What changed in this filing

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Item 1. Financial Statements

2026-04-30 compared with 2025-10-30 · 202 added, 363 removed, 766 unchanged (42% of the section changed)

3 unchanged sentences

(in thousands, except per share amounts)

Three Months Ended Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Three Months Ended

March 29, 2026 March 30, 2025

Net sales $ 3,104,167 $ 2,805,419

26 unchanged sentences

(in thousands)

For the Three Months Ended For the Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Pre-Tax Amount Tax (Expense) Benefit After-Tax Amount Pre-Tax Amount Tax (Expense) Benefit After-Tax Amount Pre-Tax Amount Tax (Expense) Benefit After-Tax Amount Pre-Tax Amount Tax (Expense) Benefit After-Tax Amount

For the Three Months Ended

March 29, 2026 March 30, 2025

Pre-Tax Amount Tax (Expense) Benefit After-Tax Amount Pre-Tax Amount Tax (Expense) Benefit After-Tax Amount

Net income $ 435,105 $ 224,203

15 unchanged sentences

(in thousands, except share data)

September 28, 2025 December 31, 2024

March 29, 2026 December 31, 2025

Current assets:

27 unchanged sentences

Common stock, shares issued:

166,939,511 at September 28, 2025 and December 31, 2024

166,939,511 at March 29, 2026 and December 31, 2025

166,939 166,939

Class B common stock, shares issued:

54,613,514 at September 28, 2025 and December 31, 2024

54,613,514 at March 29, 2026 and December 31, 2025

54,614 54,614

2 unchanged sentences

Treasury—common stock shares, at cost:

18,775,431 at September 28, 2025 and 19,169,956 at December 31, 2024

18,715,197 at March 29, 2026 and 18,713,369 at December 31, 2025

( 2,316,416 ) ( 2,259,553 )

7 unchanged sentences

(in thousands)

Nine Months Ended

September 28, 2025 September 29, 2024

Three Months Ended

March 29, 2026 March 30, 2025

Operating Activities

4 unchanged sentences

Deferred income taxes 26,163 ( 12,202 )

Write-down of equity investments — 81,017

Unrealized losses (gains) on derivative contracts 541,137 ( 200,284 )

Unrealized losses on derivative contracts 105,204 270,794

Other 24,891 18,272

10 unchanged sentences

Capital additions (including software) ( 114,598 ) ( 145,527 )

Receipts (payments) related to equity investments in tax credit qualifying partnerships 14,261 ( 78,196 )

Purchase of intangible assets ( 73,597 ) —

Receipts related to equity investments in tax credit qualifying partnerships 3,648 3,558

Other investing activities ( 6,174 ) ( 5,017 )

1 unchanged sentence

Financing Activities

Net (decrease) increase in short-term debt ( 1,102,467 ) 482,767

Net decrease in short-term debt ( 48,001 ) ( 1,165,724 )

Long-term borrowings, net of debt issuance costs — 1,986,026

5 unchanged sentences

( 10,968 ) ( 12,573 )

Net cash used in financing activities ( 536,442 ) ( 846,969 )

Net cash (used in) provided by financing activities ( 402,844 ) 537,076

Effect of exchange rate changes on cash and cash equivalents 2,279 ( 2,266 )

Net increase in cash and cash equivalents 432,271 213,049

Net (decrease) increase in cash and cash equivalents ( 48,883 ) 784,506

Cash and cash equivalents, beginning of period 925,859 730,746

7 unchanged sentences

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

For the Three Months Ended September 28, 2025 and September 29, 2024

For the Three Months Ended March 29, 2026 and March 30, 2025

(in thousands)

7 unchanged sentences

Stockholders’

Balance, June 29, 2025

$ — $ 166,939 $ 54,614 $ 1,387,873 $ 5,442,869 $ ( 2,267,253 ) $ ( 270,424 ) $ 4,514,618

Net income 276,320 276,320

Other comprehensive income 20,400 20,400

Dividends (including dividend equivalents):

Common Stock, $ 1.370 per share

( 203,828 ) ( 203,828 )

Class B Common Stock, $ 1.245 per share

( 67,994 ) ( 67,994 )

Stock-based compensation 15,597 15,597

Exercise of stock options and incentive-based transactions 4,215 5,118 9,333

Balance, September 28, 2025

$ — $ 166,939 $ 54,614 $ 1,407,685 $ 5,447,367 $ ( 2,262,135 ) $ ( 250,024 ) $ 4,564,446

Stock Class B

Stock Additional

Capital Retained

Earnings Treasury

Stock Accumulated Other

Comprehensive

(Loss) Income Total

Stockholders’

Balance, June 30, 2024

Balance, December 31, 2025

$ — $ 166,939 $ 54,614 $ 1,426,651 $ 5,495,449 $ ( 2,259,553 ) $ ( 247,350 ) $ 4,636,750

9 unchanged sentences

Repurchase of common stock (including excise tax) ( 69,270 ) ( 69,270 )

Balance, September 29, 2024

$ — $ 166,939 $ 54,614 $ 1,342,935 $ 5,172,717 $ ( 2,280,116 ) $ ( 252,120 ) $ 4,204,969

The Hershey Company | Q3 2025 Form 10-Q | Page 6

THE HERSHEY COMPANY

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

For the Nine Months Ended September 28, 2025 and September 29, 2024

(in thousands)

Stock Class B

Stock Additional

Capital Retained

Earnings Treasury

Stock Accumulated Other

Comprehensive

(Loss) Income Total

Stockholders’

Balance, December 31, 2024

$ — $ 166,939 $ 54,614 $ 1,377,226 $ 5,698,316 $ ( 2,278,551 ) $ ( 303,890 ) $ 4,714,654

Net income 563,242 563,242

Other comprehensive income 53,866 53,866

Dividends (including dividend equivalents):

Common Stock, $ 4.110 per share

( 610,210 ) ( 610,210 )

Class B Common Stock, $ 3.735 per share

( 203,981 ) ( 203,981 )

Stock-based compensation 46,799 46,799

Exercise of stock options and incentive-based transactions ( 16,340 ) 16,416 76

Balance, September 28, 2025

Balance, March 29, 2026

$ — $ 166,939 $ 54,614 $ 1,435,194 $ 5,643,428 $ ( 2,316,416 ) $ ( 249,911 ) $ 4,733,848

18 unchanged sentences

Exercise of stock options and incentive-based transactions ( 18,736 ) 8,991 ( 9,745 )

Repurchase of common stock (including excise tax) ( 498,942 ) ( 498,942 )

Balance, September 29, 2024

Balance, March 30, 2025

$ — $ 166,939 $ 54,614 $ 1,372,137 $ 5,652,065 $ ( 2,269,560 ) $ ( 291,299 ) $ 4,684,896

See Notes to Unaudited Consolidated Financial Statements.

The Hershey Company | Q1 2026 Form 10-Q | Page 6

12 unchanged sentences

The financial statements reflect all adjustments (consisting of normal recurring adjustments) which are, in our opinion, necessary for a fair presentation of the results of operations, financial position, and cash flows for the indicated periods.

Operating results for the quarter ended September 28, 2025 may not be indicative of the results that may be expected for the year ending December 31, 2025 because of seasonal effects on our business.

Operating results for the quarter ended March 29, 2026 may not be indicative of the results that may be expected for the year ending December 31, 2026 because of seasonal effects on our business.

These financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2025 (our “2025 Annual Report on Form 10-K”), which provides a more complete understanding of our accounting policies, financial position, operating results and other matters.

1 unchanged sentence

Recently Adopted Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.

2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures .

This ASU requires disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”), an amount for other segment items with a description of the composition, and disclosure of the title and position of the CODM.

ASU 2023-07 is effective for annual periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024.

We adopted the provisions of this ASU in the fourth quarter of 2024 and applied the provisions retrospectively to each period presented in the consolidated financial statements.

Adoption of the new standard did not have a material impact on our consolidated financial statements.

Recently Issued Accounting Pronouncements Not Yet Adopted

In December 2023, the FASB issued ASU No.

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.

2023-09, Income Taxes (Topic 740):

3 unchanged sentences

ASU 2023-09 is effective for annual periods beginning after December 15, 2024.

Early adoption is permitted and the update should be applied on a prospective basis, with a retrospective application permitted in the financial statements.

We are currently evaluating the impact of the new standard on our consolidated financial statements and related disclosures.

As a result, we intend to adopt the provisions of this ASU in the fourth quarter of 2025.

The Hershey Company | Q3 2025 Form 10-Q | Page 8

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

We adopted the provisions of this ASU in the fourth quarter of 2025 and applied the provisions on a prospective basis.

Recently Issued Accounting Pronouncements Not Yet Adopted

In November 2024, the FASB issued ASU No.

5 unchanged sentences

We are currently evaluating the impact of the new standard on our consolidated financial statements and related disclosures.

The Hershey Company | Q1 2026 Form 10-Q | Page 7

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

In September 2025, the FASB issued ASU No.

9 unchanged sentences

LesserEvil, LLC

On March 31, 2025, we entered into a Merger Agreement to acquire LesserEvil, LLC, a privately held company that produces and sells organic popcorn and puffed snack products to retailers and distributors in the United States and Canada, which complements Hershey’s existing product portfolio.

The Merger Agreement contains customary conditions, including, among others, (i) the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, (ii) the absence of any law or order prohibiting the consummation of the transactions contemplated in the Merger Agreement and (iii) the accuracy, to specified degrees, of representations and warranties set forth therein and material compliance with covenants.

If approved, the Company expects the acquisition to close by the end of 2025 and will be financed with cash on hand and short-term borrowings.

On November 18, 2025, we completed the acquisition of LesserEvil, LLC (“LesserEvil”), previously a privately held company that produces and sells organic popcorn and puffed snack products to retailers and distributors in the United States and Canada, which complements Hershey’s existing product portfolio and brings additional manufacturing capacity.

The initial cash consideration paid for LesserEvil totaled $ 769,090 and consisted of cash on hand and short-term borrowings;

however, the Company may be required to pay additional contingent consideration ranging from zero to a maximum of $ 200,000 if certain defined earnings targets are met over a multi-year period.

Acquisition-related costs for the LesserEvil acquisition were immaterial.

The acquisition has been accounted for as a business combination and, accordingly, LesserEvil has been included within the North America Salty Snacks segment from the date of acquisition.

The purchase consideration, inclusive of the acquisition date fair value of the contingent consideration and certain holdbacks, was allocated to assets acquired and liabilities assumed based on their respective fair values as follows:

Initial Allocation

Goodwill $ 289,142

Other intangible assets 604,500

Current assets acquired, including cash and cash equivalents 65,060

Property, plant and equipment, net 15,572

Other non-current assets, primarily operating lease ROU assets 28,214

Current liabilities assumed ( 21,141 )

Other long-term liabilities, primarily operating lease liabilities ( 22,054 )

Deferred income taxes ( 144,143 )

Net assets acquired $ 815,150

The purchase price allocation presented above is preliminary.

We are in the process of evaluating additional information necessary to finalize the valuation of assets acquired and liabilities assumed as of the acquisition date including, but not limited to, post-closing adjustments to the working capital acquired including certain holdbacks, as well as the valuation and step-up on property, plant and equipment.

The final fair value determination could result in material adjustments to the values presented in the preliminary purchase price allocation, including other intangible assets and goodwill.

We expect to finalize the purchase price allocation by mid-2026.

Goodwill was determined as the excess of the purchase price over the fair value of the net assets acquired (including the identifiable intangible assets).

The goodwill derived from this acquisition is not expected to be deductible for tax purposes and reflects the value of leveraging our brand building expertise, supply chain capabilities and retail relationships to accelerate growth and access to the portfolio of LesserEvil’s products.

The Hershey Company | Q1 2026 Form 10-Q | Page 8

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

Other intangible assets include the following estimated useful lives and values:

Estimated Useful Life Initial Allocation

Trademarks Indefinite $ 303,000

Customer relationships 20 years

Other intangible assets $ 604,500

On November 8, 2024, we completed the acquisition of the Sour Strips brand from Actual Candy, LLC.

2 unchanged sentences

however, the Company may be required to pay additional contingent consideration if certain defined targets are met over a multi-year period.

We paid a portion of contingent consideration in April 2026.

Acquisition-related costs for the Sour Strips acquisition were immaterial.

1 unchanged sentence

The purchase consideration, inclusive of the acquisition date fair value of the contingent consideration, was allocated to minimal net assets acquired, goodwill and other intangible assets.

The purchase price allocation has been finalized as of the second quarter of 2025 and includes an immaterial amount of measurement period adjustments.

The purchase price allocation was finalized as of the second quarter of 2025 and includes an immaterial amount of measurement period adjustments.

The measurement period adjustments to the initial allocation were based on more detailed information obtained about the specific assets acquired and liabilities assumed, specifically, post-closing adjustments to the working capital acquired.

1 unchanged sentence

The goodwill derived from this acquisition is expected to be deductible for tax purposes and reflects the value of leveraging our brand building expertise, commercial capabilities and retail relationships to accelerate growth.

The Hershey Company | Q3 2025 Form 10-Q | Page 9

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

Other intangible assets include trademarks valued at $ 41,800 and customer relationships valued at $ 41,300 .

1 unchanged sentence

GOODWILL AND INTANGIBLE ASSETS

The changes in the carrying value of goodwill by reportable segment for the nine months ended September 28, 2025 are as follows:

The changes in the carrying value of goodwill by reportable segment for the three months ended March 29, 2026 are as follows:

North America Confectionery North America Salty Snacks International Total

1 unchanged sentence

$ 2,039,098 $ 946,143 $ 10,764 $ 2,996,005

Measurement period adjustments 1,382 — — 1,382

Foreign currency translation ( 1,270 ) — ( 39 ) ( 1,309 )

Balance at September 28, 2025

Balance at March 29, 2026

$ 2,037,828 $ 946,143 $ 10,725 $ 2,994,696

The Hershey Company | Q1 2026 Form 10-Q | Page 9

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

The following table provides the gross carrying amount and accumulated amortization for each major class of intangible asset:

September 28, 2025 December 31, 2024

March 29, 2026 December 31, 2025

Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization

8 unchanged sentences

$ 2,450,391 $ 2,475,698

In 2025, the gross carrying amount of our intangible assets and corresponding accumulated amortization increased as a result of the purchase of the Fulfil brand in North America.

Total amortization expense for the three months ended September 28, 2025 and September 29, 2024 was $ 21,202 and $ 19,534 , respectively.

Total amortization expense for the nine months ended September 28, 2025 and September 29, 2024 was $ 62,958 and $ 58,627 , respectively.

Total amortization expense for the three months ended March 29, 2026 and March 30, 2025 was $ 24,974 and $ 20,568 , respectively.

SHORT AND LONG-TERM DEBT

1 unchanged sentence

As a source of short-term financing, we utilize cash on hand and commercial paper or bank loans with an original maturity of three months or less.

As of September 28, 2025, we maintained a $ 1.35 billion unsecured revolving credit facility with the option to increase the aggregate amount of the commitments by up to $ 500 million with the consent of the lenders (the “prior credit facility”).

On October 21, 2025, we terminated the prior credit facility, which was scheduled to expire in April 2028, and entered into a new unsecured revolving credit facility (the “new credit facility”).

The new credit facility allows the Company to borrow up to $ 1.875 billion with the option to increase the aggregate amount of the commitments by up to $ 1.0 billion with the consent of the lenders.

The new credit facility is scheduled to expire on October 21, 2030;

As of March 29, 2026, we maintained a $ 1.875 billion unsecured revolving credit facility with the option to increase the aggregate amount of the commitments by up to $ 1 billion with the consent of the lenders.

The credit facility is scheduled to expire on October 21, 2030;

however, we may extend the termination date for up to two additional one-year periods upon notice to the administrative agent under the facility.

The credit agreements governing the credit facility contain certain financial and other covenants, customary representations, warranties and events of default.

As of March 29, 2026, we were in compliance with all covenants pertaining to the credit facility, and we had no significant compensating balance agreements that legally restricted access to these funds.

For more information, refer to the Consolidated Financial Statements included in our 2025 Annual Report on Form 10-K.

In addition to the revolving credit facility, we maintain lines of credit with domestic and international commercial banks.

We had short-term foreign bank loans against these lines of credit for $ 169,455 at March 29, 2026 and $ 218,546 at December 31, 2025.

Commitment fees relating to our revolving credit facility and lines of credit are not material.

As of March 29, 2026 and December 31, 2025, we had no outstanding commercial paper.

The Hershey Company | Q1 2026 Form 10-Q | Page 10

2 unchanged sentences

(amounts in thousands, except share data or if otherwise indicated)

The credit agreements governing the prior credit facility and the new credit facility contain certain financial and other covenants, customary representations, warranties and events of default.

As of September 28, 2025, we were in compliance with all covenants pertaining to the prior credit facility, and we had no significant compensating balance agreements that legally restricted access to these funds.

For more information, refer to the Consolidated Financial Statements included in our 2024 Annual Report on Form 10-K.

In addition to the revolving credit facility, we maintain lines of credit with domestic and international commercial banks.

Commitment fees relating to our revolving credit facility and lines of credit are not material.

Short-term debt consisted of the following:

September 28, 2025 December 31, 2024

Short-term foreign bank borrowings against lines of credit $ 214,959 $ 161,364

commercial paper — 1,145,612

Total short-term debt $ 214,959 $ 1,306,976

Weighted average interest rate on outstanding commercial paper — % 4.5 %

Long-term Debt

2 unchanged sentences

Maturity Date

September 28, 2025 December 31, 2024

0.900 % Notes (1)

June 1, 2025 — 300,000

3.200 % Notes (2)

August 21, 2025 — 300,000

March 29, 2026 December 31, 2025

2.300 % Notes

30 unchanged sentences

Long-term portion $ 4,684,363 $ 4,681,194

(1) In June 2025, we repaid $ 300,000 of 0.900 % Notes due upon their maturity.

(2) In August 2025, we repaid $ 300,000 of 3.200 % Notes due upon their maturity.

(3) During the first quarter of 2025, we issued $ 500,000 of 4.550 % Notes due in February 2028, $ 500,000 of 4.750 % Notes due in February 2030, $ 500,000 of 4.950 % Notes due in February 2032 and $ 500,000 of 5.100 % Notes due in February 2035 (together, the “2025 Notes”).

Proceeds from the issuance of the 2025 Notes, net of discounts and issuance costs, totaled $ 1,984,545 .

The 2025 Notes were issued under a shelf registration statement on Form S-3 filed in May 2024 that registered an indeterminate amount of debt securities.

The Hershey Company | Q3 2025 Form 10-Q | Page 11

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

Interest Expense

Net interest expense consists of the following:

Three Months Ended Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Three Months Ended

March 29, 2026 March 30, 2025

Interest expense $ 56,876 $ 54,916

5 unchanged sentences

$ 49,818 $ 44,622

The Hershey Company | Q1 2026 Form 10-Q | Page 11

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

DERIVATIVE INSTRUMENTS

8 unchanged sentences

We generally hedge commodity price risks for 3 - to 24-month periods.

Our open commodity derivative contracts had a notional value of $ 591,789 as of September 28, 2025 and $ 667,421 as of December 31, 2024.

Our open commodity derivative contracts had a notional value of $ 925,182 as of March 29, 2026 and $ 973,083 as of December 31, 2025.

Derivatives used to manage commodity price risk are not designated for hedge accounting treatment.

7 unchanged sentences

The contracts are either designated as cash flow hedges or are undesignated.

The net notional amount of foreign exchange contracts accounted for as cash flow hedges was $ 240,306 at September 28, 2025 and $ 79,028 at December 31, 2024.

The net notional amount of foreign exchange contracts accounted for as cash flow hedges was $ 157,838 at March 29, 2026 and $ 223,962 at December 31, 2025.

The effective portion of the changes in fair value on these contracts is recorded in other comprehensive income and reclassified into earnings in the same period in which the hedged transactions affect earnings.

The net notional amount of foreign exchange contracts that are not designated as accounting hedges was $ 20,615 at September 28, 2025 and $ 123,014 at December 31, 2024.

The net notional amount of foreign exchange contracts that are not designated as accounting hedges was $ 63,653 at March 29, 2026 and $ 59,970 at December 31, 2025.

The change in fair value on these instruments is recorded directly in cost of sales or selling, marketing and administrative (“SM&A”) expense, depending on the nature of the underlying exposure.

The Hershey Company | Q3 2025 Form 10-Q | Page 12

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

Interest Rate Risk

5 unchanged sentences

These contracts are not designated as hedges for accounting purposes and are entered into for periods of 3 to 12 months.

The change in fair value of these derivatives is recorded in selling, marketing and administrative expense, together with the change in the related liabilities.

The notional amount of the contracts outstanding at September 28, 2025 and December 31, 2024 was $ 33,198 and $ 30,524 , respectively.

The following table presents the classification of derivative assets and liabilities within the Consolidated Balance Sheets as of September 28, 2025 and December 31, 2024:

September 28, 2025 December 31, 2024

The change in fair value of these derivatives is recorded in SM&A expense, together with the change in the related liabilities.

The notional amount of the contracts outstanding at March 29, 2026 and December 31, 2025 was $ 37,119 and $ 35,896 , respectively.

The Hershey Company | Q1 2026 Form 10-Q | Page 12

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

The following table presents the classification of derivative assets and liabilities within the Consolidated Balance Sheets as of March 29, 2026 and December 31, 2025:

March 29, 2026 December 31, 2025

Assets (1) Liabilities (1) Assets (1) Liabilities (1)

9 unchanged sentences

Derivative liabilities are classified on our Consolidated Balance Sheets within accrued liabilities and other long-term liabilities.

(2) As of September 28, 2025, amounts reflected on a net basis in assets were assets of $ 71,402 and liabilities of $ 68,188 , which are associated with cash transfers receivable or payable on commodities futures contracts reflecting the change in quoted market prices on the last trading day for the period.

(2) As of March 29, 2026, amounts reflected on a net basis in liabilities were assets of $ 96,101 and liabilities of $ 214,024 , which are associated with cash transfers receivable or payable on commodities futures contracts reflecting the change in quoted market prices on the last trading day for the period.

The comparable amounts reflected on a net basis in liabilities at December 31, 2025 were assets of $ 46,467 and liabilities of $ 63,531 .

At September 28, 2025 and December 31, 2024, the remaining amount reflected in assets and liabilities related to the fair value of other non-exchange traded derivative instruments, respectively.

At March 29, 2026 and December 31, 2025, the remaining amount reflected in assets and liabilities related to the fair value of other non-exchange traded derivative instruments, respectively.

The Hershey Company | Q1 2026 Form 10-Q | Page 13

3 unchanged sentences

Income Statement Impact of Derivative Instruments

The effect of derivative instruments on the Consolidated Statements of Income for the three months ended September 28, 2025 and September 29, 2024 was as follows:

Non-designated Hedges Cash Flow Hedges

Gains (losses) recognized in income (a) Gains (losses) recognized in other comprehensive income (“OCI”) Gains (losses) reclassified from accumulated OCI (“AOCI”) into income (b)

2025 2024 2025 2024 2025 2024

Commodities futures and options

$ 32,745 $ 32,270 $ — $ — $ — $ —

Foreign exchange contracts 212 621 400 1,779 ( 56 ) 1,714

Interest rate swap agreements

— — — — ( 2,150 ) ( 2,274 )

Deferred compensation derivatives

2,249 1,265 — — —

$ 35,206 $ 34,156 $ 400 $ 1,779 $ ( 2,206 ) $ ( 560 )

The effect of derivative instruments on the Consolidated Statements of Income for the nine months ended September 28, 2025 and September 29, 2024 was as follows:

The effect of derivative instruments on the Consolidated Statements of Income for the three months ended March 29, 2026 and March 30, 2025 was as follows:

Non-designated Hedges Cash Flow Hedges

13 unchanged sentences

Losses reclassified from AOCI into income for interest rate swap agreements were included in interest expense.

The amount of pre-tax net loss on derivative instruments, including interest rate swap agreements and foreign currency forward exchange contracts expected to be reclassified into earnings in the next 12 months was approximately $ 10,730 as of September 28, 2025.

This amount is primarily associated with interest rate swap agreements.

9 unchanged sentences

(amounts in thousands, except share data or if otherwise indicated)

The following table presents assets and liabilities that were measured at fair value in the Consolidated Balance Sheets on a recurring basis as of September 28, 2025 and December 31, 2024:

The following table presents assets and liabilities that were measured at fair value in the Consolidated Balance Sheets on a recurring basis as of March 29, 2026 and December 31, 2025:

Assets / Liabilities

Level 1 Level 2 Level 3 Total

September 28, 2025:

March 29, 2026:

Derivative Instruments:

9 unchanged sentences

Foreign exchange contracts (1) $ — $ 3,095 $ — $ 3,095

Deferred compensation derivatives (3) — 775 — 775

Commodities futures and options (3) $ 20,829 $ — $ — $ 20,829

4 unchanged sentences

Other Financial Instruments

The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and short-term debt approximated fair values as of September 28, 2025 and December 31, 2024 because of the relatively short maturity of these instruments.

The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and short-term debt approximated fair values as of March 29, 2026 and December 31, 2025 because of the relatively short maturity of these instruments.

The estimated fair value of our long-term debt is based on quoted market prices for similar debt issues and is, therefore, classified as Level 2 within the valuation hierarchy.

1 unchanged sentence

Fair Value Carrying Value

September 28, 2025 December 31, 2024 September 28, 2025 December 31, 2024

March 29, 2026 December 31, 2025 March 29, 2026 December 31, 2025

Current portion of long-term debt $ 500,727 $ 498,788 $ 504,081 $ 503,327

8 unchanged sentences

2025 Activity

In connection with the acquisition of Sour Strips in 2024, as discussed in Note 2 , we used various valuation techniques to determine fair value, with the primary techniques being discounted cash flow analysis and the relief-from-royalty, a form of the multi-period excess earnings, which use significant unobservable inputs, or Level 3 inputs, as defined by the fair value hierarchy.

In connection with the acquisition of LesserEvil in 2025, as discussed in Note 2 , we used various valuation techniques to determine fair value, with the primary techniques being discounted cash flow analysis and the relief-from-royalty, a form of the multi-period excess earnings, which use significant unobservable inputs, or Level 3 inputs, as defined by the fair value hierarchy.

Additionally, we estimated the fair value of the contingent consideration using a Monte Carlo simulation model.

17 unchanged sentences

(amounts in thousands, except share data or if otherwise indicated)

The components of lease expense for the three months ended September 28, 2025 and September 29, 2024 were as follows:

The components of lease expense for the three months ended March 29, 2026 and March 30, 2025 were as follows:

Three Months Ended

Lease expense Classification September 28, 2025 September 29, 2024

Operating lease cost Cost of sales or SM&A (1) $ 15,651 $ 13,678

Finance lease cost:

Amortization of ROU assets Depreciation and amortization (1) 1,896 2,133

Interest on lease liabilities Interest expense, net 1,096 1,140

Net lease cost (2) $ 18,643 $ 16,951

The components of lease expense for the nine months ended September 28, 2025 and September 29, 2024 were as follows:

Nine Months Ended

Lease expense Classification September 28, 2025 September 29, 2024

Lease expense Classification March 29, 2026 March 30, 2025

Operating lease cost Cost of sales or SM&A (1) $ 16,382 $ 14,211

6 unchanged sentences

Information regarding our lease terms and discount rates were as follows:

September 28, 2025 December 31, 2024

March 29, 2026 December 31, 2025

Weighted-average remaining lease term (years)

4 unchanged sentences

Finance leases 6.2 % 6.3 %

The Hershey Company | Q3 2025 Form 10-Q | Page 17

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

Supplemental balance sheet information related to leases were as follows:

Leases Classification September 28, 2025 December 31, 2024

Leases Classification March 29, 2026 December 31, 2025

Operating lease ROU assets Other non-current assets $ 312,599 $ 325,345

8 unchanged sentences

Total lease liabilities $ 399,390 $ 409,018

The maturities of our lease liabilities as of September 28, 2025 were as follows:

The Hershey Company | Q1 2026 Form 10-Q | Page 17

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

The maturities of our lease liabilities as of March 29, 2026 were as follows:

Operating leases Finance leases Total

9 unchanged sentences

Supplemental cash flow and other information related to leases were as follows:

Nine Months Ended

September 28, 2025 September 29, 2024

Three Months Ended

March 29, 2026 March 30, 2025

Cash paid for amounts included in the measurement of lease liabilities:

5 unchanged sentences

Finance leases 4,352 62

The Hershey Company | Q3 2025 Form 10-Q | Page 18

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

INVESTMENTS IN UNCONSOLIDATED AFFILIATES

8 unchanged sentences

We regularly review our investments and adjust accordingly for capital contributions, dividends received and other-than-temporary impairments.

Total investments in unconsolidated affiliates were $ 199,575 and $ 212,928 as of September 28, 2025 and December 31, 2024, respectively.

Total investments in unconsolidated affiliates were $ 179,399 and $ 176,567 as of March 29, 2026 and December 31, 2025, respectively.

BUSINESS REALIGNMENT ACTIVITIES

We periodically undertake business realignment activities designed to increase our efficiency and focus our business in support of our key growth strategies.

The Hershey Company | Q1 2026 Form 10-Q | Page 18

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

Advancing Agility & Automation Initiative

5 unchanged sentences

At the conclusion of the program in 2026, ongoing annual savings are expected to be approximately $ 400,000 .

Since inception through September 28, 2025, we recognized total costs associated with the AAA Initiative of $ 169,105 .

Since inception through March 29, 2026, we recognized total costs associated with the AAA Initiative of $ 190,295 .

These charges predominantly included employee severance and related separation benefits related to workforce reductions and third-party costs supporting the design and implementation of the new organizational structure, as well as technology capability costs.

1 unchanged sentence

However, segment operating results do not include these business realignment expenses because we evaluate segment performance excluding such costs.

The Hershey Company | Q3 2025 Form 10-Q | Page 19

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

Costs associated with business realignment activities are classified in our Consolidated Statements of Income as follows:

Three Months Ended Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Cost of sales $ — $ 1,457 $ — $ 12,168

Three Months Ended

March 29, 2026 March 30, 2025

Selling, marketing and administrative expense 7,360 9,480

1 unchanged sentence

Costs associated with business realignment activities $ 13,358 $ 25,854

Costs recorded by program during the nine months ended September 28, 2025 and September 29, 2024 related to these activities were as follows:

Three Months Ended Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Costs recorded by program during the three months ended March 29, 2026 and March 30, 2025 related to these activities were as follows:

Three Months Ended

March 29, 2026 March 30, 2025

Advancing Agility & Automation Initiative:

2 unchanged sentences

Total $ 13,358 $ 25,854

The following table presents the liability activity for costs qualifying as exit and disposal costs for the nine months ended September 28, 2025:

The following table presents the liability activity for costs qualifying as exit and disposal costs for the three months ended March 29, 2026:

Liability balance at December 31, 2025 (1)

1 unchanged sentence

Cash payments ( 1,894 )

Liability balance at September 28, 2025 (1)

Liability balance at March 29, 2026 (1)

(1) The liability balances reflected above are reported within accrued liabilities and other long-term liabilities.

(2) The costs reflected in the liability roll-forward represent employee-related charges.

The Hershey Company | Q1 2026 Form 10-Q | Page 19

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

The majority of our taxable income is generated in the United States and taxed at the United States statutory rate of 21 %.

The effective tax rates for the nine months ended September 28, 2025 and September 29, 2024 were 33.3 % and 18.6 %, respectively.

Relative to the statutory rate, the 2025 effective tax rate was primarily impacted by tax reserves, foreign rate differential and state taxes.

The effective tax rates for the three months ended March 29, 2026 and March 30, 2025 were 26.6 % and 30.7 %, respectively.

Relative to the statutory rate, the 2026 effective tax rate was primarily impacted by foreign rate differential and state taxes.

The Company and its subsidiaries file tax returns in the United States, including various state and local returns, and in other foreign jurisdictions.

We are routinely audited by taxing authorities in our filing jurisdictions, and a number of these disputes are currently underway, including multi-year controversies at various stages of review, negotiation and litigation in Mexico, Canada, Switzerland and the United States.

The outcome of tax audits cannot be predicted with certainty, including the timing of resolution or potential settlements.

1 unchanged sentence

Based on our current assessments, we believe adequate provision has been made for all income tax uncertainties.

We reasonably expect reductions in the liability for unrecognized tax benefits of approximately $ 15,594 within the next 12 months because of the expiration of statutes of limitations and settlements of tax audits.

The Hershey Company | Q3 2025 Form 10-Q | Page 20

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

One Big Beautiful Bill Act

2 unchanged sentences

Key provisions include the extension and modification of tax provisions from the 2017 Tax Cuts and Jobs Act, modification of certain energy-related tax credits and incentives, and timing of deductions related to certain domestic expenses.

The OBBBA did not have a material impact on the Company’s consolidated financial statements for the nine months ended September 28, 2025.

The OBBBA did not have a material impact on the Company’s consolidated financial statements for the three months ended March 29, 2026.

Organization for Economic Cooperation Development

In December 2021, the Organization for Economic Cooperation and Development (“OECD”) introduced Global Anti-Base Erosion and Profit Shifting Pillar Two regulations which aim to ensure that multi-national entities that exceed the threshold revenue levels are subject to a minimum effective tax rate of 15% in jurisdictions where they operate.

The Company is subject to OECD Pillar Two regulations, in certain jurisdictions which have enacted legislation, which may result in additional tax liabilities in jurisdictions where the effective tax rate falls below the 15% threshold.

The Company has evaluated and will continue to monitor the impact of these new rules, including the OECD’s “Side by Side” administrative guidance released in January 2026, but does not anticipate that they will have a material impact on the Company’s effective tax rate.

The Hershey Company | Q1 2026 Form 10-Q | Page 20

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS

Net Periodic Benefit Cost

The components of net periodic benefit cost for the three months ended September 28, 2025 and September 29, 2024 were as follows:

The components of net periodic benefit cost for the three months ended March 29, 2026 and March 30, 2025 were as follows:

Pension Benefits Other Benefits

Three Months Ended Three Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Service cost $ 3,544 $ 3,827 $ 29 $ 33

Interest cost 9,253 9,662 1,235 1,215

Expected return on plan assets ( 12,029 ) ( 12,800 ) — —

Amortization of prior service credit ( 888 ) ( 1,374 ) ( 96 ) ( 38 )

Amortization of net loss 3,554 3,814 312 138

Settlement loss 10,597 — — —

Total net periodic benefit cost $ 14,031 $ 3,129 $ 1,480 $ 1,348

We made contributions of $ 254 and $ 3,181 to our pension plans and other benefits plans, respectively, during the third quarter of 2025.

In the third quarter of 2024, we made contributions of $ 1,134 and $ 3,498 to our pension plans and other benefit plans, respectively.

The contributions in 2025 and 2024 also included benefit payments from our non-qualified pension plans and post-retirement benefit plans.

The components of net periodic benefit cost for the nine months ended September 28, 2025 and September 29, 2024 were as follows:

Pension Benefits Other Benefits

Nine Months Ended Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

March 29, 2026 March 30, 2025 March 29, 2026 March 30, 2025

Service cost $ 2,977 $ 3,502 $ 30 $ 27

3 unchanged sentences

Amortization of net loss 1,856 3,553 990 315

Settlement loss 10,597 — — —

Total net periodic benefit cost $ ( 279 ) $ 3,375 $ 2,177 $ 1,474

We made contributions of $ 1,366 and $ 8,612 to our pension plans and other benefits plans, respectively, during the first nine months of 2025.

In the first nine months of 2024, we made contributions of $ 2,120 and $ 7,980 to our pension plans and other benefit plans, respectively.

We made contributions of $ 465 and $ 2,872 to our pension plans and other benefits plans, respectively, during the first quarter of 2026.

In the first quarter of 2025, we made contributions of $ 689 and $ 2,437 to our pension plans and other benefit plans, respectively.

The contributions in 2026 and 2025 also included benefit payments from our non-qualified pension plans and post-retirement benefit plans.

The Hershey Company | Q3 2025 Form 10-Q | Page 21

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

The non-service cost components of net periodic benefit cost relating to pension and other post-retirement benefit plans are reflected within other (income) expense, net in the Consolidated Statements of Income (see Note 17 ).

During the first nine months of 2025, we recognized pension settlement charges in The Hershey Retirement Plan for Salaried and Hourly Employees due to lump sum withdrawals by employees retiring or leaving the Company.

The non-cash settlement charges, which represent the acceleration of a portion of the respective plan’s accumulated unrecognized actuarial loss, were triggered when the cumulative lump sum distributions exceeded the plan’s anticipated annual service and interest costs.

In connection with the third quarter 2025 settlements, the related plan assets and liabilities were remeasured using a discount rate as of the remeasurement date that was 43 basis points lower than the rate as of December 31, 2024 and an expected rate of return on plan assets of 6.8 %, which was consistent with the rate as of December 31, 2024.

STOCK COMPENSATION PLANS

14 unchanged sentences

In addition, historical data is used to estimate forfeiture rates and record share-based compensation expense only for those awards that are expected to vest.

The Hershey Company | Q1 2026 Form 10-Q | Page 21

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

For the periods presented, compensation expense for all types of stock-based compensation programs and the related income tax benefit recognized were as follows:

Three Months Ended Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Three Months Ended

March 29, 2026 March 30, 2025

Pre-tax compensation expense

2 unchanged sentences

Compensation expenses for stock compensation plans are primarily included in SM&A expense.

As of September 28, 2025, total stock-based compensation expense related to non-vested awards not yet recognized was $ 99,229 and the weighted-average period over which this amount is expected to be recognized was approximately 2.0 years.

The Hershey Company | Q3 2025 Form 10-Q | Page 22

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

As of March 29, 2026, total stock-based compensation expense related to non-vested awards not yet recognized was $ 132,516 and the weighted-average period over which this amount is expected to be recognized was approximately 2.0 years.

Stock Options

3 unchanged sentences

Expense for stock options is based on grant date fair value and recognized on a straight-line method over the vesting period, net of estimated forfeitures.

A summary of activity relating to grants of stock options for the period ended September 28, 2025 is as follows:

A summary of activity relating to grants of stock options for the period ended March 29, 2026 is as follows:

Stock Options Shares Weighted-Average

2 unchanged sentences

Outstanding at beginning of year 368,560 $ 110.30 2.2 years

Granted 5,165 $ 164.16

Exercised ( 158,058 ) $ 100.34

Outstanding as of September 28, 2025

Outstanding as of March 29, 2026

210,066 $ 117.52 2.4 years $ 20,340

Options exercisable as of September 28, 2025

Options exercisable as of March 29, 2026

204,603 $ 115.90 2.2 years $ 20,131

The weighted-average fair value of options granted was $ 33.91 and $ 45.95 per share for the periods ended September 28, 2025 and September 29, 2024, respectively.

The fair value was estimated on the date of grant using a Black-Scholes option-pricing model and the following weighted-average assumptions:

Nine Months Ended

September 28, 2025 September 29, 2024

Dividend yields

Expected volatility 22.3 % 21.3 %

Risk-free interest rates

Expected term in years 6.3 6.3

The total intrinsic value of options exercised was $ 12,265 and $ 13,327 for the periods ended September 28, 2025 and September 29, 2024, respectively.

No options were granted for the periods ended March 29, 2026 and March 30, 2025.

The total intrinsic value of options exercised was $ 17,893 and $ 1,833 for the periods ended March 29, 2026 and March 30, 2025, respectively.

Performance Stock Units and Restricted Stock Units

7 unchanged sentences

For performance-based condition components, we estimate the probability that the performance conditions will be achieved each quarter and adjust compensation expenses accordingly.

The performance scores of PSU grants during the nine months ended September 28, 2025 and September 29, 2024 can range from 0 % to 250 % of the targeted amounts.

The performance scores of PSU grants during the three months ended March 29, 2026 and March 30, 2025 can range from 0 % to 250 % of the targeted amounts.

The Hershey Company | Q1 2026 Form 10-Q | Page 22

5 unchanged sentences

The grant date fair value of PSUs is determined based on the Monte Carlo simulation model for the market-based total shareholder return component and the closing market price of the Company’s Common Stock on the date of grant for performance-based components.

During the nine months ended September 28, 2025 and September 29, 2024, we awarded RSUs to certain executive officers and other key employees under the EICP.

During the three months ended March 29, 2026 and March 30, 2025, we awarded RSUs to certain executive officers and other key employees under the EICP.

We also awarded RSUs to non-employee directors.

2 unchanged sentences

The compensation expenses associated with non-employee director RSUs is recognized ratably over the vesting period, net of estimated forfeitures.

A summary of activity relating to grants of PSUs and RSUs for the period ended September 28, 2025 is as follows:

A summary of activity relating to grants of PSUs and RSUs for the period ended March 29, 2026 is as follows:

Performance Stock Units and Restricted Stock Units

7 unchanged sentences

( 19,674 ) $ 190.73

Outstanding as of September 28, 2025

Outstanding as of March 29, 2026

1,132,948 $ 207.19

2 unchanged sentences

In addition, the table provides weighted average assumptions used to determine the fair value of the market-based total shareholder return component using the Monte Carlo simulation model on the date of grant.

Nine Months Ended

September 28, 2025 September 29, 2024

Three Months Ended

March 29, 2026 March 30, 2025

Units granted

6 unchanged sentences

Expected volatility 24.6 % 21.7 %

The fair value of shares vested totaled $ 12,265 and $ 90,372 for the periods ended September 28, 2025 and September 29, 2024, respectively.

Deferred PSUs, deferred RSUs and deferred stock units representing directors’ fees totaled 242,602 units as of September 28, 2025.

The fair value of shares vested totaled $ 47,478 and $ 46,251 for the periods ended March 29, 2026 and March 30, 2025, respectively.

Deferred PSUs, deferred RSUs and deferred stock units representing directors’ fees totaled 237,602 units as of March 29, 2026.

Each unit is equivalent to one share of the Company’s Common Stock.

The Hershey Company | Q3 2025 Form 10-Q | Page 24

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

SEGMENT INFORMATION

1 unchanged sentence

(i) North America Confectionery, (ii) North America Salty Snacks and (iii) International.

This organizational structure aligns with how our CODM, Kirk Tanner, President and Chief Executive Officer, manages our business, including resource allocation and performance assessment, and further aligns with our product categories and the key markets we serve.

This organizational structure aligns with how our Chief Operating Decision Maker (“CODM”), Kirk Tanner, President and Chief Executive Officer, manages our business, including resource allocation and performance assessment, and further aligns with our product categories and the key markets we serve.

• North America Confectionery – This segment is responsible for our traditional chocolate and non-chocolate confectionery market position in the United States and Canada.

This includes our business in chocolate and non-chocolate confectionery, gum and refreshment products, protein bars, spreads, snack bites and mixes, as well as pantry and food service lines.

This includes our business in chocolate and

The Hershey Company | Q1 2026 Form 10-Q | Page 23

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

non-chocolate confectionery, gum and refreshment products, protein bars, spreads, snack bites and mixes, as well as pantry and food service lines.

This segment also includes our retail operations, including Hershey’s Chocolate World stores in Hershey, Pennsylvania;

19 unchanged sentences

(amounts in thousands, except share data or if otherwise indicated)

Our segment net sales and earnings for the three months ended September 28, 2025 and September 29, 2024 were as follows:

For the three months ended September 28, 2025

North America Confectionery North America Salty Snacks International Total

Net sales $ 2,615,600 $ 321,020 $ 244,798 $ 3,181,418

Cost of sales 1,752,225 206,267 209,843

SM&A expense 291,900 57,006 48,562

Total segment income (loss) $ 571,475 $ 57,747 $ ( 13,607 ) $ 615,615

Unallocated corporate expense (1) 194,705

Unallocated mark-to-market gains on commodity derivatives ( 24,250 )

Costs associated with business realignment activities (see Note 9 )

Operating profit $ 434,583

Interest expense, net (see Note 4 )

Other (income) expense, net (see Note 17 )

Income before income taxes $ 371,910

For the three months ended September 29, 2024

North America Confectionery North America Salty Snacks International Total

Net sales $ 2,477,303 $ 291,835 $ 218,356 $ 2,987,494

Cost of sales 1,446,950 181,729 154,012

SM&A expense 305,531 56,129 50,137

Total segment income $ 724,822 $ 53,977 $ 14,207 $ 793,006

Unallocated corporate expense (1) 161,796

Unallocated mark-to-market gains on commodity derivatives ( 31,083 )

Costs associated with business realignment activities (see Note 9 )

Operating profit $ 613,164

Interest expense, net (see Note 4 )

Other (income) expense, net (see Note 17 )

Income before income taxes $ 518,747

(1) Includes centrally-managed (a) corporate functional costs relating to legal, treasury, finance, and human resources, (b) expenses associated with the oversight and administration of our global operations, including warehousing, distribution and manufacturing, information systems and global shared services, (c) non-cash stock-based compensation expense, (d) acquisition and integration-related costs, and (e) other gains or losses that are not integral to segment performance.

The Hershey Company | Q3 2025 Form 10-Q | Page 26

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

Our segment net sales and earnings for the nine months ended September 28, 2025 and September 29, 2024 were as follows:

For the nine months ended September 28, 2025

Our segment net sales and earnings for the three months ended March 29, 2026 and March 30, 2025 were as follows:

For the three months ended March 29, 2026

North America Confectionery North America Salty Snacks International Total

10 unchanged sentences

Income before income taxes $ 592,695

For the nine months ended September 29, 2024

For the three months ended March 30, 2025

North America Confectionery North America Salty Snacks International Total

4 unchanged sentences

Unallocated corporate expense (1) 160,425

Unallocated mark-to-market gains on commodity derivatives ( 195,727 )

Unallocated mark-to-market losses on commodity derivatives 211,453

Costs associated with business realignment activities (see Note 9 )

4 unchanged sentences

Activity within the unallocated mark-to-market adjustment for commodity derivatives is as follows:

Three Months Ended

March 29, 2026 March 30, 2025

Net losses on mark-to-market valuation of commodity derivative positions recognized in income $ 28,909 $ 53,857

Net gains on commodity derivative positions reclassified from unallocated to segment income 1,275 157,596

Net losses on mark-to-market valuation of commodity derivative positions recognized in unallocated derivative losses $ 30,184 $ 211,453

The Hershey Company | Q1 2026 Form 10-Q | Page 25

2 unchanged sentences

(amounts in thousands, except share data or if otherwise indicated)

Activity within the unallocated mark-to-market adjustment for commodity derivatives is as follows:

Three Months Ended Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Net (gains) losses on mark-to-market valuation of commodity derivative positions recognized in income $ ( 32,745 ) $ ( 32,270 ) $ 52,657 $ ( 191,734 )

Net gains (losses) on commodity derivative positions reclassified from unallocated to segment income 8,495 1,187 335,275 ( 3,993 )

Net (gains) losses on mark-to-market valuation of commodity derivative positions recognized in unallocated derivative (gains) losses $ ( 24,250 ) $ ( 31,083 ) $ 387,932 $ ( 195,727 )

As of September 28, 2025, the cumulative amount of mark-to-market gains on commodity derivatives that have been recognized in our consolidated cost of sales and not yet allocated to reportable segments was $ 22,299 .

As of March 29, 2026, the cumulative amount of mark-to-market gains on commodity derivatives that have been recognized in our consolidated cost of sales and not yet allocated to reportable segments was $ 380,047 .

Based on our forecasts of the timing of the recognition of the underlying hedged items, we expect to reclassify net pre-tax gains on commodity derivatives of $ 261,284 to segment operating results in the next twelve months.

Depreciation and amortization expense included within segment income presented above is as follows:

Three Months Ended Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Three Months Ended

March 29, 2026 March 30, 2025

North America Confectionery $ 77,517 $ 69,773

4 unchanged sentences

Additional information regarding our net sales disaggregated by geographical region is as follows:

Three Months Ended Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Three Months Ended

March 29, 2026 March 30, 2025

United States $ 2,711,473 $ 2,467,754

1 unchanged sentence

Total $ 3,104,167 $ 2,805,419

The Hershey Company | Q3 2025 Form 10-Q | Page 28

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

TREASURY STOCK ACTIVITY

A summary of our treasury stock activity is as follows:

Nine Months Ended September 28, 2025

Three Months Ended March 29, 2026

Shares Dollars

Shares repurchased in the open market to replace Treasury Stock issued for stock options and incentive compensation 300,000 69,270

Shares issued for stock options and incentive compensation ( 298,172 ) $ ( 12,407 )

In May 2021, our Board of Directors approved a $ 500 million share repurchase authorization, which was completed as of March 31, 2024.

In December 2023, our Board of Directors approved an additional $ 500 million share repurchase authorization.

This program commenced after the existing May 2021 authorization was completed.

Total net share repurchases 1,828 56,863

In December 2023, our Board of Directors approved a $ 500 million share repurchase authorization.

As a result of the share repurchase authorization, approximately $ 470 million remains available for repurchases under our December 2023 share repurchase authorization.

14 unchanged sentences

Three Months Ended

September 28, 2025 September 29, 2024

Common Stock Class B Common Stock Common Stock Class B Common Stock

Basic earnings per share:

Allocation of distributed earnings (cash dividends paid) $ 203,137 $ 67,994 $ 202,390 $ 67,993

Allocation of undistributed earnings 3,889 1,300 131,726 44,192

Total earnings—basic $ 207,026 $ 69,294 $ 334,116 $ 112,185

Denominator (shares in thousands):

Total weighted-average shares—basic 148,363 54,614 147,938 54,614

Earnings Per Share—basic $ 1.40 $ 1.27 $ 2.26 $ 2.05

Diluted earnings per share:

Allocation of total earnings used in basic computation $ 207,026 $ 69,294 $ 334,116 $ 112,185

Reallocation of total earnings as a result of conversion of Class B common stock to Common stock 69,294 — 112,185 —

Reallocation of undistributed earnings — ( 3 ) — ( 107 )

Total earnings—diluted $ 276,320 $ 69,291 $ 446,301 $ 112,078

Denominator (shares in thousands):

Number of shares used in basic computation 148,363 54,614 147,938 54,614

Weighted-average effect of dilutive securities:

Conversion of Class B common stock to Common shares outstanding 54,614 — 54,614 —

Employee stock options 176 — 283 —

Performance and restricted stock units 341 — 195 —

Total weighted-average shares—diluted 203,494 54,614 203,030 54,614

Earnings Per Share—diluted $ 1.36 $ 1.27 $ 2.20 $ 2.05

The earnings per share calculations for the three months ended September 28, 2025 and September 29, 2024 excluded 12 and 12 stock options (in thousands), respectively, that would have been antidilutive.

The Hershey Company | Q3 2025 Form 10-Q | Page 30

THE HERSHEY COMPANY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(amounts in thousands, except share data or if otherwise indicated)

Nine Months Ended

September 28, 2025 September 29, 2024

March 29, 2026 March 30, 2025

Common Stock Class B Common Stock Common Stock Class B Common Stock

19 unchanged sentences

Earnings Per Share—diluted $ 2.13 $ 1.99 $ 1.10 $ 1.03

The earnings per share calculations for the nine months ended September 28, 2025 and September 29, 2024 excluded 27 and 13 stock options (in thousands), respectively, that would have been antidilutive.

The earnings per share calculations for the three months ended March 29, 2026 and March 30, 2025 excluded 14 and 27 stock options (in thousands), respectively, that would have been antidilutive.

The Hershey Company | Q1 2026 Form 10-Q | Page 27

5 unchanged sentences

A summary of the components of other (income) expense, net is as follows:

Three Months Ended Nine Months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Write-down of equity investments in partnerships qualifying for historic and renewable energy tax credits (see Note 8 )

$ — $ 49,626 $ — $ 81,017

Three Months Ended

March 29, 2026 March 30, 2025

Non-service cost components of net periodic benefit cost relating to pension and other post-retirement benefit plans (see Note 11 )

8 unchanged sentences

The components of certain asset accounts included within our Consolidated Balance Sheets are as follows:

September 28, 2025 December 31, 2024

March 29, 2026 December 31, 2025

Raw materials $ 854,748 $ 762,391

28 unchanged sentences

The components of certain liability and stockholders’ equity accounts included within our Consolidated Balance Sheets are as follows:

September 28, 2025 December 31, 2024

March 29, 2026 December 31, 2025

Accounts payable:

22 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements