Hamilton Beach holder reports Class B share gifts

Hamilton Beach Brands Holding Co associated holder RANKIN CLAIBORNE R JR reported indirect, non‑cash transfers of Class B Common Stock classified as bona fide gifts.

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Form Type

Rhea-AI Filing Summary

Hamilton Beach Brands Holding Co associated holder RANKIN CLAIBORNE R JR reported indirect, non‑cash transfers of Class B Common Stock classified as bona fide gifts. The filing shows four gift transactions totaling 7,637 derivative-equivalent shares at $0.00 per share, all through limited partnership and trust interests.

The interests are held via RA HBB, L.P. and related trusts for the benefit of the reporting person and children, and the reporting person disclaims beneficial ownership of all such shares. These are not open‑market purchases or sales, but estate or family planning–type transfers.

Insider Trade Summary

7,637 shares gifted

Gift 4 txns

Insider RANKIN CLAIBORNE R JR

Role Insider

Type	Security	Shares	Price	Value
Gift	Class B Common Stock	2,515	$0.00	$0.00
Gift	Class B Common Stock	1,171	$0.00	$0.00
Gift	Class B Common Stock	1,976	$0.00	$0.00
Gift	Class B Common Stock	1,975	$0.00	$0.00

Holdings After Transaction: Class B Common Stock — 28,542 contracts (Indirect, Proportionate interest in shares of RA HBB, L.P. held by a Trust fbo Reporting Person); Class B Common Stock — 15,715 contracts (Indirect, Proportionate LP interest of RA HBB, L.P. held by a Trust for the benefit of child)

Footnotes (2)

F1. N/A
F2. Reporting Person disclaims beneficial ownership of all such shares.

Key Figures

Gifted shares (transaction 1): 1,975 shares Gifted shares (transaction 2): 1,976 shares Gifted shares (transaction 3): 1,171 shares +5 more

8 metrics

Gifted shares (transaction 1) 1,975 shares Class B Common Stock gifted on 2026-05-29

Gifted shares (transaction 2) 1,976 shares Class B Common Stock gifted on 2026-05-29

Gifted shares (transaction 3) 1,171 shares Class B Common Stock gifted on 2026-05-29

Gifted shares (transaction 4) 2,515 shares Class B Common Stock gifted on 2026-05-29

Total gifted shares 7,637 shares Sum of four G-code gift transactions

Indirect holdings after gift (trust for child) 7,869 shares Class B Common Stock via RA HBB, L.P. interest

Indirect holdings after gift (trust for child, second entry) 7,846 shares Class B Common Stock via RA HBB, L.P. interest

Indirect holdings after gift (trust for reporting person) 29,713 shares Class B Common Stock via RA HBB, L.P. interest

Key Terms

bona fide gift, Class B Common Stock, indirect ownership, beneficial ownership, +1 more

5 terms

bona fide gift financial

"transaction_code_description": "Bona fide gift""

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

Class B Common Stock financial

"security_title": "Class B Common Stock""

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

indirect ownership financial

"ownership_type": "indirect""

beneficial ownership financial

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

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

limited partnership interest financial

"Proportionate LP interest of RA HBB, L.P. held by a Trust"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did the HBB reporting person disclose in this Form 4?

The filing discloses four indirect transfers of Hamilton Beach Brands (HBB) Class B Common Stock, all categorized as bona fide gifts. These gifts involve partnership and trust interests rather than open-market trades, and the reporting person disclaims beneficial ownership of the related shares.

How many Hamilton Beach (HBB) shares were gifted in this Form 4?

The Form 4 shows gifts totaling 7,637 derivative-equivalent shares of HBB Class B Common Stock. Individual transactions cover 1,975 shares, 1,976 shares, 1,171 shares, and 2,515 shares, all at a stated price of $0.00 per share as non-cash transfers.

Were the HBB Form 4 transactions open-market buys or sells?

No, the transactions are not open-market buys or sells. Each is coded as a G transaction, described as a bona fide gift, with a transaction price of $0.00 per share. They represent transfers through partnership and trust interests, not trading activity on an exchange.

How are the Hamilton Beach (HBB) shares held after these gifts?

After the gifts, indirect holdings reported include 7,869 and 7,846 shares in one trust-related interest and 28,542 and 29,713 shares in another. These positions reflect proportionate interests in RA HBB, L.P. and related trusts, rather than directly held common stock.

Does the HBB reporting person claim beneficial ownership of these shares?

The filing states that the reporting person disclaims beneficial ownership of all such shares. This means the interests are attributed to entities such as RA HBB, L.P. and related trusts, and the individual does not assert direct beneficial ownership despite being associated with these holdings.

What is the significance of transaction code G in this HBB Form 4?

Transaction code G identifies each transfer as a bona fide gift rather than a sale or purchase. In this HBB Form 4, all four transactions use code G, indicating non-cash, gift-type dispositions of indirect interests in Class B Common Stock through partnership and trust structures.

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Accepted by SEC EDGAR 06/02/2026 - 06:31 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^*

RANKIN CLAIBORNE R JR

(Last)

(First)

(Middle)

4421 WATERFRONT DR.

(Street)

GLEN ALLEN

VIRGINIA

23060

(City)

(State)

(Zip)

UNITED STATES

(Country)

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
Officer (give title below)	X	Other (specify below)
		Member of a Group

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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⁾	05/29/2026		G	V	2,515		⁽¹⁾	⁽¹⁾	Class A Common Stock	2,515	⁽¹⁾	29,713	I	Proportionate interest in shares of RA HBB, L.P. held by a Trust fbo Reporting Person
Class B Common Stock	⁽¹⁾	05/29/2026		G			1,171	⁽¹⁾	⁽¹⁾	Class A Common Stock	1,171	⁽¹⁾	28,542	I	Proportionate interest in shares of RA HBB, L.P. held by a Trust fbo Reporting Person
Class B Common Stock	⁽¹⁾	05/29/2026		G	V	1,976		⁽¹⁾	⁽¹⁾	Class A Common Stock	1,976	⁽¹⁾	7,846	I	Proportionate LP interest of RA HBB, L.P. held by a Trust for the benefit of child⁽²⁾
Class B Common Stock	⁽¹⁾	05/29/2026		G	V	1,975		⁽¹⁾	⁽¹⁾	Class A Common Stock	1,975	⁽¹⁾	7,869	I	Proportionate LP interest of RA HBB, L.P. held by a Trust for the benefit of child⁽²⁾

Explanation of Responses:

1. N/A

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

	/s/ Brent A. Ashley, attorney-in-fact	06/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR