Upgrade to SI Premium - Free Trial

Form 4 Hamilton Beach Brands For: Dec 14 Filed by: RANKIN ROGER F

January 3, 2018 9:20 PM
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: December 31, 2014
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
RANKIN ROGER F

(Last) (First) (Middle)
4421 WATERFRONT DRIVE

(Street)
GLEN ALLEN VA 23060

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Hamilton Beach Brands Holding Co [ HBB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) X Other (specify below)
Member of a Group
3. Date of Earliest Transaction (Month/Day/Year)
12/14/2017
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 12/14/2017 G V 163 D (1) 4,856 I Proportionate limited partnership interests in shares held by Rankin Associates II, L.P
Class A Common Stock 12/14/2017 G V 163 D (1) 4,693 I Proportionate limited partnership interests in shares held by Rankin Associates II, L.P
Class A Common Stock 12/14/2017 G V 227 A (1) 5,370 I Reporting Person serves as Trustee of GST for the benefit of A. Farnham Rankin
Class A Common Stock 12/14/2017 G V 227 A (1) 5,370 I Reporting Person serves as Trustee of GST for the benefit of Elisabeth M. Rankin
Class A Common Stock 12/14/2017 G V 163 A (1) 20,038 I Daughter's proportionate limited partnership interest in shares held by RA II, L.P. held in trust (2)
Class A Common Stock 12/14/2017 G V 163 A (1) 18,150 I Daughter's proportionate limited partnership interest in shares held by RA II, L.P. held in trust (2)
Class A Common Stock 12/14/2017 G V 81 A (1) 20,119 I Daughter's proportionate limited partnership interest in shares held by RA II, L.P. held in trust (2)
Class A Common Stock 12/14/2017 G V 81 A (1) 18,231 I Daughter's proportionate limited partnership interest in shares held by RA II, L.P. held in trust (2)
Class A Common Stock 01/02/2018 A (3) 704 A (1) 194,290 I Reporting Person serves as Trustee of a Trust for the benefit of Roger F. Rankin
Class A Common Stock 25 I Proportionate general partnership interest in shares of Rankin Associates IV, L.P.
Class A Common Stock 2,000 I Proportionate general partnership interest shares held by Rankin Associates I, L.P.
Class A Common Stock 2,808 I Proportionate limited partnership interest in shares held by Rankin Associates I, L.P
Class A Common Stock 85,056 I Proportionate limited partnership interest in shares held by Rankin Associates IV, L.P
Class A Common Stock 1,975 I Proportionate LP interest in shares of RA II, LP held by Rankin Management Inc. as general partner
Class A Common Stock 200 I Reporting Person serves as Trustee for the benefit of A. Farnham Rankin
Class A Common Stock 200 I Reporting Person serves as Trustee for the benefit of Elisabeth B. Rankin
Class A Common Stock 2,046 I Spouse is Co-Trustee for the benefit of Reporting Person's daughter (2)
Class A Common Stock 3,933 I Spouse is Co-Trustee for the benefit of Reporting Person's daughter
Class A Common Stock 6,613 I Spouse serves as Trustee of a Trust for the benefit of Alison Rankin (2)
Class A Common Stock 75,504 I Spouse's proportionate limited partnership interest in shares held by Rankin Associates I, L.P. (2)
Class A Common Stock 29,986 I Spouse's proportionate limited partnership interest in shares held by Rankin Associates II, L.P (2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (1) 12/14/2017 G V 163 (1) (1) Class A Common Stock 163 (1) 4,856 I Proportionate limited partnership interests in shares held by Rankin Associates II, L.P
Class B Common Stock (1) 12/14/2017 G V 163 (1) (1) Class A Common Stock 163 (1) 4,693 I Proportionate limited partnership interests in shares held by Rankin Associates II, L.P
Class B Common Stock (1) 12/14/2017 G V 227 (1) (1) Class A Common Stock 227 (1) 5,370 I Reporting Person serves as Trustee of GST for the benefit of A. Farnham Rankin
Class B Common Stock (1) 12/14/2017 G V 227 (1) (1) Class A Common Stock 227 (1) 5,370 I Reporting Person serves as Trustee of GST for the benefit of Elisabeth M. Rankin
Class B Common Stock (1) 12/14/2017 G V 163 (1) (1) Class A Common Stock 163 (1) 18,150 I Daughter's proportionate limited partnership interest in shares held by RA II, L.P. held in trust (2)
Class B Common Stock (1) 12/14/2017 G V 163 (1) (1) Class A Common Stock 163 (1) 20,038 I Daughter's proportionate limited partnership interest in shares held by RA II, L.P. held in trust (2)
Class B Common Stock (1) 12/14/2017 G V 81 (1) (1) Class A Common Stock 81 (1) 18,231 I Daughter's proportionate limited partnership interest in shares held by RA II, L.P. held in trust (2)
Class B Common Stock (1) 12/14/2017 G V 81 (1) (1) Class A Common Stock 81 (1) 20,119 I Daughter's proportionate limited partnership interest in shares held by RA II, L.P. held in trust (2)
Class B Common Stock (1) (1) (1) Class A Common Stock 25 25 I Proportionate general partnership interest in shares of Rankin Associates IV, L.P.
Class B Common Stock (1) (1) (1) Class A Common Stock 2,000 2,000 I Proportionate general partnership interest shares held by Rankin Associates I, L.P
Class B Common Stock (1) (1) (1) Class A Common Stock 1,975 1,975 I Proportionate interest in shares held by Rankin Management, Inc. as general partner
Class B Common Stock (1) (1) (1) Class A Common Stock 2,808 2,808 I Proportionate limited partnership interest in shares held by Rankin Associates I, L.P
Class B Common Stock (1) (1) (1) Class A Common Stock 85,056 85,056 I Proportionate limited partnership interest in shares held by Rankin Associates IV, L.P
Class B Common Stock (1) (1) (1) Class A Common Stock 200 200 I Reporting Person serves as Trustee for the benefit of A. Farnham Rankin
Class B Common Stock (1) (1) (1) Class A Common Stock 200 200 I Reporting Person serves as Trustee for the benefit of Elisabeth B. Rankin
Class B Common Stock (1) (1) (1) Class A Common Stock 193,586 193,586 I Reporting Person serves as Trustee of a Trust for the benefit of Roger F. Rankin
Class B Common Stock (1) (1) (1) Class A Common Stock 2,046 2,046 I Spouse is Co-Trustee for the benefit of Reporting Person's daughter (2)
Class B Common Stock (1) (1) (1) Class A Common Stock 3,933 3,933 I Spouse is Co-Trustee for the benefit of Reporting Person's daughter
Class B Common Stock (1) (1) (1) Class A Common Stock 6,613 6,613 I Spouse serves as Trustee of a Trust for the benefit of Alison Rankin (2)
Class B Common Stock (1) (1) (1) Class A Common Stock 75,504 75,504 I Spouse's proportionate limited partnership interest in shares held by Rankin Associates I, L.P. (2)
Class B Common Stock (1) (1) (1) Class A Common Stock 29,986 29,986 I Spouse's proportionate limited partnership interest in shares held by Rankin Associates II, L.P (2)
Explanation of Responses:
1. N/A
2. Reporting Person disclaims beneficial ownership of all such shares.
3. Shares of Class A Common Stock awarded to the Reporting Person as "Required Shares" under the Company's Non-Employee Directors' Equity Compensation Plan.
/s/ Derek R. Redmond, attorney-in-fact 01/03/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby  
constitutes and appoints Dana B. Sykes, Derek R. Redmond,  
Kimberly J. Pustulka, Eric Orsic and Thomas J. Murphy,  
and each of them, as the true and lawful attorney or attorneys-in-fact,  
with full power of substitution and revocation, for the undersigned  
and in the name, place and stead of the undersigned, in any and all 
capacities, to execute, on behalf of the undersigned, any and all  
statements or reports under Section 16 of the Securities Exchange  
Act of 1934, as amended, with respect to the beneficial ownership  
of shares of Class A Common Stock, par value $1.00 per share,  
of Hamilton Beach Brands Holding Company (the ?Company?) and 
Class B Common Stock, par value $1.00 per share, of the Company, 
including, without limitation, all initial statements of beneficial 
ownership on Form 3, all statements of changes of beneficial ownership 
on Form 4 and all annual statements of beneficial ownership on Form 5 
and any and all other documents that may be required, 
from time to time, to be filed with the Securities and Exchange Commission, 
to execute any and all amendments or supplements to any such 
statements or forms, and to file the same, with all exhibits thereto, 
and other documents in connection therewith, with the Securities 
and Exchange Commission, granting to said attorney or attorneys-in-fact, 
and each of them, full power and authority to do so and perform 
each and every act and thing requisite and necessary to be done in 
and about the premises, as fully to all intents and purposes as
the undersigned might or could do in 
person, hereby ratifying and confirming all that said attorney 
or attorneys-in-fact or any of them or their substitute or substitutes, 
may lawfully do or cause to be done by virtue hereof.

Roger F. Rankin

The Trust created under the Agreement, dated September 11, 1973, as 
supplemented, amended and restated, between Roger F. Rankin, as trustee,
and Roger F. Rankin, creating a trust for the benefit of Roger F. Rankin;

BTR 2012 GST for Anne F. Rankin;

BTR 2012 GST for Elisabeth M. Rankin;

2016 Anne F. Rankin Trust;

2016 Elisabeth M. Rankin Trust;
BTR 2016 GST for Anne F. Rankin; and

BTR 2016 GST for Elisabeth M. Rankin

	By:  Roger F. Rankin, as Trustee


Name:	   /s/ Roger F. Rankin					
	Roger F. Rankin
Date:	  August 31, 2017							
Address:	4421 Waterfront Drive
	Glen Allen, VA  23060

Categories

SEC Filings