STOCK TITAN

Milton Hershey School trust sells 20,000 Hershey (HSY) shares, keeps big stake

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

Rhea-AI Filing Summary

Hershey Trust Company, as trustee for the Milton Hershey School Trust, reported open‑market sales of 20,000 shares of The Hershey Company common stock. The sales were executed on May 14 and May 15, 2026 at weighted average prices generally between the high $180s and mid $190s per share.

After these transactions, the trust directly held 1,626,119 shares of Hershey common stock. It also reported direct ownership of 54,612,012 shares of Class B common stock, which is convertible share‑for‑share into Hershey common stock without an expiration date and without additional payment beyond the act of conversion.

The filing also shows 39,630 common shares held indirectly by Hershey Trust Company. The sales were broken into multiple small trades, each reported using weighted average prices across narrow intraday price ranges, which the trust offers to break out further upon request.

Positive

  • None.

Negative

  • None.

Insights

Trustee entity sells 20,000 HSY shares while retaining a very large position.

The reporting person, Hershey Trust Company as trustee for the Milton Hershey School Trust, executed open‑market sales totaling 20,000 Hershey common shares over two days. Prices were clustered between about $186 and $196 per share, reported as weighted averages.

Post‑transaction, the trust still holds 1,626,119 common shares plus 54,612,012 Class B shares convertible one‑for‑one into common stock, indicating that the sold amount is small relative to its overall exposure. There are no option exercises, gifts, or tax‑withholding entries in this filing, so the activity reflects straightforward open‑market selling by a large, long‑standing holder.

Insider HERSHEY TRUST CO TRUSTEE IN TRUST FOR MILTON HERSHEY SCHOOL
Role null
Sold 20,000 shs ($3.79M)
Type Security Shares Price Value
Sale Common Stock, $1.00 par value 4,220 $186.8653 $789K
Sale Common Stock, $1.00 par value 3,204 $187.5272 $601K
Sale Common Stock, $1.00 par value 2,007 $188.3463 $378K
Sale Common Stock, $1.00 par value 221 $189.465 $42K
Sale Common Stock, $1.00 par value 348 $190.3936 $66K
Sale Common Stock, $1.00 par value 836 $189.9838 $159K
Sale Common Stock, $1.00 par value 2,971 $190.4561 $566K
Sale Common Stock, $1.00 par value 3,598 $191.6211 $689K
Sale Common Stock, $1.00 par value 1,630 $192.307 $313K
Sale Common Stock, $1.00 par value 503 $193.4414 $97K
Sale Common Stock, $1.00 par value 216 $195.6572 $42K
Sale Common Stock, $1.00 par value 246 $196.203 $48K
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 — 1,631,899 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 $189.9614 to $189.9956, 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 $190.0316 to $190.9958, 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 $191.0037 to $191.9993, 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 $192.0015 to $192.9713, 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 $193.1398 to $193.9372, 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 $195.4318 to $195.9300, 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 $196.0200 to $196.4900, 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 $186.3201 to $186.9987, 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 $187.0212 to $187.9869, 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 $188.0057 to $188.8719, 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 $189.0073 to $189.6432, 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 $190.3777 to $190.6000, 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 Total open-market sales on May 14–15, 2026
Shares after sale 1,626,119 shares Common stock directly held following reported transactions
Indirect common holding 39,630 shares Common stock held indirectly by Hershey Trust Company
Class B shares 54,612,012 shares Class B common stock, convertible 1:1 into common
Sample sale price $196.2030 per share Weighted average price for a 246-share sale on May 14, 2026
Lower sale price range $186.3201–$186.9987 Footnote F8 price range for certain May 15, 2026 trades
open-market sale financial
"transaction_action": "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
Class B Common Stock financial
"security_title": "Class B Common Stock, $1.00 par value""
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.
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.
convertible share-for-share financial
"Class B common stock, $1.00 par value convertible share-for-share into common stock"
trustee financial
"Hershey Trust Company is wholly owned by Milton Hershey School Trust and is trustee"
A trustee is a person or institution legally appointed to hold and manage assets or enforce an agreement on behalf of other people (beneficiaries). Think of a trustee as a neutral referee or custodian who must act in the beneficiaries’ best interests, follow the trust or contract rules, and handle distributions, recordkeeping and enforcement. Investors care because a trustworthy trustee protects their rights, ensures promised payments or remedies are delivered, and can influence recoveries if things go wrong.
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)
05/14/2026
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 value05/14/2026S836D$189.9838(1)1,645,283D
Common Stock, $1.00 par value05/14/2026S2,971D$190.4561(2)1,642,312D
Common Stock, $1.00 par value05/14/2026S3,598D$191.6211(3)1,638,714D
Common Stock, $1.00 par value05/14/2026S1,630D$192.307(4)1,637,084D
Common Stock, $1.00 par value05/14/2026S503D$193.4414(5)1,636,581D
Common Stock, $1.00 par value05/14/2026S216D$195.6572(6)1,636,365D
Common Stock, $1.00 par value05/14/2026S246D$196.203(7)1,636,119D
Common Stock, $1.00 par value05/15/2026S4,220D$186.8653(8)1,631,899D
Common Stock, $1.00 par value05/15/2026S3,204D$187.5272(9)1,628,695D
Common Stock, $1.00 par value05/15/2026S2,007D$188.3463(10)1,626,688D
Common Stock, $1.00 par value05/15/2026S221D$189.465(11)1,626,467D
Common Stock, $1.00 par value05/15/2026S348D$190.3936(12)1,626,119D
Common Stock, $1.00 par value39,630IBy Hershey Trust Company(13)
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(15) (14) (14)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 $189.9614 to $189.9956, 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 $190.0316 to $190.9958, 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 $191.0037 to $191.9993, 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 $192.0015 to $192.9713, 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 $193.1398 to $193.9372, 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 $195.4318 to $195.9300, 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 $196.0200 to $196.4900, 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 $186.3201 to $186.9987, 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 $187.0212 to $187.9869, 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. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $188.0057 to $188.8719, 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.
11. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $189.0073 to $189.6432, 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.
12. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $190.3777 to $190.6000, 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.
13. Hershey Trust Company is wholly owned by Milton Hershey School Trust and is trustee for the Milton Hershey School Trust.
14. 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.
15. The conversion price is the market price of the Common Stock on the previous business day.
/s/ Joshua D. Shannon, Deputy CIO05/18/2026
** 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 HSY Form 4 filing?

Hershey Trust Company, as trustee for the Milton Hershey School Trust, reported open‑market sales of 20,000 shares of The Hershey Company common stock. The transactions occurred over two days in May 2026 at weighted average prices in the high $180s to mid $190s.

How many Hershey (HSY) shares did the Milton Hershey School Trust sell?

The trust sold a total of 20,000 Hershey common shares across multiple small open‑market trades. Individual trades are grouped with weighted average prices, and the trust offers to provide exact breakdowns of shares sold at each price within the disclosed ranges.

At what prices were the HSY shares sold by Hershey Trust Company?

The common shares were sold at weighted average prices generally between about $186 and $196 per share. Each line item reflects multiple trades within a narrow intraday range, and the trust is prepared to supply detailed trade‑by‑trade pricing information upon request.

How many Hershey (HSY) shares does the Milton Hershey School Trust still hold?

After the reported sales, the trust directly holds 1,626,119 Hershey common shares. It also directly owns 54,612,012 Class B common shares, which are convertible share‑for‑share into common stock without any stated expiration date or additional cash payment requirement.

What is the significance of Hershey’s Class B common stock in this Form 4?

The filing shows 54,612,012 Class B common shares, each convertible one‑for‑one into Hershey common stock. The footnotes clarify conversion can occur at any time without extra payment and has no expiration date, giving the holder substantial potential common‑stock exposure if converted.

Are the HSY sales attributed to an individual or an entity?

The transactions are attributed to Hershey Trust Company, which is wholly owned by the Milton Hershey School Trust and acts as trustee. The filing does not describe sales by an individual executive; it reflects trading activity by the trust entity overseeing the Milton Hershey School’s holdings.