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  4. [Form 4] HERSHEY CO Insider Trading Activity

Hershey Trust sells 20,000 Hershey shares

A ten percent owner affiliated with Milton Hershey School sold 20,000 HSY shares under a Rule 10b5-1 plan while retaining a very large Class B position.

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

Rhea-AI Filing Summary

HERSHEY CO (HSY) reported that Hershey Trust Company, as trustee in trust for Milton Hershey School, sold a total of 20,000 shares of common stock in open-market transactions on September 8–9, 2026 under a Rule 10b5-1 trading plan, at weighted average prices around the low-to-mid $170s per share.

The reporting person continues to hold 54,612,012 shares of Class B common stock directly, which are convertible share-for-share into common stock, and 39,630 shares of common stock indirectly through Hershey Trust Company as of September 8, 2026.

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Insider HERSHEY TRUST CO TRUSTEE IN TRUST FOR MILTON HERSHEY SCHOOL
Role 10% Owner
Sold 20,000 shs ($3.45M)
Type Security Shares Price Value
Sale Common Stock, $1.00 par value F5 1,325 $170.8036 $226K
Sale Common Stock, $1.00 par value F6 6,195 $171.4689 $1.06M
Sale Common Stock, $1.00 par value F7 2,480 $172.1721 $427K
Sale Common Stock, $1.00 par value F1 355 $171.1331 $61K
Sale Common Stock, $1.00 par value F2 334 $172.49 $58K
Sale Common Stock, $1.00 par value F3 7,489 $173.4569 $1.30M
Sale Common Stock, $1.00 par value F4 1,822 $174.2646 $318K
holding Class B Common Stock, $1.00 par value F10, F9 -- -- --
holding Common Stock, $1.00 par value F8 -- -- --
Holdings After Transaction: Common Stock, $1.00 par value — 836,119 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 (10)
  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 $171.0300 to $171.2900, 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 $172.1360 to $172.9910, 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 $173.1400 to $173.9975, 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 $174.0000 to $174.7100, 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 $170.0927 to $170.9942, 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 $171.0035 to $171.9900, 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 $172.0100 to $172.4900, 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. F8. Hershey Trust Company is wholly owned by Milton Hershey School Trust and is trustee for the Milton Hershey School Trust.
  9. F9. 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.
  10. F10. The conversion price is the market price of the Common Stock on the previous business day.
Common shares sold 20,000 shares Total Hershey common stock sold on September 8–9, 2026
Weighted average sale price range $170.09–$174.71 per share Price ranges for multiple transactions described in footnotes F1–F7
Class B shares held directly 54,612,012 shares Class B common stock directly owned, convertible share-for-share into common stock
Indirect common shares 39,630 shares Common stock held indirectly as of September 8, 2026, by Hershey Trust Company
Transactions reported as sales 7 transactions Number of non-derivative sale line items in the Form 4
Rule 10b5-1 status Affirmed Document-level checkbox indicates trades under a Rule 10b5-1 trading plan
Rule 10b5-1 trading plan regulatory
"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"
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.
ten percent owner regulatory
"it is identified as a ten percent owner of HERSHEY CO"
indirect ownership financial
"Common stock held indirectly as of September 8, 2026, by Hershey Trust Company"

FAQ

What insider activity did HSY report in this Form 4?
HSY reported that Hershey Trust Company, trustee for Milton Hershey School, sold 20,000 shares of Hershey common stock in open-market transactions on September 8–9, 2026, and that these transactions were conducted under a Rule 10b5-1 trading plan.

How many HSY shares were sold and on which dates?
The reporting person sold a total of 20,000 shares of Hershey common stock, with 10,000 shares sold on September 8, 2026 and 10,000 shares sold on September 9, 2026, according to the Form 4 transaction summary.

At what prices were the HSY shares sold in this filing?
Each line item shows a weighted average price, with sales occurring in multiple trades. The reported averages range from about $170.80 to $174.26 per share, with detailed price ranges for each transaction provided in the footnotes.

Was the HSY insider trading done under a Rule 10b5-1 plan?
Yes. The filing indicates that the Rule 10b5-1 checkbox is affirmed, meaning the reported 20,000-share sale of Hershey common stock was made under a Rule 10b5-1 trading plan rather than as discretionary, ad hoc trades.

Who is the reporting person in this HSY Form 4 and what is their status?
The reporting person is Hershey Trust Company, trustee in trust for Milton Hershey School, and it is identified as a ten percent owner of HERSHEY CO (HSY), reflecting its significant shareholdings and control position.

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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)
09/08/2026		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 value09/08/2026S355D$171.1331(1)855,764D
Common Stock, $1.00 par value09/08/2026S334D$172.49(2)855,430D
Common Stock, $1.00 par value09/08/2026S7,489D$173.4569(3)847,941D
Common Stock, $1.00 par value09/08/2026S1,822D$174.2646(4)846,119D
Common Stock, $1.00 par value09/09/2026S1,325D$170.8036(5)844,794D
Common Stock, $1.00 par value09/09/2026S6,195D$171.4689(6)838,599D
Common Stock, $1.00 par value09/09/2026S2,480D$172.1721(7)836,119D
Common Stock, $1.00 par value39,630IBy Hershey Trust Company(8)
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(10) (9) (9)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 $171.0300 to $171.2900, 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 $172.1360 to $172.9910, 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 $173.1400 to $173.9975, 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 $174.0000 to $174.7100, 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 $170.0927 to $170.9942, 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 $171.0035 to $171.9900, 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 $172.0100 to $172.4900, 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. Hershey Trust Company is wholly owned by Milton Hershey School Trust and is trustee for the Milton Hershey School Trust.
9. 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.
10. The conversion price is the market price of the Common Stock on the previous business day.
/s/ Joshua D. Shannon, Deputy CIO09/09/2026
** 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

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