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HERSHEY CO Regulatory Filings 2011

Mar 15, 2011

30084_rns_2011-03-15_90a3cfed-ba06-43fc-96a6-c55ab0621632.zip

Regulatory Filings

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DEFA14A 1 ddefa14a.htm ADDITIONAL PROXY MATERIALS Additional Proxy Materials

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant x Filed by a Party other than the Registrant ¨

Check the appropriate box:

¨ Preliminary Proxy Statement

¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

¨ Definitive Proxy Statement

x Definitive Additional Materials

¨ Soliciting Material Pursuant to §240.14a-12

The Hershey Company

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

x No fee required.

¨ Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

(1) Title of each class of securities to which transaction applies:

(2) Aggregate number of securities to which transaction applies:

(3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

(4) Proposed maximum aggregate value of transaction:

(5) Total fee paid:

¨ Fee paid previously with preliminary materials.

¨ Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

(1) Amount Previously Paid:

(2) Form, Schedule or Registration Statement No.:

(3) Filing Party:

(4) Date Filed:

THE HERSHEY COMPANY Meeting Information
Meeting Type: Annual Meeting
For holders as of: February 28, 2011
Date: April 28, 2011 Time: 10:00 a.m. EDT
Location: GIANT Center
550 West Hersheypark Drive Hershey, PA 17033
THE HERSHEY COMPANY P.O. BOX 810 HERSHEY, PA
17033-0810
You are receiving
this communication because you hold shares in the above named company. This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials
that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting.
See the reverse side of this notice to obtain proxy materials and voting instructions.

— Before You Vote —

How to Access the Proxy Materials

Proxy Materials Available to VIEW or RECEIVE:
NOTICE AND PROXY STATEMENT ANNUAL
REPORT
How to View Online:
Have the information that is printed in the box marked by the arrow (located on the following page) and visit: www.proxyvote.com.
How to Request and Receive a PAPER or E-MAIL Copy:
If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following
methods to make your request:
1) BY INTERNET : www.proxyvote.com
2) BY TELEPHONE : 1-800-579-1639
1-866-412-8385 (for rotary phone users only)
3) BY E-MAIL* : [email protected]
* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow (located on the following page) in the subject line.
Requests, instructions and other inquiries sent to this e-mail address will NOT
be forwarded to your investment advisor. Please make the request as instructed above on or before April 14, 2011 to facilitate timely delivery.
— How To Vote — Please Choose One of the Following Voting Methods
Vote In Person: Please review the proxy materials for directions to the annual meeting and information on what you will need to bring with you to gain access
to the meeting. You must have a government-issued photo identification and an admission ticket to be admitted. THIS NOTICE WILL SERVE AS AN ADMISSION TICKET . At the meeting, you will need to request a ballot to vote these shares.
Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in
the box marked by the arrow available and follow the instructions. Vote By Mail: You can vote by mail by requesting
a paper copy of the materials, which will include a proxy card.
Voting items
The Proposals to be voted on at our Annual Meeting are listed
below along with the Board of Directors’ recommendations.
The Board of Directors recommends you vote FOR each of the
following nominees:
1. Election of Directors
NOMINEES:
01) P. M.
Arway 06) A. J. Palmer
02) R. F. Cavanaugh 07) T. J.
Ridge
03) C. A.
Davis 08) D. L. Shedlarz
04) J. M.
Mead 09) D. J. West
05) J. E. Nevels
The Board of Directors recommends you vote FOR Proposals 2 and 3:
2. Ratify the Appointment of KPMG LLP as Independent Auditors for
2011.
3. Approve, on a non-binding advisory basis, a resolution approving executive
compensation.
The Board of Directors recommends you vote for a
frequency of 1 Year on Proposal 4:
4. Select, on a non-binding advisory basis, the frequency of stockholder votes
on executive compensation.
The Board of Directors recommends you vote FOR
Proposal 5:
5. Approve The Hershey Company amended and restated Equity and Incentive
Compensation Plan.