 20,000‑share net sale disclosed for the May 7–8, 2026 trading dates in the report.

What is the significance of the Class B common stock held in HSY?

The trust directly holds 54,612,012 shares of Class B common stock, which are convertible share‑for‑share into common stock. Footnotes explain conversion occurs at the common stock’s market price, requires no additional payment, and has no expiration date under the terms described.

Who is Hershey Trust Company acting for in this HSY filing?

Hershey Trust Company is wholly owned by Milton Hershey School Trust and acts as trustee for the Milton Hershey School Trust. The reported holdings and transactions in Hershey Company stock are therefore associated with this charitable trust structure, as described in the filing’s footnotes.

Were the HSY share prices in the Form 4 single trades or averages?

The reported prices are weighted averages for multiple trades within stated ranges on each line. Footnotes clarify that exact share counts at each separate price in the ranges are available upon request to the SEC staff, security holders, or The Hershey Company.