Hamilton Beach Brands (NYSE: HBB) director discloses indirect Class B to Class A equity gifts

Q: What did the Hamilton Beach Brands (HBB) insider report on this Form 4?

The Form 4 reports indirect holdings and transfers of derivative positions in Class B Common Stock tied to Class A Common Stock of Hamilton Beach Brands Holding Co., with multiple transactions dated 12/05/2025 and coded as gifts.

Q: What is the insider’s relationship to Hamilton Beach Brands (HBB)?

The reporting person is disclosed as a director of Hamilton Beach Brands Holding Co. and also checked the box for an "other" relationship , while all reported positions are held through indirect ownership structures.

Q: Which types of securities are involved in this HBB Form 4 filing?

The transactions involve Class B Common Stock reported as derivative securities, each tied to specified amounts of Class A Common Stock , including blocks such as 2,800 , 20,096 , and 8,107 Class A shares.

Q: How were the Hamilton Beach Brands (HBB) insider holdings structured?

The holdings are reported as indirect , including an individual retirement account for the benefit of the reporting person, a spouse’s proportionate interests in RA HBB, L.P. , and several trusts for the benefit of the reporting person, the spouse, and children.

Q: What do the transaction code "G" entries on 12/05/2025 mean for HBB?

Several transactions on 12/05/2025 are labeled with code "G" , indicating gifts , and involve blocks of 3,442 and 6,885 derivative securities linked to Class A Common Stock, with updated indirect balances such as 143,623 , 140,181 , 27,793 , 28,105 , 6,245 , and 2,803 following the transactions.

Q: Does the reporting person claim full ownership of the HBB shares reported?

No. The filing states that the reporting person disclaims beneficial ownership of all such shares , even though the positions are reported as indirectly held through various accounts and trusts.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Hamilton Beach Brands Holding Co. insider reports indirect equity transfers involving Class B Common Stock linked to Class A Common Stock. The Form 4 covers transactions dated 12/05/2025 by an individual who is a director and has an "other" relationship to the company, with all positions reported as indirect ownership.

Several entries show Class B Common Stock derivative positions tied to specific blocks of Class A Common Stock held through an individual retirement account, a spouse’s proportionate interests in RA HBB, L.P., and multiple trusts for the benefit of the reporting person, the spouse, and children. Examples include derivative interests relating to 2,800, 20,096, and 8,107 Class A shares, as well as transactions coded "G" on 12/05/2025 for blocks of 3,442 and 6,885 underlying shares, with updated indirect balances such as 143,623, 140,181, 27,793, 28,105, 6,245, and 2,803 derivative securities following the transfers. The reporting person disclaims beneficial ownership of all such shares.

Insider Trade Summary

27,538 shares gifted

Mixed 10 txns

Insider BUTLER JOHN C JR

Role Director

Type	Security	Shares	Price	Value
Gift	Class B Common Stock	3,442	$0.00	--
Gift	Class B Common Stock	3,442	$0.00	--
Gift	Class B Common Stock	6,885	$0.00	--
Gift	Class B Common Stock	6,885	$0.00	--
Gift	Class B Common Stock	3,442	$0.00	--
Gift	Class B Common Stock	3,442	$0.00	--
holding	Class B Common Stock	--	--	--
holding	Class B Common Stock	--	--	--
holding	Class B Common Stock	--	--	--
holding	Class B Common Stock	--	--	--

Holdings After Transaction: Class B Common Stock — 143,623 shares (Indirect, Proportionate interest of RA HBB, L.P. held by a Trust fbo the Reporting Person?s Spouse)

Footnotes (1)

N/A Reporting Person disclaims beneficial ownership of all such shares.

Form 4 Insider Transactions: What Each Field Means →

12/09/2025 - 09:18 PM

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^*

BUTLER JOHN C JR

(Last)

(First)

(Middle)

4421 WATERFRONT DRIVE

(Street)

GLEN ALLEN

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)
12/05/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	⁽¹⁾							⁽¹⁾	⁽¹⁾	Class A Common Stock	2,800		2,800	I	Individual Retirement Account for the benefit of Reporting Person
Class B Common Stock	⁽¹⁾							⁽¹⁾	⁽¹⁾	Class A Common Stock	20,096		20,096	I	Spouse?s Proportionate interest of RA HBB, L.P. held by BTR 2020 GST fbo Helen R. Butler⁽²⁾
Class B Common Stock	⁽¹⁾							⁽¹⁾	⁽¹⁾	Class A Common Stock	8,107		8,107	I	Spouse?s Proportionate interest of RA HBB, L.P. held by JCB 2020 GST fbo Clara R. Butler⁽²⁾
Class B Common Stock	⁽¹⁾							⁽¹⁾	⁽¹⁾	Class A Common Stock	8,107		8,107	I	Spouse?s Proportionate interest of RA HBB, L.P. held by JCB 2020 GST fbo Griffin Butler⁽²⁾
Class B Common Stock	⁽¹⁾	12/05/2025		G	V	3,442		⁽¹⁾	⁽¹⁾	Class A Common Stock	3,442	⁽¹⁾	143,623	I	Proportionate interest of RA HBB, L.P. held by a Trust fbo the Reporting Person?s Spouse⁽²⁾
Class B Common Stock	⁽¹⁾	12/05/2025		G			3,442	⁽¹⁾	⁽¹⁾	Class A Common Stock	3,442	⁽¹⁾	140,181	I	Proportionate interest of RA HBB, L.P. held by a Trust fbo the Reporting Person?s Spouse⁽²⁾
Class B Common Stock	⁽¹⁾	12/05/2025		G	V	6,885		⁽¹⁾	⁽¹⁾	Class A Common Stock	6,885	⁽¹⁾	27,793	I	Spouse?s Proportionate interest of RA HBB, L.P. held by Trust fbo Reporting Person's child⁽²⁾
Class B Common Stock	⁽¹⁾	12/05/2025		G	V	6,885		⁽¹⁾	⁽¹⁾	Class A Common Stock	6,885	⁽¹⁾	28,105	I	Spouse?s Proportionate interest of RA HBB, L.P.held by Trust fbo Reporting Person's child⁽²⁾
Class B Common Stock	⁽¹⁾	12/05/2025		G	V	3,442		⁽¹⁾	⁽¹⁾	Class A Common Stock	3,442	⁽¹⁾	6,245	I	Proportionate interest of RA HBB.L.P. held by a trust fbo the Reporting Person
Class B Common Stock	⁽¹⁾	12/05/2025		G			3,442	⁽¹⁾	⁽¹⁾	Class A Common Stock	3,442	⁽¹⁾	2,803	I	Proportionate interest of RA HBB.L.P. held by a trust fbo the Reporting Person

Explanation of Responses:

1. N/A

2. Reporting Person disclaims beneficial ownership of all such shares.

	/s/ Brent A. Ashley, attorney-in-fact	12/09/2025
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did the Hamilton Beach Brands (HBB) insider report on this Form 4?

The Form 4 reports indirect holdings and transfers of derivative positions in Class B Common Stock tied to Class A Common Stock of Hamilton Beach Brands Holding Co., with multiple transactions dated 12/05/2025 and coded as gifts.

What is the insider’s relationship to Hamilton Beach Brands (HBB)?

The reporting person is disclosed as a director of Hamilton Beach Brands Holding Co. and also checked the box for an "other" relationship, while all reported positions are held through indirect ownership structures.

Which types of securities are involved in this HBB Form 4 filing?

The transactions involve Class B Common Stock reported as derivative securities, each tied to specified amounts of Class A Common Stock, including blocks such as 2,800, 20,096, and 8,107 Class A shares.

How were the Hamilton Beach Brands (HBB) insider holdings structured?

The holdings are reported as indirect, including an individual retirement account for the benefit of the reporting person, a spouse’s proportionate interests in RA HBB, L.P., and several trusts for the benefit of the reporting person, the spouse, and children.

What do the transaction code "G" entries on 12/05/2025 mean for HBB?

Several transactions on 12/05/2025 are labeled with code "G", indicating gifts, and involve blocks of 3,442 and 6,885 derivative securities linked to Class A Common Stock, with updated indirect balances such as 143,623, 140,181, 27,793, 28,105, 6,245, and 2,803 following the transactions.

Does the reporting person claim full ownership of the HBB shares reported?

No. The filing states that the reporting person disclaims beneficial ownership of all such shares, even though the positions are reported as indirectly held through various accounts and trusts.