Sec Form 4 Filing - TACKA DAVID W @ HERSHEY CO - 2014-08-21

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
TACKA DAVID W
2. Issuer Name and Ticker or Trading Symbol
HERSHEY CO [ HSY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP, Chief Financial Officer
(Last) (First) (Middle)
100 CRYSTAL A DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
08/21/2014
(Street)
HERSHEY, PA17033
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/21/2014 S 5,000 D $ 91.5 25,092.8751 ( 1 ) D
Common Stock 08/21/2014 M 8,388 A $ 34.89 33,480.8751 D
Common Stock 08/21/2014 S 8,388 D $ 91.5 25,092.8751 D
Common Stock 6,158.1725 ( 2 ) I 401(k) Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-qualified Stock Option (Right to Buy) $ 34.89 08/21/2014 M 8,388 ( 3 ) 02/16/2019 Common Stock 8,388 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
TACKA DAVID W
100 CRYSTAL A DRIVE
HERSHEY, PA17033
SVP, Chief Financial Officer
Signatures
/s/ James Turoff, Agent for David W. Tacka 08/25/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The total amount of securities reported as directly owned by the reporting person has been adjusted to include the acquisition of 1.7014 shares on March 14, 2014 and 1.8751 shares on June 13, 2014, pursuant to the Company's Dividend Reinvestment Plan.
( 2 )The total amount of securities reported as indirectly owned by the reporting person includes 66.0167 shares acquired from February 1, 2014 through July 31, 2014, pursuant to the Company's 401(k) Plan ("Plan"). The information is based on a report dated August 1, 2014, provided by the Plan Trustee.
( 3 )The options vest according to the following schedule: 25% vested on February 17, 2010, 25% vested on February 17, 2011, 25% vested on February 17, 2012 and 25% vested on February 17, 2013.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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