Executive at NACCO (NYSE: NC) granted 1,870 shares, surrenders 296 for taxes

Rhea-AI Filing Summary

NACCO Industries senior vice president of finance and treasurer Thomas A. Maxwell reported equity compensation activity in Class A common stock. He received a grant of 1,870 shares under the Executive Long-Term Incentive Compensation Plan and separately disposed of 296 shares through a tax-withholding surrender to the company, ending with 7,729 directly held shares.

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

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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).

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^*

Maxwell Thomas A

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP Finance and Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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	02/17/2026		A(1)		1,870	A	(2)	8,025	D
Class A Common Stock	02/17/2026		F(3)		296	D	(2)	7,729	D

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 under the Company's Executive Long-Term Incentive Compensation Plan.

2. N/A

3. Cashless Exercise-Award shares that Reporting Person surrendered to Company in order to satisfy his/her tax withholding obligations with respect to his/her Long-Term Incentive Plan Stock Award.

	/s/ Matthew J. Dilluvio, attorney-in-fact	02/18/2026
	** 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).
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FAQ

What insider transactions did NACCO Industries (NC) report for Thomas A. Maxwell?

Thomas A. Maxwell reported an equity grant and a related tax-withholding share surrender. He received 1,870 Class A common shares under NACCO’s Executive Long-Term Incentive Compensation Plan and surrendered 296 shares back to the company to cover tax obligations on the award.

Was the NACCO Industries (NC) insider transaction a purchase or a grant?

The transaction was a stock grant, not an open-market purchase. Thomas A. Maxwell received 1,870 Class A common shares as an award under the Executive Long-Term Incentive Compensation Plan, with no price per share reported and no cash paid in the market.

Why did Thomas A. Maxwell dispose of 296 NACCO Industries (NC) shares?

He disposed of 296 shares to satisfy tax withholding obligations on his long-term incentive stock award. This was a cashless tax-withholding disposition, where award shares are surrendered back to the company instead of paying taxes in cash on the granted shares.

How many NACCO Industries (NC) shares does Thomas A. Maxwell hold after these transactions?

After the award and tax-withholding disposition, Thomas A. Maxwell directly holds 7,729 Class A common shares. This figure reflects the 1,870-share grant and the 296-share surrender, as reported in the filing’s post-transaction ownership column for his direct holdings.

What compensation plan was used for the NACCO Industries (NC) share grant to Thomas A. Maxwell?

The 1,870-share award was made under NACCO Industries’ Executive Long-Term Incentive Compensation Plan. This plan grants Class A common stock to executives as part of long-term compensation, with associated tax obligations handled partly through share surrender transactions.