STOCK TITAN

Hershey Co (NYSE: HSY) trust trims stake, keeps 54.6M Class B shares

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Form Type
4

Rhea-AI Filing Summary

HERSHEY CO (HSY) had its major shareholder, Hershey Trust Company as trustee for Milton Hershey School, report open‑market sales of 30,000 shares of common stock from August 17–19, 2026, at weighted‑average prices generally between the low $180s and high $180s per share, under a Rule 10b5-1 trading plan. The trust continues to hold 54,612,012 Class B common shares, each convertible share‑for‑share into HSY common stock with no expiration, plus 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 30,000 shs ($5.53M)
Type Security Shares Price Value
Sale Common Stock, $1.00 par value 100 $184.65 $18K
Sale Common Stock, $1.00 par value 80 $185.00 $15K
Sale Common Stock, $1.00 par value F9 1,541 $186.8151 $288K
Sale Common Stock, $1.00 par value F10 2,580 $187.3674 $483K
Sale Common Stock, $1.00 par value F11 3,673 $188.7417 $693K
Sale Common Stock, $1.00 par value F12 2,026 $189.2004 $383K
Sale Common Stock, $1.00 par value F5 302 $181.5043 $55K
Sale Common Stock, $1.00 par value F6 1,056 $182.5129 $193K
Sale Common Stock, $1.00 par value F7 8,184 $183.5057 $1.50M
Sale Common Stock, $1.00 par value F8 458 $184.0279 $84K
Sale Common Stock, $1.00 par value F1 2,607 $180.7205 $471K
Sale Common Stock, $1.00 par value F2 4,492 $181.188 $814K
Sale Common Stock, $1.00 par value F3 1,499 $182.4693 $274K
Sale Common Stock, $1.00 par value F4 1,362 $183.4451 $250K
Sale Common Stock, $1.00 par value 40 $184.00 $7K
holding Class B Common Stock, $1.00 par value F15, F14 -- -- --
holding Common Stock, $1.00 par value F13 -- -- --
Holdings After Transaction: Common Stock, $1.00 par value — 976,119 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 (15)
  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 $180.2650 to $180.9839, 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 $181.0000 to $181.9800, 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.
  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 $182.0100 to $182.8917, 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 $183.0693 to $183.9400, 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 $181.3639 to $181.6600, 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 $182.0364 to $182.9800, 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.
  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 $183.0000 to $183.9900, 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. F8. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $184.0000 to $184.0400, 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 $186.4300 to $186.9600, 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.
  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 $187.8700, 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. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $188.0500 to $188.9800, 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.
  12. F12. 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 $189.7195, 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. F13. Hershey Trust Company is wholly owned by Milton Hershey School Trust and is trustee for the Milton Hershey School Trust.
  14. F14. 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. F15. The conversion price is the market price of the Common Stock on the previous business day.
Total shares sold 30,000 shares Aggregate HSY common stock sales reported for August 17–19, 2026
Lowest weighted-average sale price range $180.2650–$180.9839 per share Price range for sales footnoted in F1 on August 17, 2026
Highest weighted-average sale price range $189.0000–$189.7195 per share Price range for sales footnoted in F12 on August 19, 2026
Direct Class B holdings 54,612,012 shares Class B common stock held directly, convertible into HSY common stock
Indirect common holdings 39,630 shares HSY common stock held indirectly by Hershey Trust Company
Sale count 15 transactions Number of separate sale line items of HSY common stock reported
Rule 10b5-1 trading plan regulatory
"The Form 4 indicates the transactions were conducted 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 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.
beneficial ownership financial
"Hershey Trust Company is wholly owned by Milton Hershey School Trust and is trustee"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

FAQ

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

Hershey Trust Company, as trustee for Milton Hershey School, reported sales of 30,000 HSY common shares from August 17–19, 2026, executed as open‑market transactions at various weighted‑average prices in the $180–$189 range per share.

Over what dates were the HSY shares sold by the Milton Hershey School trust?

The reported HSY share sales occurred on August 17, 18, and 19, 2026. Multiple trades were executed each day at different prices, with each day’s Form 4 line items reporting weighted‑average prices for those transaction ranges.

How many HSY shares did the Milton Hershey School trust sell and at what prices?

The trust reported selling a total of 30,000 HSY common shares. Individual line‑item weighted‑average prices ranged from about $180.27 to about $189.72 per share, with detailed price ranges for each group of trades disclosed in the footnotes.

Does the Milton Hershey School trust still hold a large HSY position after these sales?

Yes. The filing reports 54,612,012 Class B common shares held directly, each convertible share‑for‑share into HSY common stock, and an additional 39,630 HSY common shares held indirectly by Hershey Trust Company, indicating a substantial continuing ownership stake.

Were the August 2026 HSY insider sales made under a Rule 10b5-1 plan?

Yes. The Form 4 indicates that the transactions were conducted under a Rule 10b5-1 trading plan. Such plans pre‑schedule trades, which can reduce the informational significance of the timing of these particular sales for outside investors.

What is the significance of HSY’s Class B common stock held by the trust?

The trust holds 54,612,012 Class B common shares, each convertible share‑for‑share into HSY common stock at any time, with no expiration. The conversion price is defined as the market price of HSY common stock on the previous business day.

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Learn about SEC filing dates
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)
08/17/2026
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 value08/17/2026S2,607D$180.7205(1)1,003,512D
Common Stock, $1.00 par value08/17/2026S4,492D$181.188(2)999,020D
Common Stock, $1.00 par value08/17/2026S1,499D$182.4693(3)997,521D
Common Stock, $1.00 par value08/17/2026S1,362D$183.4451(4)996,159D
Common Stock, $1.00 par value08/17/2026S40D$184996,119D
Common Stock, $1.00 par value08/18/2026S302D$181.5043(5)995,817D
Common Stock, $1.00 par value08/18/2026S1,056D$182.5129(6)994,761D
Common Stock, $1.00 par value08/18/2026S8,184D$183.5057(7)986,577D
Common Stock, $1.00 par value08/18/2026S458D$184.0279(8)986,119D
Common Stock, $1.00 par value08/19/2026S100D$184.65986,019D
Common Stock, $1.00 par value08/19/2026S80D$185985,939D
Common Stock, $1.00 par value08/19/2026S1,541D$186.8151(9)984,398D
Common Stock, $1.00 par value08/19/2026S2,580D$187.3674(10)981,818D
Common Stock, $1.00 par value08/19/2026S3,673D$188.7417(11)978,145D
Common Stock, $1.00 par value08/19/2026S2,026D$189.2004(12)976,119D
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 $180.2650 to $180.9839, 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 $181.0000 to $181.9800, 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.
3. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $182.0100 to $182.8917, 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 $183.0693 to $183.9400, 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 $181.3639 to $181.6600, 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 $182.0364 to $182.9800, 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.
7. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $183.0000 to $183.9900, 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 $184.0000 to $184.0400, 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 $186.4300 to $186.9600, 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.
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 $187.8700, 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 $188.0500 to $188.9800, 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.
12. 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 $189.7195, 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 CIO08/19/2026
** 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)