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

Rhea-AI Filing Summary

JPMorgan Chase Financial Company LLC is marketing Auto-Callable Contingent Interest Notes linked to the MerQube US Tech+ Vol Advantage Index and guaranteed by JPMorgan Chase & Co. The notes mature on 1 Aug 2030, but may be automatically called as early as the fourth quarterly review date (28 Jul 2026) if the Index closes at or above its Initial Value. Each $1,000 note will pay a Contingent Interest Payment of at least $24.375 per quarter (≥9.75% p.a.) for any review date on which the Index closes at or above the Interest Barrier (50% of the Initial Value). If automatically called, investors receive $1,000 plus the applicable interest payment and no further coupons.

At maturity, if not previously called: (1) investors receive $1,000 plus the final coupon if the Index is ≥50% of its Initial Value, or (2) suffer 1:1 downside exposure below the 50% Trigger Value, risking loss of all principal.
The preliminary estimated value is $902.90 (minimum $900) per $1,000 note, reflecting structuring and distribution costs that depress initial fair value relative to price to public.

Key structural features

• Issuer / Guarantor: JPMorgan Chase Financial Company LLC / JPMorgan Chase & Co.
• Contingent Interest Rate: ≥9.75% p.a., paid quarterly when Index ≥ Interest Barrier.
• Automatic Call: Quarterly, beginning 28 Jul 2026, if Index ≥ Initial Value.
• Trigger & Barrier: 50% of Initial Value.
• Underlying Index mechanics: Dynamic exposure (0-500%) to QQQ Fund, target 35% volatility, 6.0% p.a. daily deduction plus SOFR+0.50% notional financing drag.
• Minimum denomination: $1,000.
• CUSIP: 48136FBP6.

Risk highlights

• No principal protection; investors can lose >50% or even all invested capital if the Index falls below the Trigger on the final review date.
• No guaranteed coupons; payments cease in any quarter the Index closes < Barrier.
• The Index’s daily 6% deduction and financing cost create a material performance drag that may lower coupon prospects and increase principal risk.
• Notes are unsecured, unsubordinated obligations subject to JPMorgan credit risk.
• Limited liquidity; not exchange-listed and secondary market depends on JPMS bid.
• Estimated value < price to public; investors pay an initial premium of roughly 9.7%.

These notes offer elevated income potential and a 50% downside buffer but embed significant market, structural and credit risks that investors must weigh against conventional fixed-income or equity alternatives.

Positive

• High contingent coupon of at least 9.75% per annum, well above current investment-grade bond yields.
• 50% Trigger/Barrier provides a sizable buffer before principal loss or missed interest.
• Automatic call feature offers potential early exit with full principal plus coupon if the Index performs.
• Full guarantee by JPMorgan Chase & Co., a globally significant bank holding an A-range credit rating.

Negative

• No principal protection; investors participate 1:1 in losses below the 50% Trigger, risking total loss.
• 6% per annum daily deduction and financing drag materially erode Index returns, reducing coupon probability.
• Limited liquidity; notes are not exchange-listed and resale depends on JPMS, likely at a discount.
• Estimated value (~$902.90) is about 9.7% below the $1,000 purchase price, reflecting embedded costs.
• Index employs leverage up to 500%, increasing volatility and likelihood of Barrier breaches.
• Credit risk of issuer and guarantor; repayment depends on JPMorgan’s solvency.

Insights

Structured Products Analyst

TL;DR Attractive 9.75%+ coupon with 50% buffer, but high drag and principal risk make overall profile speculative.

The proposed structure targets yield-seeking investors comfortable with contingent cash flows and significant downside. A 50% Trigger/Barrier is generous relative to typical 30-40% levels, yet the Index’s 6% daily fee and leveraged exposure mean breaching that level is plausible in stress scenarios. Automatic call after year one limits upside and reinvestment risk arises if rates fall. Pricing at ~90% of par illustrates embedded costs; secondary liquidity will likely price below 95 in early trading. From a portfolio view, the note acts as a high-beta, credit-linked income instrument rather than a true income substitute. I view the terms as neutral overall—competitive within the structured note landscape but not compelling enough to offset structural drags for most investors.

Risk Analyst

TL;DR Significant hidden leverage, 6% fee drag and unsecured status tilt risk-reward negative despite headline yield.

The Index’s dynamic leverage up to 5× amplifies drawdown probability; combined with the 6% deduction and SOFR financing, net performance must exceed roughly 8% annually just to keep pace with zero. Historical back-tests are limited (Index live only since 2021) and rely on hindsight. Coupon dependency on the Barrier heightens cash-flow uncertainty. Credit exposure to JPMorgan is investment-grade, but in systemic stress both issuer credit spreads and tech equity volatility could spike simultaneously, producing correlated losses. Liquidity risk is non-trivial given the absence of listing and issuer’s wide bid-offer. I assign a negative impact rating for conservative investors, though opportunistic accounts may tolerate these risks.

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^*

Batcheler Colleen

(Last) (First) (Middle)

5875 LANDERBROOK DR, SUITE 300

(Street)

CLEVELAND 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)

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

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	5,853	I	Shares held in trust for benefit of Reporting Person

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

	/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 is the minimum annual coupon on the JPMorgan Auto-Callable Notes?

The notes pay a minimum 9.75% per annum contingent coupon (≥2.4375% quarterly) when the Index closes at or above the 50% Interest Barrier.

When can the notes be automatically called?

Beginning 28 Jul 2026 and on each subsequent quarterly review date (except the final one) the notes are called if the Index ≥ Initial Value.

How much principal protection do investors have?

Protection is limited. If the Final Value falls below 50% of the Initial Value, investors lose principal on a 1:1 basis and could lose it all.

How does the 6% daily deduction affect returns?

The deduction acts as a continuous fee, reducing positive returns and magnifying losses, so the Index must outperform by more than 6% yearly just to stay flat.

Are the notes insured or secured in any way?

No. They are unsecured, unsubordinated obligations of JPMorgan Chase Financial Company LLC, guaranteed by JPMorgan Chase & Co., and are not FDIC-insured.

Why is the estimated value below the $1,000 issue price?

The $902.90 estimate nets out selling commissions, hedging costs and JPMS’s projected profits, indicating an initial about 9.7% premium paid by investors.