Form 4: Hershey Trust Sells Shares of The Hershey Company

The Hershey Trust Company, acting as trustee for the Milton Hershey School, has executed a series of common stock sales.

Summary

• The Hershey Trust Company sold a total of 20,534 shares of The Hershey Company (HSY) common stock between May 11, 2026, and May 13, 2026.
• The sales were executed at weighted average prices ranging from $184.74 to $196.22 per share.
• Following these transactions, the reporting person retains direct ownership of 1,646,119 shares of common stock.
• The reporting person continues to hold 54,612,012 shares of Class B common stock, which are convertible into common stock on a one-for-one basis.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, as the sales were executed under a pre-planned 10b5-1 program and represent a small fraction of the total holdings.

Positives

• The transactions were conducted pursuant to a pre-arranged Rule 10b5-1(c) trading plan, indicating a systematic approach rather than reactive selling.

Negatives

• The sale represents a reduction in the equity stake held by the company's largest shareholder, the Milton Hershey School Trust.

Risks

• Continued divestment by a major shareholder could exert downward pressure on the stock price if perceived as a lack of long-term confidence or a shift in capital allocation strategy.

Future Outlook

The filing does not provide specific forward-looking guidance regarding future business operations or additional divestment plans beyond the existing 10b5-1 trading plan.

Management Comments

• The reporting person has committed to providing full information regarding the number of shares sold at each separate price within the reported ranges upon request by the SEC or security holders.

Industry Context

StockSavvy.ai notes that divestments by major institutional trusts or founding entities are common in mature consumer staples companies and often reflect portfolio rebalancing rather than fundamental changes in the underlying business health.

Comparison to Industry Standards

• The use of Rule 10b5-1 plans is the industry standard for institutional insiders to avoid allegations of trading on material non-public information.
• The retention of a significant Class B share position ensures the Milton Hershey School Trust maintains substantial voting control, consistent with the company's historical governance structure.

Related Party Transactions

• The reporting person is the Hershey Trust Company, which is wholly owned by the Milton Hershey School Trust and serves as its trustee.

Stakeholder Impact

• Shareholders should note the ongoing reduction in the trust's common stock position, though the impact is mitigated by the existence of the 10b5-1 plan.

Next Steps

• The reporting person will continue to comply with Section 16(a) reporting requirements for any future changes in beneficial ownership.

Key Dates

Keywords

Hershey, HSY, Insider Trading, Form 4, Milton Hershey School, Equity Sale