Sec Form 4 Filing - RANKIN ROGER F @ Hamilton Beach Brands Holding Co

Insider filing report for Changes in Beneficial Ownership

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FORM 4

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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person

RANKIN ROGER F

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

(Last)

(First)

(Middle)

4421 WATERFRONT DRIVE

3. Date of Earliest Transaction (MM/DD/YY)
07/10/2023

(Street)

GLEN ALLEN, VA23060

4. If Amendment, Date Original Filed (MM/DD/YY)

6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

**Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned**
1.Title of Security (Instr. 3)	2. Transaction Date (MM/DD/YY)	2A. Deemed Execution Date, if any (MM/DD/YY)	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 (MM/DD/YY)	2A. Deemed Execution Date, if any (MM/DD/YY)	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)
Class A Common Stock	07/10/2023		J^{( 1 )}		10,640	A	$ 0	10,640	I	Reporting Person Serves as Trustee of Trusts fbo the Estate of Alfred M. Rankin, Sr. ^{( 2 )}
Class A Common Stock	07/10/2023		J^{( 1 )}		19,200	A	$ 0	19,200	I	Reporting Person serves as Trustee of Trusts for the benefit of each of grantor's grandchildren ^{( 2 )}
Class A Common Stock								780	I	Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Anne F. Rankin ^{( 2 )}
Class A Common Stock								780	I	Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Elisabeth M. Rankin ^{( 2 )}
Class A Common Stock								5,067	I	Spouse is Co-Trustee for the benefit of Reporting Person's daughter ^{( 2 )}
Class A Common Stock								8,841	I	Spouse is Co-Trustee for the benefit of Reporting Person's daughter ^{( 2 )}
Class A Common Stock								13,226	I	Spouse serves as Trustee of a Trust for the benefit of Alison Rankin ^{( 2 )}
Class A Common Stock								400	I	Reporting Person serves as Trustee for the benefit of A. Farnham Rankin ^{( 2 )}
Class A Common Stock								400	I	Reporting Person serves as Trustee for the benefit of Elisabeth M. Rankin ^{( 2 )}
Class A Common Stock								214,032	I	Reporting Person serves as Trustee of a Trust for the benefit of Roger F. Rankin

**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 (MM/DD/YY)	3A. Deemed Execution Date, if any (MM/DD/YY)	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 (MM/DD/YY)		7. Title and Amount of Underlying Securities (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)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (MM/DD/YY)	3A. Deemed Execution Date, if any (MM/DD/YY)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	^{( 3 )}							^{( 3 )}	^{( 3 )}	Class A Common Stock	20,096		20,096	I	Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Anne F. Rankin ^{( 2 )}
Class B Common Stock	^{( 3 )}							^{( 3 )}	^{( 3 )}	Class A Common Stock	20,096		20,096	I	Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Elisabeth M. Rankin ^{( 2 )}
Class B Common Stock	^{( 3 )}							^{( 3 )}	^{( 3 )}	Class A Common Stock	18,861		18,861	I	Reporting Person serves as Trustee of BTR 2012 GST for the benefit of A. Farnham Rankin ^{( 2 )}
Class B Common Stock	^{( 3 )}							^{( 3 )}	^{( 3 )}	Class A Common Stock	18,861		18,861	I	Reporting Person serves as Trustee of BTR 2012 GST for the benefit of Elisabeth M. Rankin ^{( 2 )}
Class B Common Stock	^{( 3 )}							^{( 3 )}	^{( 3 )}	Class A Common Stock	63,315		63,315	I	Spouse's proportionate limited partnership interest in shares held by Rankin Associates II, L.P ^{( 2 )}
Class B Common Stock	^{( 3 )}							^{( 3 )}	^{( 3 )}	Class A Common Stock	4,000		4,000	I	Proportionate general partnership interest shares held by Rankin Associates I, L.P
Class B Common Stock	^{( 3 )}							^{( 3 )}	^{( 3 )}	Class A Common Stock	3,950		3,950	I	Proportionate interest in shares held by Rankin Management, Inc. as general partner
Class B Common Stock	^{( 3 )}	08/10/2023		J^{( 4 )}		50		^{( 3 )}	^{( 3 )}	Class A Common Stock	50	$ 0	183,449	I	Reporting Person serves as Trustee of a Trust for the benefit of Roger F. Rankin ^{( 2 )}
Class B Common Stock	^{( 3 )}	08/10/2023		J^{( 4 )}		5,617		^{( 3 )}	^{( 3 )}	Class A Common Stock	5,617	$ 0	189,066	I	Reporting Person serves as Trustee of a Trust for the benefit of Roger F. Rankin ^{( 2 )}
Class B Common Stock	^{( 3 )}	08/10/2023		J^{( 5 )}		170,113		^{( 3 )}	^{( 3 )}	Class A Common Stock	170,113	$ 0	170,113	I	Spouse serves as Trustee of a Trust for the benefit of Alison Rankin ^{( 2 )}
Class B Common Stock	^{( 3 )}	08/10/2023		J^{( 5 )}		151,006		^{( 3 )}	^{( 3 )}	Class A Common Stock	151,006	$ 0	321,119	I	Spouse serves as Trustee of a Trust for the benefit of Alison Rankin ^{( 2 )}
Class B Common Stock	^{( 3 )}	08/10/2023		J^{( 6 )}		44,100		^{( 3 )}	^{( 3 )}	Class A Common Stock	44,100	$ 0	44,100	I	Spouse is Trustee for the benefit of Reporting Person's daughter ^{( 2 )}
Class B Common Stock	^{( 3 )}	08/10/2023		J^{( 5 )}		63,315		^{( 3 )}	^{( 3 )}	Class A Common Stock	63,315	$ 0	384,434	I	Spouse serves as Trustee of a Trust for the benefit of Alison Rankin ^{( 2 )}
Class B Common Stock	^{( 3 )}	08/10/2023		J^{( 4 )}		4,000		^{( 3 )}	^{( 3 )}	Class A Common Stock	4,000	$ 0	193,066	I	Reporting Person serves as Trustee of a Trust for the benefit of Roger F. Rankin ^{( 2 )}
Class B Common Stock	^{( 3 )}	08/10/2023		J^{( 7 )}		40,325		^{( 3 )}	^{( 3 )}	Class A Common Stock	40,325	$ 0	40,325	I	Spouse is Trustee of trust for the benefit of Reporting Person's daughter ^{( 2 )}

**Reporting Owners**
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
RANKIN ROGER F 4421 WATERFRONT DRIVE GLEN ALLEN, VA23060				Member of a Group

**Signatures**
/s/ Brent A. Ashley, attorney-in-fact		08/15/2023
Signature of Reporting Person		Date

Explanation of Responses:

( 1 )The Trustee of the Applicable Trusts has been changed.
( 2 )Reporting Person disclaims beneficial ownership of all such shares.
( 3 )N/A
( 4 )Pro rata distributions of Class B shares from Ranking Associates I, L.P. ("RA I") and Rankin Associates IV, L.P. ("RA IV") in the amounts of 9,617 shares (of which 4,000 shares represent a proportionate general partnership interest and 5,617 shares represent a proportionate limited partnership interest) and 50 shares, respectively. The Reporting Person is the trustee of a trust that is a general partner and a limited partner in RA I and a general partner in RA IV.
( 5 )Pro rata distributions of Class B shares from RA I, RA IV in the amounts of 151,006 shares 63,315 shares, and 170,113 shares, respectively. The Reporting Person's spouse is the trustee of trusts that are limited partners in each of RA I and RA IV.
( 6 )Pro rata distributions of Class B shares from RA II in the amount of 44,100 shares. The Reporting Person's spouse is the trustee of trusts for the benefit of the Reporting Person's daughter that is a limited partner in RA II.
( 7 )Pro rata distributions of Class B shares from RA II in the amount of 40,325 shares. The Reporting Person's spouse is the trustee of trusts for the benefit of the Reporting Person's daughter that is a limited partner in RA II.

Remarks:
Exhibit 24.1 - Power of Attorney

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.

Sec Form 4 Filing - RANKIN ROGER F @ Hamilton Beach Brands Holding Co - 2023-07-10