Hamilton Beach Brands Holding Company is soliciting proxies for its May 7, 2026 annual meeting, where stockholders will vote on electing twelve directors, approving on an advisory basis named executive officer compensation, and ratifying Ernst & Young LLP as independent auditor for 2026. The record date is March 9, 2026.
The company has a dual‑class structure with 9,991,276 Class A shares carrying one vote each and 3,585,995 Class B shares carrying ten votes each, voting together as a single class. The proxy describes a pay‑for‑performance program in which over 70% of CEO R. Scott Tidey’s 2025 target compensation of $3,467,190 was incentive-based, driven by metrics such as a 21.0% return on total capital employed, net sales of $630.4 million and operating profit of $47.3 million, resulting in a 93.3% payout under the annual bonus plan and 99.1% of target under the long‑term equity plan.
Hamilton Beach Brands Holding Company reported 2025 revenue of $606.9M, down 7.3% from 2024 as U.S. consumer demand softened while retailers reassessed inventory and new U.S. tariffs, partly offset by growth in Commercial and Health.
Gross margin slipped to 25.7% from 26.0%, mainly from a one-time incremental tariff cost of $5.3M that reduced margin by about 90 basis points. Operating profit was $36.6M (a 6.0% margin) versus $43.2M a year earlier.
Net income declined to $26.5M from $30.8M, with a higher effective tax rate of 25.8% versus 7.8% offsetting the prior year’s non‑recurring pension termination expense. Operating cash flow fell to $13.8M from $65.4M, largely due to higher working capital and lower payables. The company ended 2025 with $47.3M in cash, $50.0M drawn on its $125M revolving credit facility, and $73.8M of excess availability.
In 2025 it repurchased 506,925 shares for $9.0M and its board approved a new stock repurchase program authorizing up to $25M of Class A shares for 2026–2027.
Hamilton Beach Brands Holding Company filed an amendment to its quarterly report for the period ended March 31, 2025 to add omitted iXBRL data; the underlying financial results are unchanged.
For Q1 2025, revenue was $133.4 million versus $128.3 million a year earlier, and net income was $1.8 million compared with a $1.2 million loss. Gross margin improved to 24.6% from 23.4%, helped by favorable product mix and higher-margin HealthBeacon operations. Operating cash flow was $6.6 million, and the company repurchased 180,556 shares for $3.4 million while maintaining $50.0 million of borrowings on a $125.0 million revolving credit facility.
Hamilton Beach Brands Holding Company reported mixed fourth quarter and full year 2025 results shaped by tariff disruptions and a shifting business mix. In the fourth quarter, revenue was relatively flat at $212.9 million, while gross margin expanded to 28.3% and operating profit rose 8.0% to $25.4 million. However, diluted EPS declined to $1.38 from $1.75, mainly reflecting a less favorable tax comparison.
For full year 2025, revenue fell 7.3% to $606.9 million, operating profit declined to $36.6 million from $43.2 million, and diluted EPS eased to $1.95 from $2.20. Operating cash flow dropped to $13.8 million from $65.4 million, and year-end net debt stood at $2.7 million. Management cited a one-time incremental tariff cost of $5.3 million and weaker U.S. consumer demand, partially offset by growth in higher-margin Commercial and Health businesses.
Looking to 2026, the company expects revenue growth to approach mid-single digits, with gross margins similar to or slightly better than 2025. Operating profit is projected to decline by a low-teens percentage as Hamilton Beach increases advertising by about $6 million and records roughly $6 million of accelerated ERP depreciation. Cash flow from operating activities less investing cash outflows is targeted between $35 million and $45 million.
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.
Hamilton Beach Brands Holding Co President and CEO Scott Tidey reported equity award transactions in Class A Common Stock. He was awarded 65,785 shares at a price of $0.00 per share under the company’s Executive Long-Term Equity Incentive Compensation Plan.
To cover tax withholding on this award, he surrendered 5,571 shares back to the company at $19.40 per share in a mandatory cashless exercise arrangement. After these transactions, his directly held Class A shares totaled 202,982.
Hamilton Beach Brands Holding Company submitted a current report describing an investor presentation being given at the 2026 ICR Investor Conference. President and CEO R. Scott Tidey and Senior Vice President, CFO and Treasurer Sally M. Cunningham are presenting on behalf of the company, and the related investor deck is furnished as Exhibit 99.
The investor materials are provided under Regulation FD and are expressly described as “furnished” rather than “filed,” which limits their use in certain securities law contexts. The company also includes customary forward‑looking statement language, noting that projections and expectations are subject to risks such as global economic conditions, tariffs, supply chain challenges, consumer demand shifts, competitive pressures, regulatory changes, and other factors previously described in its Form 10‑K and Form 10‑Q filings.
Hamilton Beach Brands Holding Co. reported an insider equity award involving Class A Common Stock. On 01/02/2026, the reporting person’s spouse received 2,464 shares of Class A Common Stock, coded as an acquisition, as “Required Shares” under the company’s Non-Employee Directors’ Equity Compensation Plan. These shares are held indirectly in a trust where the spouse serves as trustee for the benefit of Alfred M. Rankin, Jr.
Following this transaction, indirect holdings reported include 366,417 shares in that trust, 14,160 shares in an individual retirement account for the spouse, 11,076 shares in a trust for the benefit of Bruce T. Rankin, and 69,872 shares in a trust for the benefit of the reporting person. The reporting person disclaims beneficial ownership of all such shares.
Hamilton Beach Brands Holding Co reported that one of its directors received an equity grant in the form of Class A common stock. On 01/02/2026, the reporting person acquired 1,839 shares of Class A common stock, coded as an acquisition under the company’s Non-Employee Directors' Equity Compensation Plan and described as “Required Shares.” These shares are held indirectly, with the reporting person serving as trustee of a trust for the benefit of Thomas T. Rankin, which now holds 188,707 Class A shares following this transaction.
The filing also lists additional indirect holdings of Class A common stock attributed to the reporting person through a spouse and several trusts for family members and an estate, with the reporting person disclaiming beneficial ownership of those shares. This Form 4 mainly documents routine director compensation delivered in stock rather than cash.