[Form 4] Hyster-Yale, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Citigroup Global Markets Holdings Inc. is issuing $1.781 million of Buffered Digital S&P 500 Index-Linked Notes maturing 12 Aug 2026. The notes are unsecured senior obligations, fully and unconditionally guaranteed by Citigroup Inc.

• Upside profile: If on the 10 Aug 2026 determination date the S&P 500 (“SPX”) closes at or above 90 % of the initial level 6,204.95, holders receive a fixed threshold settlement amount of $1,096.60 per $1,000 note (a 9.66 % gross return).
• Downside profile: Below the 90 % “threshold level” the note pays $1,000 minus 1.1111 % per 1 % decline beyond the 10 % buffer, exposing investors to up to 100 % loss of principal.
• The notes pay no interim coupons or dividends and are not redeemable before maturity.
• Liquidity/valuation: No exchange listing; secondary market, if any, will be made only by CGMI at its discretion. The estimated value at pricing is $996.80, below the $1,000 issue price, reflecting structuring and hedging costs.
• Key dates: Trade 30 Jun 2025; settlement 8 Jul 2025; maturity 12 Aug 2026.
• Risk factors: credit risk of Citigroup entities, capped upside, potential large losses, tax uncertainty, and limited liquidity. Comprehensive risk disclosure spans pages PS-7 to PS-10.

The instrument suits investors with a moderately bullish to range-bound view on the S&P 500 over 13 months, a willingness to forgo dividends and uncapped upside, and the ability to hold to maturity.

Positive

• 9.66 % contingent fixed return if SPX remains above 90 % of initial level, exceeding current short-term Treasury yields.
• 10 % downside buffer provides limited protection against moderate market declines.
• Full and unconditional guarantee by Citigroup Inc. adds an additional credit backstop compared with non-guaranteed issuers.

Negative

• Capped upside; any SPX gain above 9.66 % is forfeited, causing under-performance versus direct index exposure.
• No coupons or dividends over life of note—investors sacrifice dividend yield (~1.3 % annually).
• Enhanced downside participation of 1.1111× after buffer; sizable losses in market drawdowns.
• Estimated issue value ($996.80) below price highlights embedded costs and negative carry.
• Illiquid secondary market; CGMI sole dealer and may withdraw quotes, forcing hold-to-maturity posture.
• Tax and regulatory uncertainty around prepaid forward classification and potential Section 871(m) exposure.

Insights

Structured-Products Analyst

TL;DR: 9.66 % capped upside with 10 % buffer; investors assume equity and credit risk plus liquidity constraints.

Citigroup’s buffered digital note converts equity exposure into a binary payoff: either a 9.66 % gross gain or a linear loss beyond a 10 % buffer. The structure embeds a short call and long put spread, costing roughly 32 bp (issue-price premium over model value). Given the S&P 500’s annualized volatility (~18 %), probability analysis implies ~66-70 % chance the index stays above the 90 % barrier at expiry—translating to an expected return close to the risk-free rate after adjusting for lost dividends (~1.5 %-1.8 %) and credit spread. For portfolio construction, the note may replace part of a cash-equity sleeve for clients seeking downside buffer, but the capped upside and illiquidity make it unsuitable for alpha-seeking mandates. From Citigroup’s perspective, the $1.8 m issuance is immaterial, serving mainly as fee and hedging flow.

Risk Analyst

TL;DR: Downside accelerates at 1.11× after 10 % drop; no floor—principal can be wiped out.

The note’s risk/return is asymmetric. A 20 % SPX decline would cut principal by ~11.1 %, 30 % by ~22.2 % and a 50 % crash by ~55.6 %. Volatility spikes or dividend payouts (foregone here) diminish break-even probability. Credit exposure to Citigroup (S&P A, outlook stable) adds spread risk; CDS markets price ~55-60 bp for 1-year senior debt. Liquidity is a key operational risk: CGMI may quote only discounted bid levels, especially under stress. Tax treatment is “pre-paid forward” but unconfirmed—investors face audit challenge potential. Overall, risk profile is elevated relative to conventional notes; impact on Citigroup is neutral, but suitability must be carefully matched to investor objectives.

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 CHLOE O

(Last) (First) (Middle)

5875 LANDERBROOK DRIVE

(Street)

MAYFIELD HEIGHTS OH 44124

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HYSTER-YALE, INC. [ HY ]

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

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025

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	07/01/2025		A(1)		948	A	$0	242,282	I	spouse serves as Trustee of a Trust for the benefit of Claiborne R. Rankin(2)
Class A Common Stock								10,738	I	Spouse serves as Trustee of Trusts for the benefit of the Estate of Alfred M. Rankin Sr.
Class A Common Stock								6,957	I	serves as Trustee of a Trust for the benefit of Chloe O. Rankin
Class A Common Stock								188	I	Spouse serves as trustee of GSTs for the benefit of Julia Kuipers(2)

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
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	56,991		56,991	I	spouse's proportionate interest in shares held by RAII(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	100,000		100,000	I	proportionate LP interest in shares held by RA1
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	3,956		3,956	I	proportionate limited partnership interests in shares held by Rankin Associates II, L.P
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	377		377	I	Proportionate interests held in shares in Rankin Associates V
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	635		635	I	Proportionate interest in shares held by Rankin Associates VI
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	168,945		168,945	I	Spouse's proportionate limited partnership interest held in shares in RA IV(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	20,159		20,159	I	Spouse is Trustee of BTR 2020 GST trust fbo Chloe Seelbach(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	50		50	I	spouses proportionate GP interest in shares of RA IV(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	40,624		40,624	I	spouse proportionate limited partnership interest in shares held by RA I LP(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	1,165		1,165	I	proportionate limited partnership interest in shares held by Rankin Associates IV, L.P(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	155		155	I	Spouse's Interest in Shares held by Rankin Associates V(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	292		292	I	Spouse's proportionate interest in shares held in Rankin Associates VI(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	20,159		20,159	I	Spouse is Trustee of BTR 2020 GST trust fbo Clay Rankin Jr(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	3,950		3,950	I	spouse's proportionate interest in shares held by Rankin Management, Inc. ("RMI)(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	80		80	I	Spouse's interest in shares held by RA5 held by Rankin Management(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	100		100	I	Spouse's interest in shares held by RA6 held by Rankin Management(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	30,552		30,552	I	spouse serves as Trustee of a Trust for the benefit of Claiborne R. Rankin(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	54,030		54,030	I	Spouse serves as trustee of GSTs for the benefit of Chloe R. Seelbach(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	54,030		54,030	I	Spouse serves as trustee of GSTs for the benefit of Claiborne Rankin Jr.(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	54,030		54,030	I	Spouse serves as trustee of GSTs for the benefit of Julia Kuipers(2)
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	20,160		20,160	I	Spouse is Trustee of BTR 2020 GST trust fbo Julia Kuipers(2)

Explanation of Responses:

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

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

3. N/A

	/s/ Suzanne S. Taylor, attorney-in-fact	07/01/2025
	** 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 return will C investors receive if the S&P 500 is flat at maturity?

If the index closes at or above 90 % of 6,204.95, investors receive the threshold settlement amount of $1,096.60 per $1,000 note (9.66 % gain).

How much principal is at risk on Citigroup’s Buffered Digital Notes?

Principal loss begins when the index falls more than 10 %; beyond that, holders lose 1.1111 % per additional 1 % decline, up to total loss.

Do the notes pay any interest or dividends before maturity?

No. The notes are zero-coupon and investors forego all S&P 500 dividends during the 13-month term.

Can I sell the notes before August 2026?

Possibly, but no exchange listing exists; any sale depends on CGMI’s discretionary secondary market and may be at significant discount.

Why is the estimated value ($996.80) lower than the $1,000 issue price?

The difference reflects Citigroup’s structuring, hedging costs and underwriting profit embedded in the product.