The Hershey Company (HSY)
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AGM 2024

May 6, 2024

Michele Buck
Chairman, President, and CEO, The Hershey Company

We will be addressing pre-submitted questions as well as questions submitted electronically during today's meeting. Responses to all pertinent questions received, including any we may be unable to address today, will be posted on our website within a few days of the meeting. For those joining the meeting via webcast, you may submit questions through the meeting portal. As a reminder, it is inappropriate for the directors and officers at this, the annual meeting of stockholders of The Hershey Company, to address questions regarding the privately held Hershey Trust Company or Milton Hershey School. Except for information already disclosed in the proxy statement or other filings with the SEC, we appreciate your understanding of this matter. Joining me today are Steve Voskuil, Chief Financial Officer; James Turoff, General Counsel and Secretary; and Melissa Poole, Vice President of Investor Relations, who will be proctoring today's question-and-answer session.

Melissa Poole
VP of Investor Relations, The Hershey Company

All right. Thanks, Michele. Good afternoon, everyone. Michele, our first question today is on cocoa. Can you talk a little bit about what our long-range plans are for securing a reliable, reasonably priced cocoa bean supply?

Michele Buck
Chairman, President, and CEO, The Hershey Company

Absolutely. As we all know, cocoa is absolutely critical to our long-term business resilience and ultimately to our success. We have dedicated resources, and we also have very strong investments in place to ensure that we have a resilient supply chain for the future. The 2023-2024 crop in West Africa did decline, but we're encouraged by the growth in other regions around the world and the steps being taken in West Africa to improve supply. Farmer prices have increased, and that should enable the farmers to make more investments in fertilizer, pesticides, and other techniques to improve yields, which really helps to bolster the supply. Improving cocoa resilience requires active engagement by a lot of key parties: the government, civil society, and also industry.

We at Hershey, as well as our industry partners, continue to invest in research and education to improve the crop care, as well as efforts to strengthen the economics for the farmers, which in turn leads to investments for a healthier crop. Over the past several years, our teams have implemented programs in those cocoa-growing regions to improve farmer income and also to improve crop resilience and health, and thus improve yields. All farmers in our programs, which are more than 100,000 farmers to date, receive training on good agricultural practices and work with our suppliers and partners so they can receive advice on how to improve their farms. We also continue to advance our research and development capabilities to help ensure the long-term health of cocoa so that we have quality cocoa and affordable cocoa in our chocolate portfolio.

Melissa Poole
VP of Investor Relations, The Hershey Company

Thanks, Michele. Our next question is about pay equity. Is women's median hourly pay lower than, equal to, or higher than men's?

Michele Buck
Chairman, President, and CEO, The Hershey Company

We as a company are committed to pay equity. There is a consistent compensation philosophy followed by our hourly manufacturer employees at each site, ensuring consistent pay regardless of gender. All of our hourly new hires receive the same rate of pay for performing the same job at the same site. Depending on the site, hourly rates can vary based on skill achievement, length of time with the company, or if additional responsibilities are assumed. We're really proud of our track record achieving gender pay equity, and we're committed to maintaining it going forward.

Melissa Poole
VP of Investor Relations, The Hershey Company

Thanks, Michele. We had a couple of questions trying to better understand the shareholder proposals and the management position against them. Can you talk a little bit about the company's view on those proposals and why we made the recommendations that we did?

Michele Buck
Chairman, President, and CEO, The Hershey Company

Absolutely. Yes, these are complex issues. The company shares the proponents' goals of reducing child labor, improving farmer incomes, and reducing our packaging use and waste. So common objectives between the company and the views of these proponents. These are important priorities for the company, and as such, we already have robust goals and programs in place to address these issues. We're also transparent about our initiatives, including the progress we are making and the challenges we are facing. And as such, we believe these proposals are redundant. We are actively involved in important collaboration with the public and private sectors, including governments, non-governmental organizations, suppliers, farmers, and manufacturers for both cocoa and packaging. Specific to cocoa, in 2021, we partnered with Ipsos, a global leader in market research, to provide an assessment of living income in West Africa.

The results of that study are available on our website, and we will repeat that assessment this year to assess the efficacy of our programs and use that information to further strengthen our programs. Additionally, we partnered with KPMG and other leading experts, as well as engaged with origin governments to evolve our cocoa strategies to make sure we are maximizing our impact. In 2023, we launched an Income Accelerator program in Côte d'Ivoire aimed at building economic resiliency and increasing savings for cocoa farmers, and we're expanding this initiative in 2024. Similarly, for packaging, we have partnered with other manufacturers and associations such as AMERIPEN to find innovative ways to advance the development and use of sustainable packaging. We have goals to reduce our packaging use and make all of our packaging recyclable, reusable, or compostable by 2030 and are making steady progress.

We have partnered with other confection manufacturers to develop, adopt, and approve Extended Producer Responsibility principles, and we are committed to investing in recycling infrastructure, including circular waste solutions. While both issues are complex and do require significant collaboration across government, industry, and nonprofit associations, both of these issues are important to our business, and we remain committed to advancing our strategies and making progress against our goals. We'll continue to be transparent about our progress with investors and other stakeholders.

Melissa Poole
VP of Investor Relations, The Hershey Company

Thanks, Michele. We have a question on how our company's political contributions work and how we allocate and decide where to allocate those funds and if there are any candidates that we don't support. Can you talk a little bit about how that works?

Michele Buck
Chairman, President, and CEO, The Hershey Company

Absolutely. So the United States federal law prohibits corporations from contributing corporate funds to the election campaigns of federal political candidates and current members of Congress. However, Hershey does have a PAC funded entirely by voluntary eligible employee contributions to support pro-business federal and state candidates who can measurably affect the growth and prosperity of our business. To achieve this purpose, the Hershey PAC evaluates all candidates for contributions to their campaigns against our contribution criteria, which are available on our website on our PAC annual report. As such, the Hershey PAC supports candidates who demonstrate a commitment to our business and our industry, a commitment to the communities in which our employees live, and whose values and goals align with the Hershey Company's vision and code of conduct as specified in our PAC bylaws.

Melissa Poole
VP of Investor Relations, The Hershey Company

Thanks, Michele. Given high cocoa prices, how is the company working to ensure products remain safe and high quality at a reasonable price?

Michele Buck
Chairman, President, and CEO, The Hershey Company

Sure. First and foremost, food safety is always job one for us. As such, we are committed to continuing our strong track record of delivering high-quality products that consumers love and can trust. We strive to deliver high-quality products at affordable prices. We have a broad portfolio of choices across our brands, and we also have robust processes in place to find ways to operate more efficiently to mitigate higher input or operating costs. But at times, we do need to pass some of these higher costs onto consumers.

Melissa Poole
VP of Investor Relations, The Hershey Company

Thanks, Michele. Now that our shareholders have had a chance to get a piece of paper and a pen, can you repeat the instructions on how they can get this year's candy box?

Michele Buck
Chairman, President, and CEO, The Hershey Company

Absolutely. We are always delighted to delight our shareholders with samplings of some of our products. So to get the free candy box, please go to www.thehersheycompany.com/asm2024. If anybody has any additional questions or issues with getting the box, please contact our investor relations department at 1-800-539-0261.

Melissa Poole
VP of Investor Relations, The Hershey Company

Okay. Back to cocoa a little bit. What is the company doing to help mitigate higher costs besides more price increases?

Michele Buck
Chairman, President, and CEO, The Hershey Company

Absolutely. This is a hot topic, and those of you who watch the news are watching those cocoa prices. The company is always looking for ways to operate more efficiently, and we have robust processes in place across the organization to try and maximize the returns on our investments. This applies to our manufacturing processes, where we leverage new equipment and technology to run more efficiently. And it also applies to our commercial operations, where we use technology and are constantly looking for new technologies that can enable us to increase the returns on our media and our promotion spending. This year, we announced an incremental program that will capitalize on our recent investments to operate more efficiently and effectively and generate incremental cost savings over the next three years.

Melissa Poole
VP of Investor Relations, The Hershey Company

Okay. With the increase in cocoa prices, will we see more interest in expanding brands like Reese's or the salty snacks brands or other new lines such as gummy candies?

Michele Buck
Chairman, President, and CEO, The Hershey Company

So we are all about providing choices, and the consumer really guides our portfolio choices. Brands like Reese's, Dot's, and gummies are all in very high demand. When there are significant disruptions in the business or extreme volatility, we do have the ability to shape demand to a degree and increase support on some of those brands while decreasing support on some of the others. Given the significant volatility that we're seeing in cocoa, we are employing a lot of different levers to help mitigate the higher costs without sacrificing investment in the business or the long-term health of the company, as those are always priorities for us.

Melissa Poole
VP of Investor Relations, The Hershey Company

For our shareholders that love both of those brands, Reese's and popcorns, we have a shareholder that loves our Reese's Popcorn and wants to know where they can find it, Michele.

Michele Buck
Chairman, President, and CEO, The Hershey Company

So first of all, we love to hear that you love that Reese's Popcorn. It is widely available in most stores. You can find it in the popcorn aisle. And please, as you go into your store, if you can't locate it, please do let your store manager know that you are looking for the product.

Melissa Poole
VP of Investor Relations, The Hershey Company

All right. We have time for one more today. Michele, can you talk a little bit about some of the new products in the pipeline and what's out in the marketplace and what consumers can look forward to this summer?

Michele Buck
Chairman, President, and CEO, The Hershey Company

Absolutely. First of all, I hope you've all tried Reese's Caramel. It has been a winner in the marketplace, and it is a delicious product. You can also find Rainbow Brownie Kisses, Reese's Animal Crackers, which is one of my favorites, and Chocolate Frosted Donut Kit Kat in stores now. This summer, we'll also have some exciting limited editions, including Reese's Medals product, as in medals from the Olympics, as well as Pink Lemonade-flavored Twizzlers and Kit Kats and Strawberry Ice Cream Cone Kisses. We have some exciting new launches coming later this year that you'll hear more about over the summer. This concludes the question-and-answer portion of today's meeting. As noted earlier, responses to pertinent questions received, including those that we were unable to address today given time constraints, will be posted on our website within a few days of the meeting.

Thanks to all of you shareholders who submitted questions today. Now we'll proceed to report the preliminary results of voting. The Inspector of Elections from American Election Services has provided me with the following results. Holders of the common stock voting separately as a class cast at least 76,346,160 votes in favor of Mr. Dutkowsky and Mr. Ozan as nominees for Director. Holders of the common stock and Class B common stock voting together cast at least 616,091,620 votes in favor of each of the other nine nominees for Director, thereby electing the 11 nominees whose names were listed in the Proxy Statement as Directors for the coming year. Holders of the common stock and Class B common stock voting together ratified the appointment of Ernst & Young LLP as independent auditors for 2024.

Stockholders cast at least 669,532,975 votes for the appointment, 1,119,900 votes against the appointment, and abstained from casting at least 251,590 votes on the appointment. Holders of the common stock and Class B common stock voting together approved the named executive officer compensation on a non-binding advisory basis. Stockholders cast at least 638,750,890 votes for the proposal, 12,527,130 votes against the proposal, and abstained from casting at least 573,355 votes on the proposal. Holders of the common stock and Class B common stock voting together rejected the stockholder proposal submitted by American Baptist Home Mission Society and other co-filers. Stockholders cast at least 18,583,835 votes for the proposal, 631,706,870 votes against the proposal, and abstained from casting at least 1,560,670 votes on the proposal. Holders of the common stock and Class B common stock voting together rejected the stockholder proposal submitted by As You Sow.

Stockholders cast at least 36,012,915 votes for the proposal, 614,623,455 votes against the proposal, and abstained from casting at least 1,250,000 votes on the proposal. As a reminder, final results will be available within one week on the company's website under the Investor Relations tab. This concludes the 2024 annual meeting of stockholders. Thank you.

Operator

This now concludes the meeting. Thank you for joining and have a pleasant day.

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