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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 July 2, 2023

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

thehersheycompanylogojulya12.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)

Not Applicable

(Former name or former address, if changed since last report)

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—149,854,381 shares, as of July 21, 2023.

Class B Common Stock, one dollar par value—54,613,514 shares, as of July 21, 2023.

THE HERSHEY COMPANY

Quarterly Report on Form 10-Q

For the Period Ended July 2, 2023

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION2
Item 1. Financial Statements2
Consolidated Statements of Income for the Three and Six Months Ended July 2, 2023 and July 3, 20222
Consolidated Statements of Comprehensive Income for the Three and Six Months Ended July 2, 2023 and July 3, 20223
Consolidated Balance Sheets as of July 2, 2023 and December 31, 20224
Consolidated Statements of Cash Flows for the Three and Six Months Ended July 2, 2023 and July 3, 20225
Consolidated Statements of Stockholders’ Equity for the Three and Six Months Ended July 2, 2023 and July 3, 20226
Notes to Unaudited Consolidated Financial Statements8
Note 1 - Summary of Significant Accounting Policies8
Note 2 - Business Acquisitions9
Note 3 - Goodwill and Intangible Assets11
Note 4 - Short and Long-Term Debt12
Note 5 - Derivative Instruments13
Note 6 - Fair Value Measurements16
Note 7 - Leases18
Note 8 - Investments in Unconsolidated Affiliates21
Note 9 - Business Realignment Activities21
Note 10 - Income Taxes22
Note 11 - Pension and Other Post-Retirement Benefit Plans23
Note 12 - Stock Compensation Plans24
Note 13 - Segment Information26
Note 14 - Treasury Stock Activity29
Note 15 - Contingencies29
Note 16 - Earnings Per Share31
Note 17 - Other (Income) Expense, Net33
Note 18 - Related Party Transactions33
Note 19 - Supplemental Balance Sheet Information34
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations36
Item 3. Quantitative and Qualitative Disclosures About Market Risk46
Item 4. Controls and Procedures47
PART II. OTHER INFORMATION48
Item 1. Legal Proceedings48
Item 1A. Risk Factors48
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds48
Item 3. Defaults Upon Senior Securities48
Item 4. Mine Safety Disclosures49
Item 5. Other Information49
Item 6. Exhibits50
Signatures51
Table of ContentsThe Hershey Company | Q2 2023 Form 10-Q | Page 1Kiss_Logo.jpg

PART I — FINANCIAL INFORMATION

Next: Item 1. Financial Statements.