Statement of Changes in Beneficial Ownership (4)
January 26 2021 - 2:11PM
Edgar (US Regulatory)
FORM 4
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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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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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1. Name and Address of Reporting Person
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BUTLER HELEN RANKIN |
2. Issuer Name and Ticker or Trading Symbol
Hamilton Beach Brands Holding Co
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HBB
]
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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 |
(Last)
(First)
(Middle)
4421 WATERFRONT DR. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/22/2021 |
(Street)
GLEN ALLEN, VA 23060
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 1/22/2021 | | P | | 6161 | A | $11.534 (1) | 26161 | I | Proportionate limited partnership interest in shares held by Rankin Associates I, L.P. |
Class A Common Stock | 1/22/2021 | | P | | 702 | A | $11.534 (2) | 42529 | I | Proportionate limited partnership interests in shares held by Rankin Associates IV, L.P. |
Class A Common Stock | 1/22/2021 | | P | | 668 | A | $11.534 (3) | 668 | I | Reporting Person serves as the Trustee of BTR 2020 GST Trust for the benefit of the Reporting Person |
Class A Common Stock | 1/22/2021 | | P | | 2191 | A | $11.534 (4) | 2859 | I | Reporting Person serves as the Trustee of BTR 2020 GST Trust for the benefit of the Reporting Person |
Class A Common Stock | 1/22/2021 | | P | | 5968 | A | $11.534 (5) | 8827 | I | Reporting Person serves as the Trustee of BTR 2020 GST Trust for the benefit of the Reporting Person |
Class A Common Stock | | | | | | | | 9052 | I | Child's proportionate limited partnership interest in shares held by Rankin Associates II, L.P. (6) |
Class A Common Stock | | | | | | | | 9208 | I | Child's proportionate limited partnership interest in shares held by Rankin Associates II, L.P. (6) |
Class A Common Stock | | | | | | | | 77289 | I | Held in Trust for the benefit of Reporting Person |
Class A Common Stock | | | | | | | | 4083 | I | Held in Trust for the benefit of Reporting Person's minor child (6) |
Class A Common Stock | | | | | | | | 3927 | I | Held in Trust for the benefit of Reporting Person's minor child (6) |
Class A Common Stock | | | | | | | | 79916 | I | Held in Trust for the benefit of Spouse (6) |
Class A Common Stock | | | | | | | | 2800 | I | Individual Retirement Account for the benefit of Spouse (6) |
Class A Common Stock | | | | | | | | 0 | I | Proportionate limited partnership interest in shares held by Rankin Associates II, L.P. |
Class A Common Stock | | | | | | | | 4054 | I | Reporting Person serves as Trustee of JCB 2020 GST for the benefit of Clara R. Butler |
Class A Common Stock | | | | | | | | 4055 | I | Reporting Person serves as Trustee of JCB 2020 GST for the benefit of Griffin B. Butler |
Class A Common Stock | | | | | | | | 0 | I | Spouse's proportionate limited partnership interest in shares held by Rankin Associates II, L.P. (6) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 | (7) | 1/22/2021 | | P | | 6161 | | (7) | (7) | Class A Common Stock | 6161 | $11.534 (1) | 26161 | I | Proportionate limited partnership interest in shares held by Rankin Associates I, L.P. |
Class B Common Stock | (7) | 1/22/2021 | | P | | 702 | | (7) | (7) | Class A Common Stock | 702 | $11.534 (2) | 42529 | I | Proportionate limited partnership interest in shares held by Rankin Associates IV, L.P. |
Class B Common Stock | (7) | 1/22/2021 | | P | | 668 | | (7) | (7) | Class A Common Stock | 668 | $11.534 (3) | 668 | I | Reporting Person serves as the Trustee of BTR 2020 GST Trust for the benefit of the Reporting Person |
Class B Common Stock | (7) | 1/22/2021 | | P | | 2191 | | (7) | (7) | Class A Common Stock | 2191 | $11.534 (4) | 2859 | I | Reporting Person serves as the Trustee of BTR 2020 GST Trust for the benefit of the Reporting Person |
Class B Common Stock | (7) | 1/22/2021 | | P | | 5967 | | (7) | (7) | Class A Common Stock | 5967 | $11.534 (5) | 8826 | I | Reporting Person serves as the Trustee of BTR 2020 GST Trust for the benefit of the Reporting Person |
Class B Common Stock | (7) | | | | | | | (7) | (7) | Class A Common Stock | 9208 | | 9208 | I | Child's proportionate limited partnership interest in shares held by Rankin Associates II, L.P. (6) |
Class B Common Stock | (7) | | | | | | | (7) | (7) | Class A Common Stock | 9052 | | 9052 | I | Child's proportionate limited partnership interest in shares held by Rankin Associates II, L.P. (6) |
Class B Common Stock | (7) | | | | | | | (7) | (7) | Class A Common Stock | 77289 | | 77289 | I | Held in Trust for the benefit of Reporting Person |
Class B Common Stock | (7) | | | | | | | (7) | (7) | Class A Common Stock | 3927 | | 3927 | I | Held in trust for the benefit of Reporting Person's minor child (6) |
Class B Common Stock | (7) | | | | | | | (7) | (7) | Class A Common Stock | 4083 | | 4083 | I | Held in trust for the benefit of Reporting Person's minor child (6) |
Class B Common Stock | (7) | | | | | | | (7) | (7) | Class A Common Stock | 63638 | | 63638 | I | Held in Trust for the benefit of Spouse (6) |
Class B Common Stock | (7) | | | | | | | (7) | (7) | Class A Common Stock | 2800 | | 2800 | I | Individual Retirement Account for the benefit of Spouse (6) |
Class B Common Stock | (7) | | | | | | | (7) | (7) | Class A Common Stock | 0 | | 0 | I | Proportionate limited partnership interest in shares held by Rankin Associates II, L.P. |
Class B Common Stock | (7) | | | | | | | (7) | (7) | Class A Common Stock | 4054 | | 4054 | I | Reporting Person serves as Trustee of JCB 2020 GST for the benefit of Clara R. Butler |
Class B Common Stock | (7) | | | | | | | (7) | (7) | Class A Common Stock | 4055 | | 4055 | I | Reporting Person serves as Trustee of JCB 2020 GST for the benefit of Griffin B. Butler |
Class B Common Stock | (7) | | | | | | | (7) | (7) | Class A Common Stock | 0 | | 0 | I | Spouse's proportionate limited partnership interest in shares held by Rankin Associates II, L.P. (6) |
Explanation of Responses: |
(1) | The shares conveyed in this transaction are part of a group of shares conveyed in exchange for a promissory note in the principal amount of $919,615.17 plus interest which will accrue at a rate of 0.52% per annum, the principal amount of which indebtedness will be due and owing on January 21, 2030 and the accrued interest will be due and owing annually during the term. These transactions were executed as part of multi-generational estate planning by and among by members of the Rankin family. |
(2) | The shares conveyed in this transaction are part of a group of shares conveyed in exchange for a promissory note in the principal amount of $104,771.62 plus interest which will accrue at a rate of 0.52% per annum, the principal amount of which indebtedness will be due and owing on January 21, 2030 and the accrued interest will be due and owing annually during the term. These transactions were executed as part of multi-generational estate planning by and among by members of the Rankin family. |
(3) | The shares conveyed in this transaction are part of a group of shares conveyed in exchange for a promissory note in the principal amount of $99,671.39 plus interest which will accrue at a rate of 0.52% per annum, the principal amount of which indebtedness will be due and owing on January 21, 2030 and the accrued interest will be due and owing annually during the term. These transactions were executed as part of multi-generational estate planning by and among by members of the Rankin family. |
(4) | The shares conveyed in this transaction are part of a group of shares conveyed in exchange for a promissory note in the principal amount of $327,007.89 plus interest which will accrue at a rate of 0.52% per annum, the principal amount of which indebtedness will be due and owing on January 21, 2030 and the accrued interest will be due and owing annually during the term. These transactions were executed as part of multi-generational estate planning by and among by members of the Rankin family. |
(5) | The shares conveyed in this transaction are part of a group of shares conveyed in exchange for a promissory note in the principal amount of $890,720.11 plus interest which will accrue at a rate of 0.52% per annum, the principal amount of which indebtedness will be due and owing on January 21, 2030 and the accrued interest will be due and owing annually during the term. These transactions were executed as part of multi-generational estate planning by and among by members of the Rankin family. |
(6) | Reporting Person disclaims beneficial ownership of all such shares. |
(7) | N/A |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
BUTLER HELEN RANKIN 4421 WATERFRONT DR. GLEN ALLEN, VA 23060 |
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| Member of a Group |
Signatures
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/s/ Derek R. Redmond, attorney-in-fact | | 1/26/2021 |
**Signature of Reporting Person | Date |
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