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HERSHEY CO

For the period ended May 6, 2024. Filed Mar 26, 2024.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 6, 2024 · Filed Mar 26, 2024

HSY$178.08+0.4%Stored close · as of Nov 6, 2026
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Contents

Code of Conduct

The Board has adopted a Code of Conduct that applies to our directors, officers, and employees worldwide. Adherence to this Code of Conduct assures that our directors, officers, and employees are held to the highest standards of integrity. The Code of Conduct covers areas such as conflicts of interest, insider trading and compliance with laws and regulations. The Audit Committee oversees the Company’s communication of, and compliance with, the Code of Conduct. The Code of Conduct, including amendments thereto or waivers granted to a director or officer, if any, can be viewed on the Investors section of our website atwww.thehersheycompany.com.

Our Shared Goodness Promise

Our Shared Goodness Promise, Hershey’s global sustainability strategy, guides how we empower the remarkable people who make and sell our brands and work along our value chain. This strategy serves as the foundation for how we:

Invest in the farming communities and regions that grow our ingredients;

Reduce our impact on the environment to ensure long-term sustainability;

Invest in communities, including supporting children and youth; and

Deliver on our commitment to operate a sustainable and resilient business for our consumers, customers and external stakeholders.

We operate our business with all stakeholders in mind and with a view toward long-term sustainability and value creation, even as our business and society face a variety of existing and emerging challenges. We leverage our expertise, along with external partners, to help address these challenges and opportunities so that we can continue to delight consumers and help make a positive impact in the world today and into the future.

Oversight of ESG

Operating sustainably and with integrity are key drivers for how we build trust with our consumers, grow our business and make a positive impact in our society. ESG and sustainability governance oversight resides with our Board, and management regularly reviews our ESG strategies, priorities, progress, risks and opportunities with the Board. Each of our Board committees oversees certain ESG responsibilities and reporting requirements, as further detailed in our committee charters. Accountability for ESG and sustainability resides with our Chief Executive Officer, with shared responsibility across the management team and program strategy and operations led by our Chief Sustainability Officer.

Board of DirectorsThe full Board oversees our ESG strategies and priorities, along with the most important emerging ESG trends, risks and opportunities. ESG-related oversight responsibilities are divided among the Board’s committees, with oversight for ESG governance residing with the Governance Committee. Management and ESG leaders provide deep dives on ESG issues for the full Board at least once a year, with relevant committee updates occurring frequently throughout the year.

Executive Team Our CEO and her direct reports conduct reviews of Our Shared Goodness Promise strategies, data and progress against our commitments and targets, as well as emerging ESG and sustainability challenges and opportunities. The team ensures our sustainability initiatives are aligned with business strategy and finalizes ESG-related investments.

Disclosure CommitteeOur Disclosure Committee, led by our Chief Accounting Officer is comprised of senior management in key functions, including our Chief Sustainability Officer, ensures the Disclosure Committee ensures that our public disclosures, including those related to ESG, are consistent, accurate, complete and timely.

Sustainability Steering CommitteeComposed of key business leaders and ESG subject matter experts, this cross-functional group meets at least quarterly to evaluate ESG strategy effectiveness and interdependencies, provides input on investments to support ESG program deliverables and reviews progress towards goals and key performance indicators relevant to our global ESG and sustainability programs.

Global Sustainability Team Led by our Chief Sustainability Officer, this team is composed of ESG experts who manage the strategy, implementation and reporting of our global ESG and sustainability initiatives. The Global Sustainability team communicates regularly with external stakeholders who provide valuable perspectives on our strategies, program decisions and focus.

Our ESG Priorities

Anchored by clear purpose and accountability, our ESG priorities are focused on delivering ambitious goals designed to help us drive long-term business resilience and success and create positive change across global environmental and social areas.

We have four ESG operating priorities and two foundational priorities, which are summarized below. For details regarding Our Shared Goodness Promise, and achievements against our objectives, please view our upcoming 2023 ESG Report, which will be available on the Sustainability section of our website atwww.thehersheycompany.com, following its anticipated publication in May 2024.

OPERATING PRIORITIESFOUNDATIONAL PRIORITIES
CocoaResponsible Sourcing and Human RightsEnvironmentOurPeopleYouthCommunity
Creating thriving communities and environments behind our most essential ingredientUsing robust due diligence and leading standards to protect people across our value chainEnhancing our operations to meet high-impact climate, waste, water and packaging goalsCreating more ways for more people to be themselves and thriveGiving youth the tools to create compassionate, successful and connected futuresActively making a difference where we live and work

Our 2023 ESG Highlights

We made progress towards all our enterprise sustainability goals and remain focused on the most important ESG priorities for business success, long-term resilience and global impact (each as described in the table above).

We launched the Hershey Income Accelerator program, which is expected to distribute up to $500 in cash transfers per household per year to approximately 1,000 cocoa farming families in Côte d’Ivoire, and invested in expanding village savings and loan associations and primary schools to improve farmer resilience and help keep children in school.

We strengthened our greenhouse gas (“GHG”) reduction program through investment in a new Power Purchase Agreement, improved energy efficiency through formal integration of energy reduction targets at our manufacturing sites, established water goals in three high-risk areas, and achieved approximately 80% renewables and zero emissions coverage.

We accelerated our efforts to reduce agricultural emissions and improve business resilience by updating the target date for eliminating commodity-driven deforestation from our supply chain from 2030 to 2025 while continuing our agroforestry projects in cocoa and Sustainable Dairy PA partnership.

We maintained 1:1 pay equity and improved representation for women globally and for people of color (salaried) in the United States.

We advanced the overall controls and assurance for our non-financial performance metrics including limited assurance over our Scope 1 and 2 GHG emissions and development of a Carbon Accounting Policy & Inventory Management Plan.

We continue to publish our consolidated EEO-1 Report, which can be found within the Sustainability section of our website at www.thehersheycompany.com.

Cocoa

Cocoa remains Hershey’s highest ESG priority. Through Cocoa For Good, our 12-year, $500 million-dollar sustainable cocoa strategy, we have partnered with communities, governments, non-governmental organizations, and peers within the cocoa industry to create a more resilient and sustainable cocoa supply chain and help address the systemic challenges posing risks to the cocoa sector.

Improving Farmer Income and Livelihoods

In 2023, we launched the Hershey Income Accelerator program in Côte d’Ivoire, an incremental multi-faceted program to provide farming households with supplemental income, incentivize adoption of sustainable farm management practices, and invest in cocoa community-based resources. The program is designed to improve farmer income, build farm resiliency, and help address systemic issues that negatively impact cocoa communities, like child labor. The Income Accelerator program was developed following extensive research and consultations with farmers, government authorities and cross-sector cocoa farming and poverty alleviation experts, and focuses investment in two proven interventions – cash transfers (“CTs”) and village savings and loan associations (“VSLAs”).

CTs are a poverty reduction strategy that provide cocoa households with an additional source of income. Cash is paid directly to farming households participating in our Cocoa for Good programs and conditioned upon adoption of farm management practices that increase the chance of a higher standard of living.

VSLAs are championed by international humanitarian organizations for raising incomes in rural developing areas. VSLA’s are community-based groups that build social cohesion and increase economic stability through member-based savings and loans as members typically do not have access to formal banking services.

Hershey partnered with Rainforest Alliance and CARE, two leading international organizations, to deliver up to $500 in CTs to approximately 1,000 cocoa farming households in Côte d’Ivoire. These CTs and investments in VSLAs are expected to increase income for farmers by as much as 20%. Hershey maintained investment in more than 350 VSLAs in 2023.

Hershey created the Hershey Income Accelerator Learning Advisory Committee that will meet at least annually to review learnings and best practices to further improve farmer income and economic resiliency. The Committee includes Hershey, cocoa government officials from Côte d’Ivoire and experts from leading non-governmental organizations. In 2024, we plan to expand the Income Accelerator program to an additional 1,500 cocoa farming households as we implement improvements identified in 2023.

In addition to the Hershey Income Accelerator program, Hershey engages with government officials, suppliers, non-governmental organizations and farmers to improve farmer income:

Hershey is a signatory to the Côte d’Ivoire-Ghana Cocoa Initiative’s economic pact for sustainable cocoa, which is backed by the heads of state of Côte d’Ivoire and Ghana to ensure reasonable compensation for cocoa farmers, as well as better environmental and social practices.

Hershey continues to pay a $400 Living Income Differential premium to its suppliers for cocoa purchased in Côte d’Ivoire and Ghana. This premium was set by the Ivorian and Ghanian governments beginning with the 2019-2020 cocoa crop, and Hershey contractually requires its suppliers to include this premium in all cocoa purchases.

Hershey will continue to provide premium payments to farmers for their cocoa as part of our contracts with suppliers for purchases of cocoa. In 2023, those payments in Cote d’Ivoire and Ghana equaled more than $15 million.

Progress Towards Eliminating Child Labor

Poverty can lead to a host of challenges including instances of child labor. Hershey is committed to helping build economically resilient cocoa farming families and communities, because when families and communities are strengthened children can thrive. We collaborate with communities, government and non-governmental organizations and third-party experts to improve living conditions, improve the quality of education and provide community resources such as water, health, and child protection services, with the aim of improving outcomes for children.

In 2023, we continued to expand our use of Child Labor Monitoring and Remediation Systems (“CLMRS”), a leading method of prevention, detection, and remediation of child labor amongst children aged 5-17 developed through the International Cocoa Initiative. CLMRS expansion details can be found in our ESG Report.

We invest in education infrastructure development throughout cocoa communities through sponsored construction and renovation of schools and classrooms, enabling children to obtain birth certificates, and providing school kits in line with origin governments’ national action plans.

In 2022, Hershey initiated discussions with the International Cocoa Initiative. These discussions led to the establishment of a multistakeholder expert working group on protecting children from pesticides in 2023. The group, funded exclusively by Hershey, is expected to issue its findings and recommendations in mid-2024.

Protecting the Environment

We advance environmentally responsible agricultural practices and promote agroforestry and shade-grown cocoa through our premiums and the Hershey Income Accelerator program. We continue to expand polygon mapping to improve traceability, understand how and where cocoa is being grown and monitor deforestation risk using satellite technology.

In 2023, Hershey formed a partnership with the Foundation for Parks and Reserves of Côte d’Ivoire to support conservation efforts in the Mabi-Yaya Nature Reserve, an intact forest area in southeastern Côte d’Ivoire. Hershey’s support is funding a mapping exercise for the reserve’s flora and fauna, equipment and skills building for the reserve’s park rangers as they conduct anti-poaching and anti-encroachment activities, and restoring forest in 1,000 hectares of degraded land within the reserve’s boundaries. The project is also working to establish environment clubs in five schools located near the reserve.

Environment

Our products are made with raw ingredients and materials grown all over the world. We work within our individual commodity supply chains to drive sustainable practices, including collaborating with peers, civil societies and governments and investing in critical elements such as certification, farm mapping, satellite monitoring, and landscape and jurisdictional programs to provide additional layers of due diligence.

As part of our commitment to fostering a strong and healthy planet:

We formally updated our science-based target for GHG emissions to reflect the changes in our business and to remain in-line with best practices to establish a Scope 3 Forest, Land, and Agriculture (“FLAG”) (agricultural) and non-FLAG (non-agricultural) emissions target.

In updating our GHG emissions targets, we validated our commitment to reduce our absolute Scope 1 and Scope 2 emissions by 50%. Our new Scope 3 targets are under review by the Science Based Targets initiative for approval in line with FLAG requirements.1

We also accelerated the target date for eliminating commodity-driven deforestation from our supply chain from 2030 to 2025.

In 2023, we continued to make progress on our climate and environmental goals:

We made progress on our Scope 1 and 2 GHG emissions goals including formalizing energy reduction targets in all of our U.S. confectionary and international manufacturing sites and expanding to approximately 80% renewable and zero emissions energy coverage.

We established water reduction targets in three priority sites for water scarcity including El Salto, Mexico; Monterrey, Mexico; and Mandideep, India.

We scaled our Sustainable Dairy PA initiative with Land O’Lakes and the Alliance for the Chesapeake Bay with a $1 million investment that was matched by the Environmental Protection Agency (EPA). This additional $1 million investment by the EPA will help to further our work to reduce GHG emissions and improve water quality across dairy farms in our Pennsylvania supply chain.

Our People

The remarkable and diverse people employed by Hershey, and the individuals who work along our value chain, are our most important assets. Over the past year, we have continued to make progress on our diversity, equity and inclusion (“DEI”) priorities. At the core of our DEI priorities is the Pathways Project, a holistic DEI strategy which helps to make our workplace and communities even more inclusive.

We continue to hold ourselves accountable to the highest standards in DEI under our first female Chairman of the Board, President and CEO, Michele Buck:

Assuming the election of all director nominees at the Annual Meeting, our Board will be comprised of 36% women and 36% people of color;

In 2020, we achieved 1:1 aggregate gender pay equity for salaried employees in the United States (excluding recent acquisitions);

In 2021, we achieved 1:1 aggregate people of color pay equity for salaried employees in the United States (excluding recent acquisitions); and

In 2022, we established our first bilingual manufacturing facility in Hazleton, PA, where Spanish and English-speaking employees are seamlessly integrated, which has enabled the hiring of a more experienced workforce, improved retention, and advanced enterprise-wide DEI priorities and career development programs.

We continue to be recognized for our DEI efforts. In 2023, The Hershey Company was ranked by Fortune as one of the Best Workplaces in Manufacturing & Production (#14 out of 20) and by Fair360 (formerly DiversityInc.) as #3 on its list of Top 50 Companies for Diversity. Our U.S. operations and six of our international regions were certified as a Great Place To Work. We still have more work to do to improve and grow, and our employees are co-creating the way forward.

As part of our DEI evolution, we are committed to transparency related to our goals, strategies and outcomes. Our consolidated EEO-1 Report remains available within the Sustainability section of our website atwww.thehersheycompany.com.

(1) In accordance with the Greenhouse Gas Protocol and the Science Based Targets initiative (“SBTi”) for setting science-based targets for Forest, Land, and Agriculture (“FLAG”) related GHG emissions and removals. This meets the highest ambition level currently recognized by the SBTi and aligns with the goals of the Paris Climate Agreement to limit global warming to 1.5°C below pre-industrial levels.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.