Rankin Lynne T Form 4 Hamilton Beach Brands Holding / Lynne T Rankin ownership change

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).

1. Name and Address of Reporting Person^*

Rankin Lynne T

(Last) (First) (Middle)

4421 WATERFRONT DRIVE

(Street)

GLEN ALLEN VA 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. Date of Earliest Transaction (Month/Day/Year)
08/10/2023

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

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
Class B Common Stock	(1)	08/10/2023		J(2)		18,256		(1)	(1)	Class A Common Stock	18,256	$0	18,256	I	Reporting Person serves as Trustee of Trust fbo Spouse(3)
Class B Common Stock	(1)	08/10/2023		J(4)		1,724		(1)	(1)	Class A Common Stock	1,724	$0	1,724	I	Reporting Person Serves as Trustee of Trust fbo of the Reporting Person
Class B Common Stock	(1)	08/10/2023		J(5)		4,889(6)		(1)	(1)	Class A Common Stock	4,889	$0	4,889	I	Reporting Person serves as Co-Trustee of Trust fbo child, Margaret P Rankin(3)
Class B Common Stock	(1)	08/10/2023		J(7)		7,341(6)		(1)	(1)	Class A Common Stock	7,341	$0	7,341	I	Reporting Person's Spouse serves as Co-Trustee of trust fbo nephew, William A Rankin(3)
Class B Common Stock	(1)	08/10/2023		J(8)		7,636(6)		(1)	(1)	Class A Common Stock	7,636	$0	7,636	I	Reporting Person's Spouse serves as Co-Trustee of trust fbo niece, Mary Marshall Rankin(3)
Class B Common Stock	(1)	08/10/2023		J(9)		4,504(6)		(1)	(1)	Class A Common Stock	4,504	$0	4,504	I	Spouse is Co-Trustee of Trust fbo James T Rankin, Jr..(3)

Explanation of Responses:

1. N/A

2. Pro rata distributions of Class B shares from Rankin Associates II, L.P. ("RA II") in the amount of 18,256 shares. The Reporting Person's spouse is the trustee of a trust that is a limited partner of RA II.

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

4. Pro rata distributions of Class B shares from RA II in the amount of 1,724 shares. The Reporting Person is the trustee of a trust that is a limited partner in RA II.

5. Pro rata distribution of Class B shares from RA II in the amount of 4,889 shares. The Reporting Person's Spouse is the co-trustee of a trust for the benefit of the Reporting Person's daughter that is a limited partner in RA II.

6. Holding amount corrects an amount that, due to administrative error, was previously overstated.

7. Pro rata distributions of Class B shares from RA II in the amount of 7,341 shares. The Reporting Person's Spouse is the co-trustee of a trust for the benefit of the Reporting Person's nephew that is a limited partner in RA II.

8. Pro rata distributions of Class B shares from RA II int he amount of 7,636 shares. The Reporting Person's Spouse is the co-trustee of a trust for the benefit of the reporting person's niece that is a limited partner in RA II.

9. Pro rata distribution of Class B shares from RA II in the amount of 4,504 shares. The Reporting Person spouse is the co-trustee of a trust for the benefit of the reporting person's son that is limited partnership in RA II.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Brent A. Ashley, attorney-in-fact	08/16/2023
	** 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).
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