Equity award and tax withholding reported by HBB (NYSE: HBB) SVP, GC

Rhea-AI Filing Summary

Hamilton Beach Brands Holding Co SVP and General Counsel Andrew C. Carington reported equity compensation-related transactions in Class A Common Stock. He received a grant of 6,954 shares at $0.00 per share under the company’s Executive Long-Term Equity Incentive Compensation Plan. On the same date, 1,238 shares at $19.40 per share were surrendered back to the company to satisfy tax withholding obligations on this award, leaving Carington with 5,716 shares of Class A Common Stock held directly after these transactions.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Carington Andrew C.

Role SVP, GC

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	6,954	$0.00	--
Tax Withholding	Class A Common Stock	1,238	$19.40	$24K

Holdings After Transaction: Class A Common Stock — 6,954 shares (Direct)

Footnotes (1)

1. Shares of Class A Common Stock awarded to the Reporting Person under the Company's Executive Long-Term Equity Incentive Compensation Plan. Mandatory Cashless-Exercise-Award shares that Reporting Person surrendered to the Company in order to satisfy Reporting Person's tax withholding obligations with respect to Shares of Class A Common Stock awarded under the Company's Executive Long-Term Equity Incentive Compensation Plan.

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
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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^*

Carington Andrew C.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, GC

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		A(1)		6,954	A	$0	6,954	D
Class A Common Stock	02/20/2026		F(2)		1,238	D	$19.4	5,716	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 under the Company's Executive Long-Term Equity Incentive Compensation Plan.

2. Mandatory Cashless-Exercise-Award shares that Reporting Person surrendered to the Company in order to satisfy Reporting Person's tax withholding obligations with respect to Shares of Class A Common Stock awarded under the Company's Executive Long-Term Equity Incentive Compensation Plan.

	/s/ Brent A. Ashley, attorney-in-fact	02/24/2026
	** 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 insider transactions did HBB executive Andrew C. Carington report?

Andrew C. Carington reported an equity award and related tax withholding in Hamilton Beach Brands Class A Common Stock. He received 6,954 shares, then surrendered 1,238 shares to cover taxes, ending with 5,716 shares held directly after the transactions.

Was the HBB Form 4 transaction a stock purchase or equity award?

The Hamilton Beach Brands Form 4 shows an equity award, not an open-market stock purchase. Carington received 6,954 Class A Common Stock shares as a grant under the Executive Long-Term Equity Incentive Compensation Plan at a price of $0.00 per share.

Why did Andrew C. Carington surrender HBB shares in this Form 4 filing?

Carington surrendered 1,238 Hamilton Beach Brands Class A shares to the company for tax withholding. The Form 4 notes these were Mandatory Cashless-Exercise-Award shares used to satisfy his tax obligations related to the equity award he received the same day.

How many Hamilton Beach Brands shares does Carington hold after this Form 4?

After the reported transactions, Carington directly holds 5,716 shares of Hamilton Beach Brands Class A Common Stock. This reflects the initial award of 6,954 shares minus 1,238 shares surrendered back to the company for tax withholding obligations on the grant.

What compensation plan governed the HBB shares granted to Carington?

The shares were granted under Hamilton Beach Brands’ Executive Long-Term Equity Incentive Compensation Plan. The Form 4 footnotes state that 6,954 Class A Common Stock shares were awarded to Carington pursuant to this plan, with some shares surrendered for related tax withholding.