Hamilton Beach (HBB) director receives 1,793 Class A shares under equity plan

Rhea-AI Filing Summary

Mark R. Belgya, a director of Hamilton Beach Brands Holding Co (HBB), reported an acquisition of 1,793 shares of Class A common stock on 10/01/2025 under the company’s Non-Employee Directors' Equity Compensation Plan as “Required Shares.” After the transaction he beneficially owns 50,716 shares. The Form 4 was filed as a single reporting person form and executed on 10/03/2025 by an attorney-in-fact. The filing discloses the shares were awarded (not purchased) as part of director compensation and lists no derivative transactions or exercise prices. This is a routine insider equity award reflecting non-employee director compensation rather than a market purchase or sale.

Positive

• 1,793 shares awarded to a director under the Non-Employee Directors' Equity Compensation Plan
• Reporting increases director alignment with shareholders by raising beneficial ownership to 50,716 shares
• Disclosure filed promptly with Form 4 and signed by attorney-in-fact on 10/03/2025

Negative

• None.

Insights

Corporate Governance Analyst

Director received routine equity award of 1,793 shares on 10/01/2025.

The Form 4 shows Mark R. Belgya accepted 1,793 Class A shares under the Non-Employee Directors' Equity Compensation Plan as "Required Shares," increasing his beneficial holding to 50,716 shares. This type of grant is standard for non-employee directors and documents alignment with shareholder interests via equity-based compensation.

The filing is a straightforward disclosure: no derivatives, option exercises, or cash purchases are reported, and the form was signed by an attorney-in-fact on 10/03/2025. The item is governance-related and does not indicate a change in company operations or financial performance.

Equity Compensation Specialist

Award classified as "Required Shares" under the director compensation plan; not a market transaction.

The entry uses transaction code A(1) indicating shares were awarded rather than bought. The explanation explicitly states the shares are "Required Shares" awarded to satisfy the company’s director equity plan terms. Because the award is part of standard compensation, it primarily affects voting and ownership percentages rather than cash flow or capital structure.

There are no listed prices, exercise dates, or derivative securities, confirming this report concerns direct non-derivative share issuance only.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider BELGYA MARK R

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	1,793	$0.00	--

Holdings After Transaction: Class A Common Stock — 50,716 shares (Direct)

Footnotes (1)

1. Shares of Class A Common Stock awarded to the Reporting Person as "Required Shares" under the Company's Non-Employee Directors' Equity Compensation Plan. N/A

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

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
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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BELGYA MARK R

(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)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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	10/01/2025		A(1)		1,793	A	(2)	50,716	D

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

Explanation of Responses:

1. Shares of Class A Common Stock awarded to the Reporting Person as "Required Shares" under the Company's Non-Employee Directors' Equity Compensation Plan.

2. N/A

	/s/ Brent A. Ashley, attorney-in-fact	10/03/2025
	** 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.

FAQ

What did Mark R. Belgya report on Form 4 for HBB?

He reported an award of 1,793 Class A common shares on 10/01/2025, increasing his beneficial ownership to 50,716 shares.

Was the transaction a purchase or sale for HBB insider Mark R. Belgya?

No. The Form 4 shows transaction code A(1), indicating the shares were awarded as "Required Shares" under the Non-Employee Directors' Equity Compensation Plan.

Are there any derivative or option transactions reported for this filing?

No. Table II shows no derivative securities, exercise prices, or expirations; the filing reports only non-derivative shares.

When was the Form 4 filed and who signed it?

The earliest transaction date is 10/01/2025, and the form was signed by an attorney-in-fact, Brent A. Ashley, on 10/03/2025.

What is the nature of the awarded shares in the filing?

The explanation states the shares were awarded as "Required Shares" under the company’s Non-Employee Directors' Equity Compensation Plan.