Hershey Trust (NYSE: HSY) logs 30,000-share open-market sale but keeps large stake

Rhea-AI Filing Summary

Hershey Trust Company, as trustee for the Milton Hershey School Trust, reported open-market sales of 30,000 shares of Hershey Co. common stock. The sales took place over March 25–27 at prices between about $210 and $217 per share. After these trades, the trust directly held 1,966,119 common shares, plus 54,612,012 Class B common shares that are convertible into common stock, and 39,630 additional common shares held indirectly. The transactions represent a small portion of the trust’s overall ownership stake.

SEC Form 4

FORM 4

UNITED 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

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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)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $1.00 par value	03/25/2026		S		300	D	$212.6387(1)	1,995,819	D
Common Stock, $1.00 par value	03/25/2026		S		600	D	$213.4164(2)	1,995,219	D
Common Stock, $1.00 par value	03/25/2026		S		700	D	$214.6774(3)	1,994,519	D
Common Stock, $1.00 par value	03/25/2026		S		1,675	D	$215.5373(4)	1,992,844	D
Common Stock, $1.00 par value	03/25/2026		S		1,185	D	$216.5819(5)	1,991,659	D
Common Stock, $1.00 par value	03/25/2026		S		5,540	D	$217.0948(6)	1,986,119	D
Common Stock, $1.00 par value	03/26/2026		S		20	D	$209.98	1,986,099	D
Common Stock, $1.00 par value	03/26/2026		S		3,759	D	$210.4749(7)	1,982,340	D
Common Stock, $1.00 par value	03/26/2026		S		1,810	D	$211.341(8)	1,980,530	D
Common Stock, $1.00 par value	03/26/2026		S		1,511	D	$212.5063(9)	1,979,019	D
Common Stock, $1.00 par value	03/26/2026		S		903	D	$213.1924(10)	1,978,116	D
Common Stock, $1.00 par value	03/26/2026		S		860	D	$215.6644(11)	1,977,256	D
Common Stock, $1.00 par value	03/26/2026		S		1,136	D	$216.3939(12)	1,976,120	D
Common Stock, $1.00 par value	03/26/2026		S		1	D	$217.01	1,976,119	D
Common Stock, $1.00 par value	03/27/2026		S		254	D	$210.6252(13)	1,975,865	D
Common Stock, $1.00 par value	03/27/2026		S		91	D	$211.6069(14)	1,975,774	D
Common Stock, $1.00 par value	03/27/2026		S		1,437	D	$212.7623(15)	1,974,337	D
Common Stock, $1.00 par value	03/27/2026		S		4,194	D	$213.5951(16)	1,970,143	D
Common Stock, $1.00 par value	03/27/2026		S		2,873	D	$214.5348(17)	1,967,270	D
Common Stock, $1.00 par value	03/27/2026		S		1,151	D	$215.2431(18)	1,966,119	D
Common Stock, $1.00 par value								39,630	I	By Hershey Trust Company(19)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock, $1.00 par value	(21)							(20)	(20)	Common Stock, $1.00 par value	54,612,012		54,612,012	D

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 $212.4450 to $212.8500, 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 $213.2200 to $213.6000, 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.

3. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $214.1800 to $214.9800, 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.

4. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $215.0750 to $215.9800, 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.

5. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $216.0200 to $216.9700, 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 $217.0000 to $217.5300, 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 $210.0000 to $210.9900, 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 $211.0000 to $211.9700, 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 $212.0000 to $212.9300, 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.

10. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $213.0000 to $213.8400, 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 $215.2200 to $215.9919, 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 $216.0200 to $216.9600, 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.

13. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $210.1000 to $210.9800, 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.

14. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $211.1600 to $211.7800, 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.

15. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $212.1900 to $212.9800, 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.

16. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $213.0000 to $213.9900, 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.

17. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $214.0200 to $214.9900, 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.

18. The Price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at price a ranging from $215.0000 to $215.9600, 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.

19. Hershey Trust Company is wholly owned by Milton Hershey School Trust and is trustee for the Milton Hershey School Trust.

20. 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.

21. The conversion price is the market price of the Common Stock on the previous business day.

	/s/ Joshua D. Shannon, Deputy CIO	03/27/2026
	** Signature of Reporting Person	Date
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 reported selling 30,000 shares of Hershey Co. common stock in open-market transactions. The sales occurred over several trades and did not involve any option exercises or derivative conversions, according to the transaction summary and derivative position data.

Over what dates did Hershey Trust Company sell HSY shares and at what prices?

The trust sold Hershey Co. common stock on March 25, 26, and 27. Reported weighted-average prices across the trades ranged from about $210.00 to $217.53 per share, with detailed price ranges disclosed in footnotes describing multiple executions within each transaction.

How many Hershey Co. shares does the trust hold after these transactions?

After the reported sales, the trust directly holds 1,966,119 shares of Hershey Co. common stock. It also holds 54,612,012 Class B common shares convertible into common stock and 39,630 additional common shares indirectly, showing a very large remaining position despite the sales.

What is the total number of HSY shares sold in this Form 4 by Hershey Trust?

The filing shows that Hershey Trust Company sold a total of 30,000 shares of Hershey Co. common stock. These sales were broken into multiple individual open-market transactions, all coded as “S” for sale, with no reported purchases during the same period.

What does the derivative holdings data show for Hershey Trust’s HSY position?

The derivative summary lists 54,612,012 shares of Class B common stock with a stated exercise price of $0.0000. Footnotes explain these Class B shares are convertible share-for-share into common stock at any time, with no expiration date, highlighting a large ongoing economic interest.

Are the HSY stock sales by Hershey Trust direct or indirect holdings?

All reported sales involve directly held Hershey Co. common stock, marked with direct ownership codes. The filing also notes 39,630 common shares held indirectly “By Hershey Trust Company,” but these indirect holdings were not part of the listed sale transactions.