Form 4: Rankin Reports 707-Share Award, 36,139 Total NC Class A Shares

Rhea-AI Filing Summary

NACCO Industries insider Matthew M. Rankin reported multiple changes in beneficial ownership on Form 4. The report shows a 10/01/2025 grant of 707 Class A shares awarded as "Required Shares" under the company Non-Employee Directors' Equity Compensation Plan, increasing his reported beneficial holdings to 36,139 Class A shares held indirectly through trusts and partnerships. The filing also records a 500-share disposal and various indirect interests held by spouse, trusts for minor children, and Rankin Associates II, L.P., with multiple entries where Rankin disclaims beneficial ownership of shares owned by other parties to a 1990 Stockholders' Agreement.

Positive

• 707 Class A shares awarded to Reporting Person as required director equity compensation
• Total beneficial holdings reported at 36,139 Class A shares following the transaction
• Disclosure of complex ownership (trusts, spouse, partnership) increases transparency

Negative

• 500 Class A shares disposed (reported as a sale/disposition)
• Many shares are disclaimed under the 1990 Stockholders' Agreement, limiting direct claim to some holdings

Insights

Corporate Governance Analyst

Director received equity as compensation and maintains substantial indirect holdings via trusts and a partnership.

The Form 4 documents a routine director equity award of 707 Class A shares on 10/01/2025 and shows Rankin's complex ownership structure: indirect holdings through trusts, spousal interests, minor-child trusts, and Rankin Associates II, L.P. Several entries explicitly note disclaimers of beneficial ownership where shares are held by other signatories to a 1990 Stockholders' Agreement.

This matters because the filing clarifies that while Rankin exercises influence as a director and group member, many shares are held indirectly or disclaimed, affecting the precise measure of his direct economic control.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

RANKIN MATTHEW M

(Last) (First) (Middle)

NACCO INDUSTRIES, INC.

22901 MILLCREEK BLVD., SUITE 600

(Street)

CLEVELAND OH 44122

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NACCO INDUSTRIES INC [ NC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Member of a group

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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	10/01/2025		A(1)		707	A	(2)	36,139	I	By Trust(3)
Class A Common Stock								722	I	By Spouse(4)
Class A Common Stock(5)								2,058	I	By RAII/Spouse(6)
Class A Common Stock								645	I	Trust/Child1(7)
Class A Common Stock								4,384	I	Trust/RAII/Child1(8)
Class A Common Stock(5)								500	D
Class A Common Stock(5)								7,637	I	By RAII(9)
Class A Common Stock								563	I	Trust/Child2(7)
Class A Common Stock								4,236	I	Trust/RAII/Child2(8)

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

2. N/A

3. Held through a trust for the benefit of Reporting Person.

4. Held by Spouse. Reporting Person disclaims beneficial ownership of all such shares.

5. As a member of a "group" deemed to own more than 10% of an equity security as a result of being a party to a Stockholders' Agreement, dated as of March 15, 1990, beneficially owned by each of the signatories to such agreement (the "Agreement"), the Reporting Person disclaims beneficial ownership of any such shares of Stock owned by any other signatory to the Agreement.

6. Represents the Reporting Person's spouse's proportionate limited partnership interests in shares held by Rankin Associates II, L. P. Reporting Person disclaims beneficial ownership of all such shares.

7. Held by Trust for Reporting Person's minor child. Reporting Person and Reporting Person's brother, James T. Rankin are co-trustees of the trust. Reporting Person disclaims beneficial ownership of all such shares.

8. Shares represent the Reporting Person's minor child's proportionate limited interests in shares held by Rankin Associates II, L.P. Shares held by Reporting Person as co-trustee with PNC Bank. Reporting Person disclaims beneficial ownership of all such shares.

9. Represents the Reporting Person's proportionate limited partnership interests in shares held by Rankin Associates II, L.P .

	/s/ Matthew J. Dilluvio, attorney-in-fact	10/02/2025
	** 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 transaction did Matthew M. Rankin report on Form 4 for NACCO (NC)?

The Form 4 reports a 10/01/2025 award of 707 Class A shares as required director equity compensation and a 500-share disposal.

How many Class A shares does Rankin report beneficially owning after the transaction?

The filing lists 36,139 Class A shares as beneficially owned following the reported transactions.

Are Rankin's holdings direct or indirect according to the filing?

Most holdings are reported as indirect, held through trusts, spouse interests, and Rankin Associates II, L.P.; several entries note disclaimers of beneficial ownership.

Was the Form 4 filed jointly or by a single reporting person?

The Form 4 indicates it was filed by one reporting person.

Who signed the Form 4 and when was it signed?

The form was signed by Matthew J. Dilluvio, attorney-in-fact on 10/02/2025.