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NACCO (NYSE: NC) expands board to 12 with Patrick Burns

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

NACCO Industries, Inc. (NC) reported that its Board of Directors appointed Patrick J. Burns as an independent director, effective August 19, 2026. In connection with his appointment, the Board size was increased from 11 to 12 members.

Burns has more than thirty years of executive experience, including serving as Chief Executive Officer of Precision Fabrics Group, Inc. from 2022 to July 2026 and previously as President and Chief Executive Officer of AGY Holdings Corp. He has also held senior roles in finance, business development, investor relations, sales and marketing at several industrial and technology companies. The Board determined that he qualifies as an independent director under New York Stock Exchange standards, SEC rules and the company’s governance guidelines, and he will receive the company’s standard non-employee director compensation.

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Filing Explained

The filing states that Patrick J. Burns’s election was not covered by any arrangement or understanding with another person and that no transaction between him and the company required disclosure under Item 404(a); it adds no disclosed election or conflict terms beyond the appointment mechanics.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Board size after appointment 12 directors Board size increased from 11 to 12 members in connection with Patrick J. Burns’ appointment
Board size before appointment 11 directors Number of NACCO Industries Board members prior to adding Patrick J. Burns
Effective date of appointment August 19, 2026 Date on which Patrick J. Burns’ service as an independent director became effective
CEO tenure at Precision Fabrics Group 2022 to July 2026 Period during which Patrick J. Burns served as Chief Executive Officer of Precision Fabrics Group, Inc.
Years of experience over thirty years Patrick J. Burns’ experience in financial and business development leadership roles
independent director regulatory
"has appointed Patrick J. Burns as an independent director, effective August 19, 2026"
An independent director is a member of a company's board of directors who is not involved in the company's day-to-day operations and has no significant relationships with the company that could influence their judgment. Their role is to provide unbiased oversight and ensure the company is managed in the best interests of all shareholders. This helps build trust and confidence among investors by promoting transparency and accountability.
corporate governance guidelines regulatory
"and the Company’s corporate governance guidelines"
A company’s corporate governance guidelines are a set of written rules and practices that explain how its board and executives make decisions, oversee risks, and hold themselves accountable—think of them as the organization’s playbook for fair and responsible leadership. Investors care because these guidelines shape how transparent decision-making is, reduce the chance of surprises or conflicts, and influence long‑term stability and trust, much like house rules keep a household running smoothly.
Regulation S-K regulatory
"require disclosure under Item 404(a) of Regulation S-K"
A set of U.S. Securities and Exchange Commission rules that tell public companies which narrative and qualitative details must be disclosed in filings, such as risk factors, management discussion, executive pay, legal proceedings and business description. Think of it as a standardized checklist or blueprint that ensures investors get the same types of background information from every company so they can compare risks, management quality and strategy before making investment decisions.
non-employee directors regulatory
"standard compensation program for non-employee directors"
Non-employee directors are board members who do not work for the company as salaried employees and usually do not hold day-to-day management roles. They act like outside referees or independent coaches, providing oversight, asking tough questions, and protecting shareholders’ interests; investors care because these directors help ensure management is accountable, reduce conflicts of interest, and influence decisions that affect company strategy and long-term value.
Item 404(a) regulatory
"require disclosure under Item 404(a) of Regulation S-K"

FAQ

What board change did NACCO Industries (NC) announce on August 19, 2026?

NACCO Industries announced the appointment of Patrick J. Burns as an independent director, effective August 19, 2026, and increased its Board size from 11 to 12 members to accommodate his addition.

Who is Patrick J. Burns, the new independent director of NACCO Industries (NC)?

Patrick J. Burns is an executive with over thirty years of leadership experience, including CEO roles at Precision Fabrics Group, Inc. and AGY Holdings Corp., and prior senior positions in finance and business development at several industrial and technology companies.

Is Patrick J. Burns considered independent under NYSE and SEC rules for NACCO Industries (NC)?

Yes. NACCO’s Board determined that Patrick J. Burns qualifies as an independent director under New York Stock Exchange listing standards, applicable SEC rules and regulations, and the company’s own corporate governance guidelines.

How will Patrick J. Burns be compensated as a director of NACCO Industries (NC)?

Patrick J. Burns will participate in NACCO’s standard compensation program for non-employee directors, as described in the company’s 2026 Proxy Statement for its Annual Meeting of Shareholders filed on March 31, 2026.

Did NACCO Industries (NC) issue a press release about Patrick J. Burns’ appointment?

Yes. NACCO Industries issued a press release announcing Patrick J. Burns’ appointment to the Board, which is attached as Exhibit 99.1 and incorporated by reference in the Form 8-K.

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0000789933falseChicago Stock Exchange, Inc.00007899332026-08-192026-08-190000789933exch:XNYS2026-08-192026-08-190000789933exch:XCHI2026-08-192026-08-19


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

 _______________________________________________________________________________________________________________________________________________________________________________________________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):August 19, 2026
NACCO INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Delaware1-917234-1505819
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)
22901 Millcreek Blvd.
Suite 600
Cleveland, Ohio44122
(Address of principal executive offices)(Zip code)
(440)229-5151
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act
Title of each class
Trading Symbol
Name of each exchange on which registered
Class A Common Stock, $1 par value per shareNCNew York Stock Exchange
Class A Common Stock, $1 par value per shareNCNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):
Emerging growth company       
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     



Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective August 19, 2026, Mr. Patrick J. Burns was appointed to the Board of Directors (the “Board”) of NACCO Industries, Inc. (the “Company”). In connection with the appointment of Mr. Burns, the size of the Board was increased from 11 to 12 members.

Mr. Burns served as the Chief Executive Officer of Precision Fabrics Group, Inc. (“Precision Fabrics”) from 2022 to July 2026. Prior to rejoining Precision Fabrics in 2022, Mr. Burns served in various leadership roles with the company from 1998 to 2014, including as Co-Chief Executive Officer and Chief Financial Officer. From 2014 to 2022, Mr. Burns served as the Chief Executive Officer of AGY Holdings Corp., a global leader in high performance glass fiber materials. Mr. Burns has over thirty years of experience in financial and business development leadership roles. The Board believes the Company will benefit from his extensive financial and senior executive experience.

The Board has determined that Mr. Burns qualifies as an “independent director” under the applicable listing standards of the New York Stock Exchange, the rules and regulations of the Securities and Exchange Commission (“SEC”) and the Company’s corporate governance guidelines.

Mr. Burns will participate in the Company’s standard compensation program for non-employee directors as described in the Company’s Proxy Statement for the 2026 Annual Meeting of Shareholders, filed with the SEC on March 31, 2026.

There are no arrangements or understandings between Mr. Burns and any other persons pursuant to which he was elected as a director. There are no transactions between Mr. Burns and the Company that would require disclosure under Item 404(a) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.

A copy of the Company's press release announcing the appointment of Mr. Burns to the Board is attached as Exhibit 99.1 and incorporated herein by reference.

(d) Exhibits
99.1
NACCO Industries Appoints Patrick J. Burns to Board of Directors
104Cover Page Interactive Data File (embedded within the Inline XBRL document)





SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:August 19, 2026NACCO INDUSTRIES, INC.
By:/s/ Elizabeth I. Loveman
Elizabeth I. Loveman
Senior Vice President and Controller



Exhibit 99.1

naccoindnew2025logoregistea.jpg                                                 
NEWS RELEASE22901 Millcreek Boulevard • Suite 600 • Cleveland, Ohio 44122
Tel. (440) 229-5151
FOR FURTHER INFORMATION, CONTACT:
Christina KmetkoFor Immediate Release
(440) 229-5130Wednesday, August 19, 2026
NACCO INDUSTRIES
APPOINTS PATRICK J. BURNS TO BOARD OF DIRECTORS

Cleveland, Ohio, August 19, 2026 – NACCO Industries® (NYSE: NC) announced today that its Board of Directors has appointed Patrick J. Burns as an independent director, effective August 19, 2026.

Mr. Burns brings more than three decades of executive leadership to NACCO’s Board, including service as a chief executive officer, chief financial officer and board member, with experience in financial management and strategic planning across manufacturing and industrial businesses. Over his career, Mr. Burns has led public and private businesses through growth initiatives, strategic development and operational transformation.

Mr. Burns served as Chief Executive Officer of Precision Fabrics Group, Inc., a leading manufacturer of engineered materials and technical fabrics, from 2022 to July 2026. He was formerly President and Chief Executive Officer of AGY Holdings Corp., a global manufacturer of high-performance glass fiber materials. Before joining AGY in 2014, he held several executive leadership positions at Precision Fabrics, including Co-Chief Executive Officer and Chief Financial Officer.

Earlier in his career, Mr. Burns held leadership positions in finance, business development, investor relations, sales and marketing with Lear Corporation, Masland Corporation, International Business Machines Corporation (IBM) and Wachovia Corporation.

"Pat brings a unique combination of executive leadership, financial expertise and board experience developed over a distinguished career spanning multiple industrial and manufacturing businesses,” said General John P. Jumper, Chairman of the Board of NACCO Industries. “His experience as both a chief executive officer and chief financial officer, together with his strategic perspective and experience serving on boards, will be a valuable complement to the skills and experience represented on our Board. We are pleased to welcome Pat to NACCO Industries."

Mr. Burns holds a Bachelor of Arts degree in Economics from Vanderbilt University and is an honors graduate of the Master of Business Administration program at the University of North Carolina at Chapel Hill.


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About NACCO Industries
NACCO Industries® brings natural resources to life by delivering aggregates, minerals, reliable fuels and environmental solutions through its robust portfolio of NACCO Natural Resources® businesses. Learn more about our companies at nacco.com, or get investor information at ir.nacco.com.

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Filing Exhibits & Attachments

5 documents