X0303 4 2009-09-01 false 0000047111 HERSHEY CO HSY 0001406985 Alfonso Humberto P 100 CRYSTAL A DRIVE HERSHEY PA 17033 false true false false SVP CFO Common Stock 92.899 I 401(k) Plan Common Stock 2009-09-01 4 M false 500 0 A 16123 D Common Stock 2009-09-01 4 F false 14 39.23 D 16109 D Restricted Stock Units 0 2009-09-01 4 M false 500 0 D Common Stock 500 3135 D The total amount of securities reported as indirectly owned by the reporting person represents a reduction of .057 shares allocated to the reporting person?s account in the Company?s 401(k) Plan as of July 31, 2009. To manage liquidity needs of the 401(k) Plan, the Plan Trustee from time-to-time maintains a lower overall share balance (versus cash) in the 401(k) Plan, which in this instance resulted in a reduction in the number of shares allocated to the reporting person?s account when compared to the reporting person?s Form 4 filed on July 17, 2009. The information is based on a report dated July 31, 2009, provided by the Plan Trustee. Vested RSUs granted under the Company?s Key Employee Incentive Plan (?Plan?) of which 375 units are converted to phantom stock units and deferred under the Company?s Deferred Compensation Plan. Each deferred phantom stock unit is equivalent to one share of Common Stock of The Hershey Company and is payable only in shares of Common Stock at the end of the deferral period. The remaining 125 units are converted and settled with the Company in stock as permitted under the Plan. Each Restricted Stock Unit represents a contingent right to receive one share of Common Stock of The Hershey Company or its cash equivalent. RSUs granted on September 1, 2006 under the Company?s Key Employee Incentive Plan of which 500 RSUs vested on September 1, 2009. The remaining 500 RSUs from that grant will vest on September 1, 2010. Once vested, RSUs may be: (1) settled in cash having a value equivalent to the closing price of Common Stock of The Hershey Company (?Common Stock?) on the New York Stock Exchange on the day preceding the vesting date, in an equal number of shares of Common Stock, or in a combination of cash and Common Stock; or (2) deferred under the Company's Deferred Compensation Plan. RSUs deferred as phantom shares of Common Stock are payable only in shares of Common Stock at the end of the deferral period. The reporting person has elected to settle 125 RSUs for Common Stock and defer payment of 375 RSUs as phantom shares of Common Stock (except for shares withheld to satisfy tax withholding obligations). See Footnote (3) above. See Footnote (4) above. See Footnote (4) above. Humberto P. Alfonso 2009-09-02