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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended October 3, 2021

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to_

Commission file number 1-183

hsy-20211003_g1.jpg

THE HERSHEY COMPANY

(Exact name of registrant as specified in its charter)

Delaware23-0691590
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

19 East Chocolate Avenue, Hershey, PA 17033

(Address of principal executive offices and Zip Code)

(717) 534-4200

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, one dollar par valueHSYNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filerxAccelerated filer☐Non-accelerated filer☐Smaller reporting company☐Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.

Common Stock, one dollar par value—145,389,951 shares, as of October 22, 2021.

Class B Common Stock, one dollar par value—60,613,777 shares, as of October 22, 2021.

THE HERSHEY COMPANY

Quarterly Report on Form 10-Q

For the Period Ended October 3, 2021

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION2
Item 1. Financial Statements2
Consolidated Statements of Income for the Three and Nine Months Ended October 3, 2021 and September 27, 20202
Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended October 3, 2021 and September 27, 20203
Consolidated Balance Sheets as of October 3, 2021 and December 31, 20204
Consolidated Statements of Cash Flows for the Nine Months Ended October 3, 2021 and September 27, 20205
Consolidated Statement of Stockholders’ Equity for the Three and Nine Months Ended October 3, 2021 and September 27, 20206
Notes to Unaudited Consolidated Financial Statements8
Note 1 - Summary of Significant Accounting Policies8
Note 2 - Business Acquisition and Divestitures9
Note 3 - Goodwill and Intangible Assets10
Note 4 - Short and Long-Term Debt11
Note 5 - Derivative Instruments12
Note 6 - Fair Value Measurements15
Note 7 - Leases16
Note 8 - Investments in Unconsolidated Affiliates19
Note 9 - Business Realignment Activities19
Note 10 - Income Taxes21
Note 11 - Pension and Other Post-Retirement Benefit Plans22
Note 12 - Stock Compensation Plans23
Note 13 - Segment Information26
Note 14 - Treasury Stock Activity29
Note 15 - Noncontrolling Interest29
Note 16 - Contingencies29
Note 17 - Earnings Per Share30
Note 18 - Other (Income) Expense, Net32
Note 19 - Supplemental Balance Sheet Information33
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations34
Item 3. Quantitative and Qualitative Disclosures About Market Risk47
Item 4. Controls and Procedures48
PART II. OTHER INFORMATION49
Item 1. Legal Proceedings49
Item 1A. Risk Factors49
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds49
Item 3. Defaults Upon Senior Securities49
Item 4. Mine Safety Disclosures49
Item 5. Other Information49
Item 6. Exhibits50
Signatures51
Table of ContentsThe Hershey Company | Q3 2021 Form 10-Q | Page 1hsy-20211003_g2.jpg

PART I — FINANCIAL INFORMATION

Next: Item 1. Financial Statements.