The Annual Meeting of Stockholders of The Hershey Company was held on May 17, 2022. Stockholders voted on the following four proposals at the meeting:
Proposal No. 1 – Election of twelve directors
Proposal No. 2 - Ratification of the Audit Committee's appointment of Ernst & Young LLP as the Company's independent auditors for the fiscal year ending December 31, 2022
Proposal No. 3 - Approval of named executive officer compensation on a non-binding advisory basis
Proposal No. 4 - Denial of stockholder proposal.
Voting results were as follows:
The following directors were elected at the meeting by the holders of Common Stock and Class B Common Stock, voting together without regard to class:
| Name | Votes For | Votes Withheld | Broker Non-Votes |
|---|---|---|---|
Pamela M. Arway |
697,323,646 |
4,064,009 |
16,177,764 |
James W. Brown |
698,491,622 |
2,896,033 |
16,177,764 |
Michele G. Buck |
691,238,723 |
10,148,932 |
16,177,764 |
Mary Kay Haben |
686,680,577 |
14,707,078 |
16,177,764 |
James C. Katzman |
697,573,885 |
3,813,770 |
16,177,764 |
M. Diane Koken |
699,641,376 |
1,746,279 |
16,177,764 |
Robert M. Malcolm |
699,865,627 |
1,522,028 |
16,177,764 |
Anthony J. Palmer |
697,526,060 |
3,861,595 |
16,177,764 |
Juan R. Perez |
699,156,516 |
2,231,139 |
16,177,764 |
Wendy L. Schoppert |
699,812,305 |
1,575,350 |
16,177,764 |
The following directors were elected by the holders of the Common Stock voting separately as a class.
| Name | Votes For | Votes Withheld | Broker Non-Votes |
|---|---|---|---|
Victor L. Crawford |
103,351,497 |
1,916,038 |
16,177,764 |
Robert M. Dutkowsky |
94,218,137 |
11,049,398 |
16,177,764 |
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 2022, by the votes set forth as follows:
| Votes For | Votes Against | Abstentions |
|---|---|---|
716,699,733 |
568,071 |
297,615 |
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 |
|---|---|---|---|
691,431,197 |
9,239,608 |
716,850 |
16,177,764 |
Holders of the Company's Common Stock and Class B Common Stock, voting together without regard to class, denied the stockholder proposal by the votes set forth as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes |
|---|---|---|---|
54,621,870 |
644,980,938 |
1,784,847 |
16,177,764 |
No other matters were submitted for stockholder action.