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Hershey Co (HSY) insider Hershey Trust sells 20,000 common shares while keeping large Class B stake

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

Rhea-AI Filing Summary

Hershey Trust Company, as trustee for Milton Hershey School and a more-than-ten-percent owner of The Hershey Company, reported open-market sales totaling 20,000 shares of common stock on July 9–10, 2026 at prices around $171–$174 per share. The reporting person also reports indirect ownership of 39,630 shares of common stock and direct ownership of 54,612,012 shares of Class B common stock that are convertible share-for-share into common stock without an expiration date.

Positive

  • None.

Negative

  • None.

Insights

Large Hershey beneficiary sold 20,000 common shares while retaining a substantial Class B stake.

Hershey Trust Company, trustee for Milton Hershey School and a more-than-ten-percent owner of HERSHEY CO, reported open-market sales of 20,000 common shares on July 9–10, 2026 at prices in the $171–$174 range. These are ordinary share sales coded "S" as non-derivative, open-market transactions.

After these trades, the reporting person still reports indirect ownership of 39,630 common shares and a direct position in 54,612,012 Class B common shares, which are convertible share-for-share into common stock with no stated expiration. This indicates that, despite the net-sell activity, a very large economic and voting interest remains.

Footnotes state that reported sale prices are weighted average prices over multiple trades within specified intraday ranges. They also clarify that the Class B shares are convertible into common stock at the market price of the common stock on the previous business day, providing flexibility for future conversions if desired.

Insider HERSHEY TRUST CO TRUSTEE IN TRUST FOR MILTON HERSHEY SCHOOL
Role null
Sold 20,000 shs ($3.45M)
Type Security Shares Price Value
Sale Common Stock, $1.00 par value 1,031 $171.7933 $177K
Sale Common Stock, $1.00 par value 4,444 $172.4309 $766K
Sale Common Stock, $1.00 par value 3,869 $173.585 $672K
Sale Common Stock, $1.00 par value 656 $174.1141 $114K
Sale Common Stock, $1.00 par value 338 $170.9564 $58K
Sale Common Stock, $1.00 par value 6,389 $171.5197 $1.10M
Sale Common Stock, $1.00 par value 2,665 $172.4322 $460K
Sale Common Stock, $1.00 par value 608 $173.2107 $105K
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 — 1,265,088 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 $170.9200 to $170.9900, 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 $171.0000 to $171.9959, 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 $172.0000 to $172.9600, 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 $173.0000 to $173.7500, 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 $171.3900 to $171.9800, 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 $172.0000 to $172.9900, 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 $173.0000 to $173.9900, 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 $174.0000 to $174.2500, 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.
Total common shares sold 20,000 shares Net open-market sales of common stock reported for July 9–10, 2026
Example sale price $174.1141 per share Price per share for a 656-share open-market sale of common stock
Another sale price $171.7933 per share Price per share for a 1,031-share open-market sale of common stock
Indirect common stock holding 39,630 shares Indirect ownership of Hershey common stock reported as of July 9, 2026
Class B shares outstanding for reporter 54,612,012 shares Directly owned Class B common stock, convertible share-for-share into common stock
Net buy/sell direction net-sell of 20,000 shares Transaction summary across all reported common stock trades
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"
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.
share-for-share financial
"Class B common stock, $1.00 par value convertible share-for-share into common stock"
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.
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FAQ

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

Hershey Trust Company reported open-market sales of 20,000 shares of HERSHEY CO common stock on July 9–10, 2026, with trades executed around $171–$174 per share, according to the Form 4 filing.

At what prices did Hershey Trust Company sell HSY shares in this Form 4?

The reported sales of HSY common stock occurred at weighted average prices around $171–$174 per share, with specific footnotes stating trade ranges such as $170.9200–$174.2500 across multiple transactions.

How many Hershey (HSY) shares did Hershey Trust Company sell in total?

Across the reported open-market transactions, Hershey Trust Company sold a total of 20,000 shares of HERSHEY CO common stock, based on the transaction summary’s net-sell share count in the Form 4 data.

What ongoing HSY ownership did Hershey Trust Company report in this filing?

The filing shows indirect ownership of 39,630 HSY common shares and direct ownership of 54,612,012 Class B common shares, which are convertible share-for-share into common stock with no expiration date mentioned.

What is notable about Hershey’s Class B common stock in the HSY Form 4?

The Class B common stock, of which 54,612,012 shares are reported, is described as convertible share-for-share into HSY common stock at the market price on the previous business day, with no expiration date.

Are the HSY sale prices in the Hershey Trust Company Form 4 exact or averages?

The reported sale prices are weighted average prices. Footnotes explain shares were sold in multiple trades within specified price ranges, and detailed per-trade information is available upon request.
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)
07/09/2026
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 value07/09/2026S338D$170.9564(1)1,275,781D
Common Stock, $1.00 par value07/09/2026S6,389D$171.5197(2)1,269,392D
Common Stock, $1.00 par value07/09/2026S2,665D$172.4322(3)1,266,727D
Common Stock, $1.00 par value07/09/2026S608D$173.2107(4)1,266,119D
Common Stock, $1.00 par value07/10/2026S1,031D$171.7933(5)1,265,088D
Common Stock, $1.00 par value07/10/2026S4,444D$172.4309(6)1,260,644D
Common Stock, $1.00 par value07/10/2026S3,869D$173.585(7)1,256,775D
Common Stock, $1.00 par value07/10/2026S656D$174.1141(8)1,256,119D
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 $170.9200 to $170.9900, 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.
2. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $171.0000 to $171.9959, 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 $172.0000 to $172.9600, 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 $173.0000 to $173.7500, 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 $171.3900 to $171.9800, 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 $172.0000 to $172.9900, 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 $173.0000 to $173.9900, 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 $174.0000 to $174.2500, 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 CIO07/10/2026
** 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)