Milton Hershey School Trust Sells $4.86M in Hershey Co Under Rule 10b5-1 Plan

Overview & Context

On September 30, 2026, Hershey Trust Co Trustee in Trust for Milton Hershey School, a 10% owner and primary controlling shareholder of The Hershey Company (NYSE: HSY), filed Form 4 disclosing open market sales totaling 30,000 shares of Common Stock executed over three consecutive trading days (September 28–30, 2026).

The transactions were executed pursuant to a pre-arranged Rule 10b5-1 trading plan, indicated by the affirmative defense box marked on the filing.

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Transaction Breakdown

The 30,000 shares were sold across 14 tranches:

• September 28, 2026: 10,000 shares sold across 3 price ranges between $164.33 and $166.79 (weighted averages: $164.49, $165.34, and $166.39).
• September 29, 2026: 10,000 shares sold across 4 price ranges between $160.65 and $163.61 (weighted averages: $160.85, $161.39, $162.64, and $163.29).
• September 30, 2026: 10,000 shares sold across 7 price ranges between $157.53 and $163.00 (weighted averages: $157.69 to $163.00).

Aggregate Metrics:

• Total Shares Disposed: 30,000
• Gross Proceeds: ~$4,855,338.17
• Volume-Weighted Average Price: ~$161.84

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Ownership Structure Post-Transaction

Following these dispositions, the Trust continues to hold:

• Direct Common Stock: 686,119 shares
• Indirect Common Stock: 39,630 shares (held by Hershey Trust Company)
• Class B Common Stock: 54,612,012 shares (convertible share-for-share into Common Stock at any time without expiration)

The sale of 30,000 common shares represents roughly 0.05% of the Trust's total combined equity interest (Common + Class B), leaving its controlling voting position in The Hershey Company fully intact.

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Market & Trading Significance

Significance Rating: Low

• Pre-Scheduled Routine Selling: The transactions were conducted under a pre-established Rule 10b5-1 plan, removing any discretionary short-term market timing implications.
• Minimal Relative Size: Disposing of 30,000 shares against a position of over 55 million shares is part of routine trust portfolio administration/diversification and does not signal a shift in control or negative sentiment regarding company fundamentals.