In February 2026, an SEC filing revealed that one Pennsylvania trust owned nearly 79% of The Hershey Company’s voting stock. But here’s what makes th…

In February 2026, an SEC filing revealed that one Pennsylvania trust owned nearly 79% of The Hershey Company's voting stock. But here’s what makes th...

In February 2026, a routine SEC filing revealed a fact that would have seemed impossible to any outsider: a trust in central Pennsylvania owned roughly 79 percent of the voting stock of the Hershey Company, one of America’s most famous corporations. The trust was named for the Milton Hershey School, which educates more than 2,100 children entirely free of charge on a 2,832-hectare campus. The trust had been created in November 1909 by an industrialist named Milton Hershey and his wife, Catherine. Catherine had died in 1915 at the age of 43.

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Milton had died in 1945. Neither had been alive for decades, yet both, through a single document signed together long ago, were still running the company. Milton Snavely Hershey was born on September 13, 1857, on a small farm in Derry Township, a rural corner of Pennsylvania known for dairy cattle rather than industry. His father, Henry, chased oil wells, silver rushes, and every new scheme that came along, borrowing against each prospect and leaving collapse behind him.

His mother, Fanny, held the family together with Mennonite discipline. The constant moves meant Milton attended seven different schools before the fourth grade, and he dropped out for good around age nine. At fourteen, he took a job at a German-language newspaper in Gap, Pennsylvania, and was fired within months. In 1872, he was hired by Joseph Roger, a confectioner and ice cream shop owner in Lancaster.

Over the next four years, Milton swept floors, waited on customers, made deliveries, and learned the candy trade from raw sugar to finished product. That apprenticeship, from 1872 to 1876, was the only real education he ever received. In May 1876, at nineteen, Milton borrowed $150 from a relative and opened his own candy shop in Philadelphia. The city was hosting the Centennial Exhibition, and crowds flocked past his door on Spring Garden Street.

The business made a small initial profit, but Milton produced too wide a product line, his suppliers demanded cash while his customers paid slowly, and his father arrived with new investments that deepened the debt. For six years, Milton sometimes slept under the shop counter, juggled debts, and worked in the kitchen at night when he could not afford finished products. In 1882, the Philadelphia business went bankrupt. He was twenty-four, exhausted, and had nothing to show except a deep knowledge of failure and scars on his hands from boiling sugar.

He went first to Denver, where his father was living. Working in a local candy kitchen, Milton stumbled on the technique that would later make him rich. While nearly every American candy maker used paraffin as a hardening agent, the Denver confectioner used fresh milk, which produced a creamier, smoother candy. No one in the eastern United States made candy that way because fresh milk spoiled quickly.

Milton learned the method in detail and carried it east with him. He tried Chicago and failed. He went to New York, produced his own line of sweets, and lost his machinery to creditors when sugar prices rose sharply. Three failures in three different cities.

Sensible relatives refused to fund him again. Milton scraped together seed money from a former Philadelphia employee and opened the Lancaster Caramel Company in 1886, using the fresh milk technique from Denver. He walked the streets of Lancaster to sell his product personally, with debt collectors sometimes following behind. In the spring of 1887, an English importer placed a $2,400 order, a figure almost incomprehensible compared to the penny-bag sales he had been surviving on.

His family finally opened their wallets. By the early 1890s, the Lancaster Caramel Company employed over 1,000 workers and exported caramels across North America and England. In 1893, Milton traveled to Chicago for the World’s Columbian Exposition. In the machinery pavilion, he found the exhibit of J.

M. Lehmann, a German engineering firm that had built a fully operational chocolate production line. The line roasted cocoa beans, ground them, and transformed the bitter result into smooth milk chocolate. The aroma reached Milton before he understood what he was seeing.

He told his cousin Frank Snavely with absolute certainty that caramels were a passing fad, that chocolate was here to stay, and that he would manufacture chocolate before the fair closed. He bought Lehmann’s machinery on the spot, including a roaster with a 900-pound capacity, a stone mill, and steel roller refiners. The equipment was shipped back to Lancaster, and the Hershey Chocolate Company began operations in 1894 alongside the still-thriving caramel business. For six years, Milton ran both companies while solving a fundamentally chemical problem.

Milk is 87 percent water, and water is the enemy of good chocolate. Only skim milk condensed in a sealed kettle with sugar added before condensation produced the mixture that blended smoothly with chocolate liquor to create the unmistakable Hershey flavor. By 1900, after years of failed batches, he had done it. That same year, he sold the entire Lancaster Caramel Company for one million dollars in cash, keeping only the chocolate machinery and formulas.

Every dollar went into his vision: an affordable, mass-produced milk chocolate bar for everyday Americans, selling for five cents, available in every corner store and train station in the country. In 1903, he broke ground back in Derry Township, the rural farming community where he had been born. Land was cheap, the local workforce was reliable, and fresh milk was plentiful. He did not build only a factory; he built a town.

Chocolate Avenue became the main artery, crossing Cocoa Avenue at the central square. Residential streets were named for cocoa-producing regions: Trinidad, Caracas, Granada, Ceylon. Workers’ houses were built with care and variety. He built parks, a swimming pool, a trolley system, a department store, a bank, a hotel, a church, a school, a zoo, and finally an amusement park.

During the Great Depression, when other factories were laying off workers, Milton launched the Great Building Campaign, constructing the Hotel Hershey, the Hershey Theatre, a sports arena, and a stadium specifically to keep his employees on the payroll. Milton’s public face was that of a mustachioed industrialist producing sweetness for the masses. The private face bore the fingerprints of a woman whose name still appears on the founding document. He was forty and considered a confirmed bachelor when a business trip took him to Jamestown, New York, in the spring of 1897.

There he met Catherine Elizabeth Sweeney, called Kitty, a twenty-six-year-old with reddish-brown hair and a gift for making people feel seen. He was immediately captivated, and his business trips suddenly included many more stops in western New York. After a year of visits and brief business-like telegrams, they were married on May 25, 1898, quietly at the rectory of St. Patrick’s Cathedral in New York, without notifying either family.

Kitty transformed him. She brought joy and social grace into his life. He brought her fresh flowers every day without exception. She called him her little Dutchman.

They could not have children. That private pain drove everything that followed. Milton later addressed it obliquely: “I have no heirs,” he said. “And so I decided to make the orphaned children of the United States my heirs.

” Catherine’s own years working for the Lancaster Charity Society had given her a direct understanding of institutional childcare. She insisted that the children at the school would not be dressed in uniforms or distinctive clothing, a decision rooted in her own childhood memory of poverty and the shame of being marked as a charity case. Catherine signed the foundational document alongside her husband on November 15, 1909. At the moment she penned her name, she was already dying.

The first signs of illness had appeared in 1902. Doctors identified the disorder as locomotor ataxia, a progressive neurological disease that deprived her of muscle coordination and sensory feedback. She refused to be diminished by it. She oversaw the construction of the Hershey mansion, supervised its interior design, and traveled with Milton to Europe from 1911 to 1913 in search of treatment.

By late 1914, she was almost completely paralyzed and spent much of her time in Atlantic City, where Milton employed a team of full-time nurses and sat by her side whenever business permitted. In March 1915, Milton was called away. Catherine insisted on traveling back to Hershey in an open-top car with the roof down. Her numb limbs could not register how cold the March wind was.

By the time her companion realized how ill she had become, she had developed pneumonia. They stopped at the Bellevue-Stratford Hotel in Philadelphia, and Milton was summoned. According to oral history records, Catherine knew exactly how ill she was and had spent much of the previous year shielding Milton from the full weight of her prognosis. She asked him to go get her a glass of champagne, sending him out of the room so he would not be present for the final moment.

Catherine Hershey died at 1:30 in the afternoon on Thursday, March 25, 1915. She was forty-three. Milton gave all his employees the day off and provided free train tickets so they could attend her funeral. He was so devastated that he could not go through with the burial immediately.

The casket remained in a temporary vault for four years, with flowers placed upon it twice a week, until the Hershey Cemetery was finished. He never remarried. For the remaining thirty years of his life, he carried her photograph everywhere. In his later years, he would ask to be taken to the rose garden he had built at her request and sit in silence among what everyone called Kitty’s roses.

On November 13, 1918, Milton executed his living trust. Instead of waiting until his death to distribute his estate, he transferred his entire personal fortune, his controlling stake in the Hershey Chocolate Company, to the trust that funded the Hershey Industrial School. That afternoon, the school became the majority shareholder of all the companies Milton had established and the majority landowner in Derry Township. He did so with such discretion that the American public did not find out for nearly five years.

The story was first made public on November 9, 1923, when the New York Times reported that Milton Hershey had established a $60 million trust for an orphanage in central Pennsylvania. A man had given away his entire industrial empire to educate poor children and had told almost no one. The corporate structure that emerged from this decision was elegantly simple. The company maintains a dual-class share structure.

Common shares carry one vote each. Class B shares carry ten votes each. The Milton Hershey School Trust manages the Class B shares, owning virtually all of them. As of 2024, the trust controlled approximately 78.

8 percent of the total voting power of the Hershey Company while owning only about 28 percent of its economic interest. The trust has its hands on the corporation’s steering wheel. As a financial analyst once summed it up, Hershey is not a chocolate company with a charity attached. It is a charitable trust that owns a chocolate company and is structurally prohibited from selling it.

The most dramatic test of that structure came in the summer of 2002. The trust’s financial advisors noted that approximately 59 percent of the trust’s total assets were concentrated in the stock of a single company. By any conventional standard of investment prudence, the concentration was indefensible. In July 2002, the trust announced it was exploring the sale of its controlling stake.

The town of 22,000 residents reacted with fury. Factory workers organized protests on Chocolate Avenue, carrying signs that read “Don’t sell our town” and “Hershey is not for sale. ” Retired executives formed coalitions and lobbied the legislature. The bidding was real.

The William Wrigley Jr. Company offered $12. 5 billion, and Nestlé and Cadbury jointly presented a competing offer of approximately $10. 5 billion.

Wrigley promised factories would remain open and the merged company would be named the Wrigley Hershey Company. Then Pennsylvania Attorney General Mike Fisher went to the Dauphin County Orphans’ Court and requested a temporary restraining order. His argument was that the school needed protection. Judge Warren G.

Morgan granted it, and a Pennsylvania appellate court upheld it. For the first time in the history of American mergers and acquisitions, a chocolate school for orphaned children was effectively blocking a $12. 5 billion acquisition. Faced with that legal pressure, the 17-member board of the trust called an emergency session lasting approximately ten hours.

The vote was 10 to 7 in favor of ending the entire sales process. The seven board members who had voted in favor were removed when their terms expired. A willing seller, a willing buyer, a confirmed price, and a board majority in favor: the deal died anyway, because the document signed in 1909 had made the company structurally impossible to sell. Later attempts failed just as quickly.

In June 2016, Mondelez International made an unsolicited proposal valued at $22. 8 billion, the largest by a confectionery company in history. Hershey rejected it at 2:25 the same afternoon, and Mondelez withdrew in August. In December 2024, Mondelez returned with a third attempt that would have created a global confectionery superpower with combined revenue approaching $50 billion.

The trust rejected the preliminary offer within days. While the trust kept the world’s largest candy companies at bay, it also caused problems from within. A 2011 investigation by the Pennsylvania Attorney General found governance failures after allegations of inflated golf course purchases, free club memberships for board members, and director compensation that had risen from $5,000 annually to as much as $130,000. A reform agreement in 2013 reduced compensation and imposed restrictions.

A second inquiry in 2016 imposed ten-year term limits, a compensation cap of $10,000 annually, and required board expansion with expertise in early childhood education and financial management. The school the trust exists to serve has grown far beyond its beginnings. It started with four boys who enrolled on September 3, 1910, living on the family farm that was Milton’s birthplace. It became racially integrated in August 1968, and the first girls were enrolled in March 1977.

Today it enrolls more than 2,100 children from low-income families, from pre-kindergarten through twelfth grade, entirely free of charge, covering housing, meals, clothing, medical and dental care, psychological counseling, tutoring, and extracurricular activities. Children live in over 180 student homes, each caring for approximately 8 to 12 children, with married couples living with them full-time. The total cost per student was reported at approximately $139,000 annually as of 2021. The endowment recorded total assets of approximately $23.

4 billion for the fiscal year ending July 2024, one of the largest charitable endowments in the United States. In 2021, the trust launched the Catherine Hershey Schools for Early Learning, a network of early childhood education centers explicitly bearing her name. Milton Hershey died on October 13, 1945. Catherine Hershey died on March 25, 1915.

Together they had signed a paper in November 1909, and that paper had moved forward through the Great Depression, World War II, three takeover attempts exceeding $1 billion, and two attorney general investigations. More than a century later, the paper still governs. The trust holds more than 60 million Class B shares, giving it more than 80 percent of total shareholder voting power, and the children the two of them never had remain the legal heirs of everything they built.