Hamilton Beach Brands Holding Form 4 / CLARA R WILLIAMS 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^*

WILLIAMS CLARA R

(Last)

(First)

(Middle)

4421 WATERFRONT DRIVE

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2024

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)	Code	V	(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⁾	03/12/2024		J⁽²⁾	V	20,096		⁽¹⁾	⁽¹⁾	Class A Common Stock	20,096	$0	20,096	I	Proportionate interest of RA HBB, L.P. held by BTR 2020 GST fbo Clara R. Williams.
Class B Common Stock	⁽¹⁾	03/12/2024		J⁽³⁾	V	60,254		⁽¹⁾	⁽¹⁾	Class A Common Stock	60,254	$0	60,254	I	Proportionate interest of RA HBB, L.P. held by HRB 2020 GST fbo Clara R. Butler⁽⁴⁾
Class B Common Stock	⁽¹⁾	03/12/2024		J⁽³⁾	V	60,254		⁽¹⁾	⁽¹⁾	Class A Common Stock	60,254	$0	60,254	I	Proportionate interest of RA HBB, L.P. held by HRB 2020 GST fbo Griffin B. Butler⁽⁴⁾
Class B Common Stock	⁽¹⁾	03/12/2024		J⁽⁵⁾	V	60,254		⁽¹⁾	⁽¹⁾	Class A Common Stock	60,254	$0	60,254	I	Spouse?s proportionate interest of RA HBB, L.P. held by CRW2020 GST fbo Margo JV Williams⁽⁴⁾
Class B Common Stock	⁽¹⁾	03/12/2024		J⁽⁵⁾	V	60,254		⁽¹⁾	⁽¹⁾	Class A Common Stock	60,254	$0	60,254	I	Spouse?s proportionate interest of RA HBB, L.P. held by CRW 2020 GST fbo Helen C Williams⁽⁴⁾
Class B Common Stock	⁽¹⁾	03/12/2024		J⁽⁶⁾	V	137,378		⁽¹⁾	⁽¹⁾	Class A Common Stock	137,378	$0	137,378	I	Proportionate Interest of RA HBB, L.P. held by a Trust fbo Reporting Person
Class B Common Stock	⁽¹⁾	03/12/2024		J⁽⁷⁾	V	13,273		⁽¹⁾	⁽¹⁾	Class A Common Stock	13,273	$0	13,273	I	Proportionate interest of RA HBB, L.P. held by a Trust fbo Reporting Person?s Spouse⁽⁴⁾
Class B Common Stock	⁽¹⁾	03/12/2024		J⁽⁸⁾	V	21,900		⁽¹⁾	⁽¹⁾	Class A Common Stock	21,900	$0	21,900	I	Spouse?s proportionate interest of RA HBB, L.P.held by Trust fbo Reporting Person's child⁽⁴⁾
Class B Common Stock	⁽¹⁾	03/12/2024		J⁽⁸⁾	V	19,150		⁽¹⁾	⁽¹⁾	Class A Common Stock	19,150	$0	19,150	I	Spouse?s proportionate interest of RA HBB, L.P.held by Trust fbo Reporting Person's child⁽⁴⁾

Explanation of Responses:

1. N/A

2. Contribution of Class B shares to Rankin Associates HBB, L.P. ("RA HBB"). The Reporting Person is the trustee of the BTR 2020 GST for the benefit of the Reporting Person that is a limited partner of RA HBB.

3. Contributions of Class B shares to RA HBB. The Reporting Person is the trustee of certain trusts that are limited partners of RA HBB.

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

5. Contributions of Class B shares to RA HBB. The Reporting Person's spouse is the trustee of the CRW 2020 GST trusts for the benefit of their minor children that are limited partners of RA HBB.

6. Contribution of Class B shares to RA HBB. The Reporting Person is the trustee of a trust for the benefit of the Reporting Person that is a limited partner of RA HBB.

7. Contribution of Class B shares to RA HBB. The Reporting Person's spouse is the trustee of a trust for the benefit of the Reporting Person's spouse that is a limited partner of RA HBB.

8. Contributions of Class B shares to RA HBB. The Reporting Person's spouse is the trustee of certain trusts for the benefit of their minor children that are limited partners of RA HBB.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Brent A. Ashley, attorney-in-fact	03/12/2024
	** 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.

Hamilton Beach Brands Holding (HBB) Form 4Hamilton Beach Brands Holding / CLARA R WILLIAMS ownership change