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Hershey Co (NYSE: HSY) trustee offloads 30,000 shares in plan

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

Rhea-AI Filing Summary

HERSHEY CO (HSY) reported that Hershey Trust Company, as trustee for the Milton Hershey School, sold an aggregate 30,000 shares of common stock in open-market transactions from August 24–26, 2026 under a Rule 10b5-1 trading plan. The filer continues to hold 54,612,012 Class B shares (convertible share-for-share into common) directly and 39,630 common shares indirectly through Hershey Trust Company.

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Insider HERSHEY TRUST CO TRUSTEE IN TRUST FOR MILTON HERSHEY SCHOOL
Role 10% Owner
Sold 30,000 shs ($5.62M)
Type Security Shares Price Value
Sale Common Stock, $1.00 par value F8 5,799 $185.6654 $1.08M
Sale Common Stock, $1.00 par value F9 3,565 $186.2977 $664K
Sale Common Stock, $1.00 par value F10 636 $187.2748 $119K
Sale Common Stock, $1.00 par value F5 4,953 $186.6285 $924K
Sale Common Stock, $1.00 par value F6 4,762 $187.2096 $891K
Sale Common Stock, $1.00 par value F7 285 $188.201 $54K
Sale Common Stock, $1.00 par value F1 95 $187.0405 $18K
Sale Common Stock, $1.00 par value F2 821 $188.722 $155K
Sale Common Stock, $1.00 par value F3 8,616 $189.5932 $1.63M
Sale Common Stock, $1.00 par value F4 468 $190.0694 $89K
holding Class B Common Stock, $1.00 par value F13, F12 -- -- --
holding Common Stock, $1.00 par value F11 -- -- --
Holdings After Transaction: Common Stock, $1.00 par value — 926,119 shares (Direct); Class B Common Stock, $1.00 par value — 54,612,012 shares (Direct); Common Stock, $1.00 par value — 39,630 shares (Indirect, By Hershey Trust Company)
Footnotes (13)
  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 $187.0000 to $187.8210, 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 $188.0000 to $188.9900, 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.
  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 $189.0000 to $189.9900, 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.
  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 $190.0087 to $190.1200, 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 $186.0349 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.
  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 $187.0050 to $187.9900, 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. F7. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $188.0950 to $188.4250, 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 $185.3000 to $185.9957, 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 $186.0035 to $186.9450, 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. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $187.0000 to $187.5200, 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. F11. Hershey Trust Company is wholly owned by Milton Hershey School Trust and is trustee for the Milton Hershey School Trust.
  12. F12. 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.
  13. F13. The conversion price is the market price of the Common Stock on the previous business day.
Total shares sold 30,000 shares of common stock Aggregate open-market sales from August 24–26, 2026 by the reporting person
Number of sale transactions 10 transactions Non-derivative open-market sales of common stock reported in this Form 4
Direct Class B holdings 54,612,012 shares of Class B Common Stock Directly held by the reporting person as of August 24, 2026, convertible share-for-share into common stock
Indirect common holdings 39,630 shares of Common Stock Indirectly held by Hershey Trust Company as of August 24, 2026
Example weighted-average sale price $189.5932 per share One sale of 8,616 common shares on August 24, 2026, with prices ranging from $189.00 to $189.99
Rule 10b5-1 trading plan regulatory
"transactions were made pursuant to 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"
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"
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

Who sold Hershey Co (HSY) shares in this Form 4 filing?
The reporting person is Hershey Trust Company, acting as trustee in trust for Milton Hershey School, a more than 10% owner of Hershey Co common stock. The transactions involve that trust-related holder, not company management compensation awards.

How many HSY shares were sold and over what dates?
The filing reports open-market sales totaling 30,000 shares of Hershey Co common stock executed over three trading days, from August 24 through August 26, 2026, across ten separate sale transactions at various weighted-average prices.

At what prices were the HSY shares sold in this Form 4?
Each line item shows a weighted-average price, with sale prices in ranges disclosed in footnotes. For example, some trades occurred in ranges such as $186.03–$186.99 and $189.00–$189.99 per share. Exact breakdowns within each range are available on request from the filer.

Was the HSY insider selling done under a Rule 10b5-1 plan?
Yes. The filing indicates that the transactions were made pursuant to a Rule 10b5-1 trading plan. Such plans are pre-arranged trading programs designed to allow large shareholders to sell shares according to preset instructions over time.

How many Hershey Co shares does the reporting person still hold after these sales?
The reporting person shows direct ownership of 54,612,012 shares of Class B common stock, each convertible share-for-share into common stock, and indirect ownership of 39,630 shares of Hershey Co common stock held by Hershey Trust Company.

What is the nature of the Class B Common Stock reported for HSY?
The filing states that Class B common stock is convertible share-for-share into common stock at any time, with no additional payment other than for the fact of conversion, and that there is no expiration date on this conversion right.

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Form 4 Insider Transactions: What Each Field Means →
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)
08/24/2026		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 value08/24/2026S95D$187.0405(1)956,024D
Common Stock, $1.00 par value08/24/2026S821D$188.722(2)955,203D
Common Stock, $1.00 par value08/24/2026S8,616D$189.5932(3)946,587D
Common Stock, $1.00 par value08/24/2026S468D$190.0694(4)946,119D
Common Stock, $1.00 par value08/25/2026S4,953D$186.6285(5)941,166D
Common Stock, $1.00 par value08/25/2026S4,762D$187.2096(6)936,404D
Common Stock, $1.00 par value08/25/2026S285D$188.201(7)936,119D
Common Stock, $1.00 par value08/26/2026S5,799D$185.6654(8)930,320D
Common Stock, $1.00 par value08/26/2026S3,565D$186.2977(9)926,755D
Common Stock, $1.00 par value08/26/2026S636D$187.2748(10)926,119D
Common Stock, $1.00 par value39,630IBy Hershey Trust Company(11)
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(13) (12) (12)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 $187.0000 to $187.8210, 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 $188.0000 to $188.9900, 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.
3. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $189.0000 to $189.9900, 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.
4. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $190.0087 to $190.1200, 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 $186.0349 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.
6. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $187.0050 to $187.9900, 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 $188.0950 to $188.4250, 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 $185.3000 to $185.9957, 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 $186.0035 to $186.9450, 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 $187.0000 to $187.5200, 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. Hershey Trust Company is wholly owned by Milton Hershey School Trust and is trustee for the Milton Hershey School Trust.
12. 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.
13. The conversion price is the market price of the Common Stock on the previous business day.
/s/ Joshua D. Shannon, Deputy CIO08/26/2026
** 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)

Source: View Original Filing on SEC EDGAR