Rankin Claiborne R Form 5 Hamilton Beach Brands Holding / CLAIBORNE R RANKIN ownership change

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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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OMB Number:			3235-0362
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hours per response:			1.0

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

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

RANKIN CLAIBORNE R

(Last)

(First)

(Middle)

4421 WATERFRONT DR.

(Street)

GLEN ALLEN

23060

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Hamilton Beach Brands Holding Co [ HBB ]

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

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2018

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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	11/08/2018		G	102	D	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class A Common Stock	11/08/2018		G	205	D	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class A Common Stock	11/08/2018		G	102	D	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class A Common Stock	11/08/2018		G	205	D	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class A Common Stock	11/08/2018		G	68	D	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class A Common Stock	11/08/2018		G	102	D	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class A Common Stock	11/08/2018		G	205	D	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class A Common Stock	11/08/2018		G	68	D	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class A Common Stock	11/08/2018		G	205	D	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class A Common Stock							2,360	I	Held in Trust fbo Reporting Person's Spouse⁽²⁾
Class A Common Stock							25	I	Proportionate general partnership interest in shares held by Rankin Associates IV, L.P.
Class A Common Stock							2,000	I	Proportionate general partnership interest shares held by Rankin Associates I, L.P.
Class A Common Stock							1,975	I	Proportionate interest in shares held by Rankin Management, Inc.
Class A Common Stock							18,312	I	Proportionate limited partnership interest in shares held by Rankin Associates I, L.P.
Class A Common Stock							85,056	I	Proportionate limited partnership interest in shares held by Rankin Associates IV, L.P.
Class A Common Stock							123,080	I	Reporting Person serves as Trustee of a Trust for the benefit of Clairborne R. Rankin⁽²⁾
Class A Common Stock							5,370	I	Reporting Person serves as Trustee of GST fbo Chloe R. Seelbach⁽²⁾
Class A Common Stock							5,370	I	Reporting Person serves as Trustee of GST fbo Clairborne R. Rankin Jr.⁽²⁾
Class A Common Stock							5,370	I	Reporting Person serves as Trustee of GST fbo Julia R. Kuipers
Class A Common Stock							2,116	I	Spouse's proportionate limited partnership interest in shares held by Rankin Associates II, L.P.⁽²⁾
Class A Common Stock							50,000	I	Spouse?s proportionate interest in shares held by Rankin Associates I, L.P.⁽²⁾

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)
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)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	⁽¹⁾	11/08/2018		G		205	⁽¹⁾	⁽¹⁾	Class A Common Stock	205	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class B Common Stock	⁽¹⁾	11/08/2018		G		102	⁽¹⁾	⁽¹⁾	Class A Common Stock	102	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class B Common Stock	⁽¹⁾	11/08/2018		G		205	⁽¹⁾	⁽¹⁾	Class A Common Stock	205	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class B Common Stock	⁽¹⁾	11/08/2018		G		68	⁽¹⁾	⁽¹⁾	Class A Common Stock	68	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class B Common Stock	⁽¹⁾	11/08/2018		G		102	⁽¹⁾	⁽¹⁾	Class A Common Stock	102	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class B Common Stock	⁽¹⁾	11/08/2018		G		205	⁽¹⁾	⁽¹⁾	Class A Common Stock	205	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class B Common Stock	⁽¹⁾	11/08/2018		G		68	⁽¹⁾	⁽¹⁾	Class A Common Stock	68	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class B Common Stock	⁽¹⁾	11/08/2018		G		205	⁽¹⁾	⁽¹⁾	Class A Common Stock	205	$0⁽¹⁾	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class B Common Stock	⁽¹⁾	11/08/2018		G		102	⁽¹⁾	⁽¹⁾	Class A Common Stock	102	$0	35,628	I	Proportionate limited partnership interest in shares held by Rankin Associates II, L.P.
Class B Common Stock	⁽¹⁾						⁽¹⁾	⁽¹⁾	Class A Common Stock	2,360		2,360	I	Held in Trust fbo Reporting Person's Spouse⁽²⁾
Class B Common Stock	⁽¹⁾						⁽¹⁾	⁽¹⁾	Class A Common Stock	25		25	I	Proportionate general partnership interest in shares held by Rankin Associates IV, L.P.
Class B Common Stock	⁽¹⁾						⁽¹⁾	⁽¹⁾	Class A Common Stock	2,000		2,000	I	Proportionate general partnership interest shares held by Rankin Associates I, L.P.
Class B Common Stock	⁽¹⁾						⁽¹⁾	⁽¹⁾	Class A Common Stock	1,975		1,975	I	Proportionate interest in shares held by Rankin Management, Inc.
Class B Common Stock	⁽¹⁾						⁽¹⁾	⁽¹⁾	Class A Common Stock	18,312		18,312	I	Proportionate limited partnership interest in shares held by Rankin Associates I, L.P.
Class B Common Stock	⁽¹⁾						⁽¹⁾	⁽¹⁾	Class A Common Stock	85,056		85,056	I	Proportionate limited partnership interest in shares held by Rankin Associates IV, L.P.
Class B Common Stock	⁽¹⁾						⁽¹⁾	⁽¹⁾	Class A Common Stock	123,080		123,080	I	Reporting Person serves as Trustee of a Trust for the benefit of Clairborne R. Rankin⁽²⁾
Class B Common Stock	⁽¹⁾						⁽¹⁾	⁽¹⁾	Class A Common Stock	5,370		5,370	I	Reporting Person serves as Trustee of GST fbo Chloe R. Seelbach⁽²⁾
Class B Common Stock	⁽¹⁾						⁽¹⁾	⁽¹⁾	Class A Common Stock	5,370		5,370	I	Reporting Person serves as Trustee of GST fbo Clairborne R. Rankin, Jr.⁽²⁾
Class B Common Stock	⁽¹⁾						⁽¹⁾	⁽¹⁾	Class A Common Stock	5,370		5,370	I	Reporting Person serves as Trustee of GST fbo Julia R. Kuipers
Class B Common Stock	⁽¹⁾						⁽¹⁾	⁽¹⁾	Class A Common Stock	2,116		2,116	I	Spouse's proportionate limited partnership interest in shares held by Rankin Associates II, L.P.⁽²⁾
Class B Common Stock	⁽¹⁾						⁽¹⁾	⁽¹⁾	Class A Common Stock	50,000		50,000	I	Spouse?s proportionate interest in shares held by Rankin Associates I, L.P.⁽²⁾

Explanation of Responses:

1. N/A

2. Reporting Person disclaims beneficial ownership of all such shares.

	/s/ Derek R. Redmond, attorney-in-fact	02/08/2019
	** 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.

Rankin Claiborne R Form 5Hamilton Beach Brands Holding / CLAIBORNE R RANKIN ownership change