Hershey Co. Files Definitive Proxy Statement for 2024 Annual Meeting

Ticker: HSY · Form: DEF 14A · Filed: 2024-03-26T00:00:00.000Z

Sentiment: neutral

Topics: Proxy Statement, Annual Meeting, Shareholders, DEF 14A, Hershey Co.

TL;DR

<b>Hershey Co. has filed its Definitive Proxy Statement for the 2024 Annual Meeting of Stockholders.</b>

AI Summary

HERSHEY CO (HSY) filed a Proxy Statement (DEF 14A) with the SEC on March 26, 2024. The Hershey Company filed a Definitive Proxy Statement (DEF 14A) on March 26, 2024. The filing pertains to the 2024 Annual Meeting of Stockholders scheduled for May 6, 2024. The meeting will commence at 1:00 p.m. Eastern Daylight Time. The company's fiscal year ends on December 31. Hershey Co. was formerly known as Hershey Foods Corp. and Hershey Chocolate Corp.

Why It Matters

For investors and stakeholders tracking HERSHEY CO, this filing contains several important signals. This filing provides shareholders with essential information regarding the upcoming annual meeting, including details on voting procedures and matters to be discussed. As a DEF 14A filing, it signifies the final version of the proxy materials being distributed to shareholders for their consideration and voting.

Risk Assessment

Risk Level: low — HERSHEY CO shows low risk based on this filing. The filing is a routine proxy statement, indicating no immediate significant financial or operational changes requiring a higher risk assessment.

Analyst Insight

Shareholders should review the proxy statement to understand the proposals and cast their votes for the upcoming annual meeting.

Key Numbers

Key Players & Entities

FAQ

When did HERSHEY CO file this DEF 14A?

HERSHEY CO filed this Proxy Statement (DEF 14A) with the SEC on March 26, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by HERSHEY CO (HSY).

Where can I read the original DEF 14A filing from HERSHEY CO?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by HERSHEY CO.

What are the key takeaways from HERSHEY CO's DEF 14A?

HERSHEY CO filed this DEF 14A on March 26, 2024. Key takeaways: The Hershey Company filed a Definitive Proxy Statement (DEF 14A) on March 26, 2024.. The filing pertains to the 2024 Annual Meeting of Stockholders scheduled for May 6, 2024.. The meeting will commence at 1:00 p.m. Eastern Daylight Time..

Is HERSHEY CO a risky investment based on this filing?

Based on this DEF 14A, HERSHEY CO presents a relatively low-risk profile. The filing is a routine proxy statement, indicating no immediate significant financial or operational changes requiring a higher risk assessment.

What should investors do after reading HERSHEY CO's DEF 14A?

Shareholders should review the proxy statement to understand the proposals and cast their votes for the upcoming annual meeting. The overall sentiment from this filing is neutral.

How does HERSHEY CO compare to its industry peers?

The Hershey Company operates in the sugar and confectionery products industry.

Are there regulatory concerns for HERSHEY CO?

This filing is made under Section 14(a) of the Securities Exchange Act of 1934, which governs the solicitation of proxies.

Industry Context

The Hershey Company operates in the sugar and confectionery products industry.

Regulatory Implications

This filing is made under Section 14(a) of the Securities Exchange Act of 1934, which governs the solicitation of proxies.

What Investors Should Do

  1. Review the full DEF 14A filing for detailed information on proposals and voting.
  2. Note the date and time of the 2024 Annual Meeting of Stockholders.
  3. Understand the company's history of name changes for context.

Key Dates

Year-Over-Year Comparison

This is a DEF 14A filing, indicating the final proxy statement for the upcoming annual meeting.

Filing Stats: 4,537 words · 18 min read · ~15 pages · Grade level 15.1 · Accepted 2024-03-26 16:17:15

Key Financial Figures

Filing Documents

Executive Compensation Highlights

Executive Compensation Highlights 6 PROXY STATEMENT Questions and Answers about the Annual Meeting 7 The Hershey Company Purpose and Values 12 Code of Conduct 12 Our Shared Goodness Promise 12 Corporate Governance 17 Corporate Governance Guidelines 17 Board Composition, Criteria for Board Membership and Board Evaluations 17 Leadership Structure 20 Committees of the Board 21 Enterprise Risk Management 25 Board Meetings and Attendance 26 Director Independence 26 Director Nominations 27 Communications with Directors 28 Proposal No. 1 – Election of Directors 29 Election Procedures 29 Nominees for Director 30 Non-Employee Director Compensation 36 The Hershey Company Directors' Compensation Plan 36 Payment of Annual Retainer, Lead Independent Director Fee and Committee Chair Fees 36 Restricted Stock Units 37 Other Compensation, Reimbursements and Programs 37 Stock Ownership Guidelines 37 202 3 Director Compensation 38 Share Ownership of Directors, Management and Certain Beneficial Owners 40 Information Regarding Our Controlling Stockholder 41 Audit Committee Report 43 Information about our Independent Auditors 45 Proposal No. 2 – Ratification of Appointment of Independent Auditors 46 Compensation Discussion & Analysis 47 Executive Summary 47 The Role of the Compensation Committee 52 Compensation Components 53 Setting Compensation 54 Base Salary 54 Annual Incentives 55 Long-Term Incentives 57 Perquisites 59 Retirement Plans 59 Employment Agreements 59 Severance and Change in Control Plans 60 Stock Ownership Guidelines 60 i Other Compensation Policies and Practices 60 Compensation Committee Report 62 202 3 Summary Compensation Table 63 202 3 Grants of Plan-Based Awards Table 66 Outstanding Equity Awards at 202 3 Fiscal-Year End Table 67 202 3 Option Exercises and Stock Vested Table 68 202 3 Pension Benefits Table 68 202 3 N

EXECUTIVE COMPENSATION HIGHLIGHTS

EXECUTIVE COMPENSATION HIGHLIGHTS Our strategic plan and the financial metrics we establish to help achieve and measure success against that plan serve as the foundation of our executive compensation program. Our executive compensation program is intended to provide competitive compensation based on performance and contributions to the Company, to incentivize, attract and retain key executives, to align the interests of our executive officers and our key stakeholders and to drive long-term stockholder value. To achieve these objectives, our executive compensation program includes the following key features: We Pay for Performance by aligning our short- and long-term incentive compensation plans with business strategies to reward executives who achieve or exceed applicable Company and business division goals. The target total direct compensation mix in 2023 for our Chief Executive Officer ("CEO") and our other named executive officers ("NEOs") reflects this philosophy. At-Risk Compensation = 88% At-Risk Compensation = 78% Payouts to our NEOs under our annual cash incentive program for 2023 were 100% performance based. 65% of the equity awards granted to our NEOs in 2023 took the form of performance stock units, which will be earned based on achievement of pre-determined performance goals. We Pay Competitively by targeting total direct compensation for our executive officers, in aggregate, at competitive pay levels using the median of our Compensation Peer Group. Information about the Compensation Peer Group is included in the section titled "Setting Compensation" in the Compensation Discussion & Analysis. We regularly review and, as appropriate, make changes to our Compensation Peer Group to ensure it is representative of our market for talent, business portfolio, overall size and global footprint. We do not provide excessive benefits and perquisites to our executives. We Align Our Compensation Program with Stockholder Interests by providing a significant

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