Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
 
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
May 2, 2018
 
Date of Report (Date of earliest event reported)
 
The Hershey Company
 
(Exact name of registrant as specified in its charter)
 
Delaware
 
(State or other jurisdiction of incorporation)
1-183
 
23-0691590
(Commission File Number)
 
(IRS Employer Identification No.)

 
  100 Crystal A Drive, Hershey, Pennsylvania 17033
 
(Address of Principal Executive Offices) (Zip Code)


Registrant's telephone number, including area code: (717) 534-4200
 
 
 
 
Not Applicable
 
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ]
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.
 
¨






Item 5.07.
 
Submission of Matters to a Vote of Security Holders.

The Company held its 2018 Annual Meeting of Stockholders on May 2, 2018. Set forth below are the final voting results from the meeting.

Proposal No. 1 — Election of Directors

Holders of the Company's Common Stock and Class B Common Stock, voting together without regard to class, elected the following directors by the votes set forth as follows:

Name
 
Votes For
 
Votes Withheld
 
Broker Non-Votes
Pamela M. Arway
 
711,960,465
 
1,101,681
 
22,485,095
James W. Brown
 
712,003,503
 
1,058,643
 
22,485,095
Michele G. Buck
 
712,062,748
 
999,398
 
22,485,095
Charles A. Davis
 
711,213,995
 
1,848,151
 
22,485,095
James C. Katzman
 
712,100,762
 
961,384
 
22,485,095
M. Diane Koken
 
709,643,478
 
3,418,668
 
22,485,095
Robert M. Malcolm
 
711,859,110
 
1,203,036
 
22,485,095
Anthony J. Palmer
 
712,129,094
 
933,052
 
22,485,095
David L. Shedlarz
 
711,882,855
 
1,179,291
 
22,485,095

Holders of the Company's Common Stock, voting separately as a class, elected the following directors by the votes set forth as follows:

Name
 
Votes For
 
Votes Withheld
 
Broker Non-Votes
Mary Kay Haben
 
103,553,964
 
3,383,222
 
22,424,525
Wendy L. Schoppert
 
105,913,777
 
1,023,409
 
22,424,525

Proposal No. 2 — Independent Registered Public Accounting Firm

Holders of the Company's Common Stock and Class B Common Stock, voting together without regard to class, ratified the appointment of Ernst & Young LLP as the Company's independent auditors for the fiscal year ending December 31, 2018, by the votes set forth as follows:

Votes For
 
Votes Against
 
Abstentions
 
 
734,131,622
 
1,042,553
 
373,068
 
 

Proposal No. 3 — Non-Binding Advisory Vote on Named Executive Officer Compensation

Holders of the Company's Common Stock and Class B Common Stock, voting together without regard to class, approved the compensation of the Company's named executive officers on a non-binding advisory basis by the votes set forth as follows:

Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
706,157,028
 
6,232,962
 
672,158
 
22,485,095







SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
 
THE HERSHEY COMPANY
 
 
 
 
 
 
Date: May 4, 2018
 
By:
/s/ Patricia A. Little                   
 
 
 
 
Patricia A. Little
Senior Vice President, Chief Financial Officer