Hershey Co. Files 8-K on Officer/Director Changes & Compensation
Ticker: HSY · Form: 8-K · Filed: 2025-01-15T00:00:00.000Z
Sentiment: neutral
Topics: officer-changes, director-changes, compensation, regulation-fd
Related Tickers: HSY
TL;DR
Hershey's board and execs shuffled; compensation details released.
AI Summary
The Hershey Company filed an 8-K on January 15, 2025, reporting events from January 9, 2025. The filing covers the departure of directors or certain officers, the election of directors, the appointment of certain officers, and compensatory arrangements for certain officers. It also includes Regulation FD disclosures and financial statements and exhibits.
Why It Matters
Changes in a company's board of directors and executive officers, along with details on their compensation, can signal shifts in strategy or governance that may impact shareholder value.
Risk Assessment
Risk Level: medium — Changes in executive and director roles can sometimes precede significant strategic shifts or indicate internal issues.
Key Numbers
- 20250109 — Date of earliest event reported (This is the date the reported events occurred.)
- 20250115 — Filing date (This is the date the 8-K was officially filed with the SEC.)
Key Players & Entities
- The Hershey Company (company) — Registrant
- 19 East Chocolate Avenue (location) — Principal executive offices address
- Hershey, PA (location) — Principal executive offices city and state
- 17033 (location) — Principal executive offices ZIP code
FAQ
What specific officer or director positions were affected by the changes reported on January 9, 2025?
The filing indicates changes related to 'Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers,' but the specific names and roles are not detailed in the provided text.
Are the compensatory arrangements for officers detailed in this filing?
Yes, the filing explicitly mentions 'Compensatory Arrangements of Certain Officers' as an item of information covered.
What is the primary business of The Hershey Company?
The Hershey Company is in the 'SUGAR & CONFECTIONERY PRODUCTS' industry, as indicated by its Standard Industrial Classification code [2060].
What is the state of incorporation for The Hershey Company?
The Hershey Company is incorporated in Delaware.
Does this filing include any financial statements?
Yes, the filing explicitly lists 'Financial Statements and Exhibits' as an item of information.
Filing Stats: 1,418 words · 6 min read · ~5 pages · Grade level 11.4 · Accepted 2025-01-15 16:22:38
Key Financial Figures
- $1,400,000 — s. Buck's current annual base salary of $1,400,000 and her current annual target bonus of
- $41,666.66 — ill receive a monthly consulting fee of $41,666.66 during the Consulting Period; (3) esta
- $8,750,000 — rget long-term incentive awards will be $8,750,000, of which 35% will consist of time-base
- $4,375,000 — arget long-term incentive award will be $4,375,000 and will consist of 100% time-based res
- $8,500,000 — vide Ms. Buck with a retention bonus of $8,500,000, of which $3,500,000 will be paid on or
- $3,500,000 — retention bonus of $8,500,000, of which $3,500,000 will be paid on or about January 31, 20
- $5,000,000 — paid on or about January 31, 2025, and $5,000,000 will be paid 60 days following June 30,
- $500,000 — he Agreement, up to a maximum amount of $500,000; and (8) establish that any benefits u
Filing Documents
- hsy-20250109.htm (8-K) — 42KB
- exhibit101-buckexecutiveem.htm (EX-10.1) — 173KB
- exhibit991-pressreleasedat.htm (EX-99.1) — 10KB
- hsy-20250109_g1.jpg (GRAPHIC) — 217KB
- 0000047111-25-000008.txt ( ) — 848KB
- hsy-20250109.xsd (EX-101.SCH) — 2KB
- hsy-20250109_lab.xml (EX-101.LAB) — 21KB
- hsy-20250109_pre.xml (EX-101.PRE) — 12KB
- hsy-20250109_htm.xml (XML) — 3KB
01. Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure. On January 10, 2025, the Company issued a press release announcing Ms. Buck's intention to retire from the Company. A copy of the press release is attached hereto as Exhibit 99.1 and is hereby incorporated into this Item 7.01 by reference. The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities under that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 10.1 Amended and Restated Executive Employment Agreement, effective as of January 9, 2025, by and between The Hershey Company and Michele G. Buck 99.1 The Hershey Company Press Release dated January 1 0 , 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. THE HERSHEY COMPANY Date: January 15, 2025 By: /s/ James Turoff James Turoff Senior Vice President, General Counsel and Secretary