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Hershey Trust sells 20,000 Hershey Co shares

HERSHEY CO (HSY) reported that Hershey Trust Company, as trustee in trust for Milton Hershey School and a ten percent owner, sold a net 20,000 shares of common stock in open-market transactions on September 17–18, 2026 under a Rule 10b5-1 trading plan.

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Form Type
4

Rhea-AI Filing Summary

HERSHEY CO (HSY) reported that Hershey Trust Company, as trustee in trust for Milton Hershey School and a ten percent owner, sold a net 20,000 shares of common stock in open-market transactions on September 17–18, 2026 under a Rule 10b5-1 trading plan. The filing also shows direct holdings of 54,612,012 Class B common shares, convertible share-for-share into common stock, and 39,630 common shares held indirectly by Hershey Trust Company.

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Insider HERSHEY TRUST CO TRUSTEE IN TRUST FOR MILTON HERSHEY SCHOOL
Role 10% Owner
Sold 20,000 shs ($3.38M)
Type Security Shares Price Value
Sale Common Stock, $1.00 par value F5 143 $166.7684 $24K
Sale Common Stock, $1.00 par value F6 2,036 $167.6788 $341K
Sale Common Stock, $1.00 par value F7 2,258 $168.26 $380K
Sale Common Stock, $1.00 par value F8 5,068 $169.7428 $860K
Sale Common Stock, $1.00 par value F9 495 $170.1664 $84K
Sale Common Stock, $1.00 par value F1 4,400 $168.5581 $742K
Sale Common Stock, $1.00 par value F2 4,431 $169.4784 $751K
Sale Common Stock, $1.00 par value F3 972 $170.302 $166K
Sale Common Stock, $1.00 par value F4 197 $171.3418 $34K
holding Class B Common Stock, $1.00 par value F12, F11 -- -- --
holding Common Stock, $1.00 par value F10 -- -- --
Holdings After Transaction: Common Stock, $1.00 par value — 766,119 shares (Direct); Class B Common Stock, $1.00 par value — 54,612,012 contracts (Direct); Common Stock, $1.00 par value — 39,630 shares (Indirect, By Hershey Trust Company)
Footnotes (12)
  1. F1. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $168.3200 to $168.9795, 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. F2. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $169.0141 to $169.9996, 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. F3. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $170.0100 to $170.7357, 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. F4. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $171.2000 to $171.4800, 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. F5. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $166.7395 to $166.9172, 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. F6. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $167.0223 to $167.9998, 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. F7. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $168.0011 to $$168.9886, 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. F8. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $169.0448 to $169.9950, 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. F9. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $170.0101 to $170.3842, 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.
  10. F10. Hershey Trust Company is wholly owned by Milton Hershey School Trust and is trustee for the Milton Hershey School Trust.
  11. F11. 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.
  12. F12. The conversion price is the market price of the Common Stock on the previous business day.
Common shares sold 20,000 shares Total HSY common stock sold on September 17–18, 2026 by the reporting person
Tranche sale size 4,400 shares One sale of HSY common stock on September 17, 2026 at a weighted average price
Weighted average sale price $168.5581 per share Price for the 4,400-share tranche sold on September 17, 2026
Price range for that tranche $168.3200–$168.9795 per share Range of individual trade prices within the 4,400-share September 17, 2026 sale
Class B shares held 54,612,012 shares Direct holdings of Class B common stock, convertible share-for-share into common stock
Indirect common shares held 39,630 shares HSY common stock held indirectly, by Hershey Trust Company
Rule 10b5-1 trading plan regulatory
"transactions were executed under a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
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.
conversion price financial
"The conversion price is the market price of the Common Stock"
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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider activity did HSY disclose in this Form 4?

HSY disclosed that Hershey Trust Company, as trustee for Milton Hershey School and a ten percent owner, sold 20,000 shares of common stock in multiple open-market transactions on September 17–18, 2026, according to the Form 4.

At what prices were the 20,000 HSY shares sold in this filing?

The 20,000 HSY shares were sold in several tranches at weighted average prices, including 4,400 shares at $168.5581 per share, with individual trades within a range of $168.3200 to $168.9795, as described in the footnotes.

Was the HSY insider sale made under a Rule 10b5-1 trading plan?

Yes. The filing indicates that the transactions by the ten percent owner were executed under a Rule 10b5-1 trading plan, meaning the trades followed a pre-established plan rather than being initiated opportunistically.

How many HSY Class B shares does the reporting person hold after these transactions?

The reporting person shows direct holdings of 54,612,012 shares of Class B common stock, each convertible share-for-share into HSY common stock with no expiration date, according to the disclosure.

What indirect HSY holdings are reported for Hershey Trust Company?

The Form 4 reports 39,630 shares of HSY common stock held indirectly, with the nature of ownership noted as “By Hershey Trust Company,” which is wholly owned by Milton Hershey School Trust.

Does the filing show any derivative or option exercises for HSY?

No derivative exercises are reported. The filing instead lists a derivative-style Class B common stock position of 54,612,012 shares, convertible into HSY common stock, with the conversion price set as the market price on the previous business day.

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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)
09/17/2026
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 value09/17/2026S4,400D$168.5581(1)781,719D
Common Stock, $1.00 par value09/17/2026S4,431D$169.4784(2)777,288D
Common Stock, $1.00 par value09/17/2026S972D$170.302(3)776,316D
Common Stock, $1.00 par value09/17/2026S197D$171.3418(4)776,119D
Common Stock, $1.00 par value09/18/2026S143D$166.7684(5)775,976D
Common Stock, $1.00 par value09/18/2026S2,036D$167.6788(6)773,940D
Common Stock, $1.00 par value09/18/2026S2,258D$168.26(7)771,682D
Common Stock, $1.00 par value09/18/2026S5,068D$169.7428(8)766,614D
Common Stock, $1.00 par value09/18/2026S495D$170.1664(9)766,119D
Common Stock, $1.00 par value39,630IBy Hershey Trust Company(10)
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(12) (11) (11)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 $168.3200 to $168.9795, 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 $169.0141 to $169.9996, 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 $170.0100 to $170.7357, 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 $171.2000 to $171.4800, 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 $166.7395 to $166.9172, 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 $167.0223 to $167.9998, 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 $168.0011 to $$168.9886, 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 $169.0448 to $169.9950, 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. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $170.0101 to $170.3842, 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.
10. Hershey Trust Company is wholly owned by Milton Hershey School Trust and is trustee for the Milton Hershey School Trust.
11. 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.
12. The conversion price is the market price of the Common Stock on the previous business day.
/s/ Joshua D. Shannon, Deputy CIO09/21/2026
** 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)

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