Hershey Trust Co, acting as trustee for Milton Hershey School, filed a Form 4 on September 21, 2026, disclosing the sale of Hershey Co common stock across nine transactions on September 17 and 18, 2026, under a Rule 10b5-1 plan.

Key Highlights

  • Nine sale transactions: Hershey Trust Co disposed of shares of Common Stock, $1.00 par value, across five transactions on September 17 and four transactions on September 18, 2026.
  • Total shares sold: 19,600 shares in aggregate across both days (4,400 + 4,431 + 972 + 197 + 143 + 2,036 + 2,258 + 5,068 + 495).
  • Weighted average prices: Per-transaction weighted average prices ranged from $166.7684 to $171.3418 across the nine reported transactions.
  • Remaining direct ownership: Following the reported transactions, the reporting person directly beneficially owned 776,119 shares of Common Stock, $1.00 par value.
  • Indirect holdings: The reporting person also holds 39,630 shares indirectly through Hershey Trust Company, plus 54,612,012 shares of Class B Common Stock, $1.00 par value, directly.
  • Rule 10b5-1 plan: The filing indicates transactions were made pursuant to a contract, instruction, or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
  • 10% owner relationship: Hershey Trust Co is identified in the filing as a 10% owner of Hershey Co (NYSE:HSY).

Hershey Trust Disposes of Shares Across Nine Transactions Under Rule 10b5-1

According to the filing, Hershey Trust Co, Trustee in Trust for Milton Hershey School, sold a combined 19,600 shares of Hershey Co Common Stock, $1.00 par value, on September 17 and September 18, 2026. All nine sales are reported as transaction code "S" (open-market sale) and are noted as having been executed pursuant to a Rule 10b5-1(c) plan, as indicated by the checked box on the form.

On September 17, 2026, the reporting person sold 4,400 shares at a weighted average price of $168.5581 (individual transaction prices ranging from $168.3200 to $168.9795), 4,431 shares at $169.4784 (ranging from $169.0141 to $169.9996), 972 shares at $170.302 (ranging from $170.0100 to $170.7357), and 197 shares at $171.3418 (ranging from $171.2000 to $171.4800). Following those four transactions, directly held shares stood at 776,119. On September 18, 2026, the reporting person sold 143 shares at $166.7684, 2,036 shares at $167.6788, 2,258 shares at $168.26, 5,068 shares at $169.7428, and 495 shares at $170.1664, reducing the directly held position to 776,119 shares as of the final transaction.

In addition to direct holdings, the filing reports 39,630 shares held indirectly through Hershey Trust Company, which the filing states is "wholly owned by Milton Hershey School Trust and is trustee for the Milton Hershey School Trust." The filing also discloses 54,612,012 shares of Class B Common Stock, $1.00 par value, held directly, described as convertible share-for-share into common stock at any time without payment other than for the fact of conversion, with no expiration date. The conversion price is stated to be "the market price of the Common Stock on the previous business day." The filing was signed by Joshua D. Shannon, Deputy CIO, on September 21, 2026.

What Was Disclosed

Hershey Trust Co disclosed the sale of 19,600 shares of Hershey Co common stock across nine transactions on September 17-18, 2026, executed under a Rule 10b5-1 plan, leaving direct beneficial ownership of 776,119 common shares following the last reported transaction.