Filing Details

Accession Number:
0001193125-24-034469
Form Type:
13D Filing
Publication Date:
2024-02-12 19:00:00
Filed By:
Rankin Alfred M Et Al
Company:
Hyster-Yale Inc. (NYSE:HY)
Filing Date:
2024-02-13
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Alfred M. Rankin, Jr 65,058 2,878,366 65,058 2,878,366 2,943,424 84.83%
Roger F. Rankin 51,136 2,878,366 51,136 2,878,366 2,929,502 84.43%
Claiborne R. Rankin 30,552 2,878,366 30,552 2,878,366 2,908,918 83.83%
Alison A. Rankin 0 0 0 2,929,502 2,929,502 84.43%
Chloe O. Rankin 0 0 0 2,908,918 2,908,918 83.83%
Corbin K. Rankin 0 0 0 2,878,366 2,878,366 82.95%
Filing

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Schedule 13D/A

Under the Securities Exchange Act of 1934

(Amendment No. 11)

 

 

Hyster-Yale Materials Handling, Inc.

(Name of Issuer)

Class B Common Stock, par value $0.01 per share

(Title of Class of Securities)

499172204

(CUSIP Number)

Alfred M. Rankin, Jr.

5875 Landerbrook Drive, Suite 300

Cleveland, Ohio 44124-4017

(440) 449-9600

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

February 2024

(Date of Event Which Requires Filing of This Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 


 1   

 NAME OF REPORTING PERSONS

 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

 Alfred M. Rankin, Jr.

 2  

 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 (a) ☐  (b) ☒

 

 3  

 SEC USE ONLY

 

 4  

 SOURCE OF FUNDS*

 

 OO See Item 3

 5  

 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

 

 ☐

 6  

 CITIZENSHIP OR PLACE OF ORGANIZATION

 

 USA

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

    7    

 SOLE VOTING POWER

 

 65,058

    8   

 SHARED VOTING POWER

 

 2,878,366

    9   

 SOLE DISPOSITIVE POWER

 

 65,058

   10   

 SHARED DISPOSITIVE POWER

 

 2,878,366

11   

 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 2,943,424

12  

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

 

 ☐

13  

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 84.83%

14  

 TYPE OF REPORTING PERSON*IN

 

 IN

 

- 2 -


 1   

 NAME OF REPORTING PERSONS

 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

 Roger F. Rankin

 2  

 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 (a) ☐  (b) ☒

 

 3  

 SEC USE ONLY

 

 4  

 SOURCE OF FUNDS*

 

 OO See Item 3

 5  

 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

 

 ☐

 6  

 CITIZENSHIP OR PLACE OF ORGANIZATION

 

 USA

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

    7    

 SOLE VOTING POWER

 

 51,136

    8   

 SHARED VOTING POWER

 

 2,878,366

    9   

 SOLE DISPOSITIVE POWER

 

 51,136

   10   

 SHARED DISPOSITIVE POWER

 

 2,878,366

11   

 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 2,929,502

12  

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

 

 ☐

13  

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 84.43%

14  

 TYPE OF REPORTING PERSON*IN

 

 IN

 

- 3 -


 1   

 NAME OF REPORTING PERSONS

 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

 Claiborne R. Rankin

 2  

 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 (a) ☐  (b) ☒

 

 3  

 SEC USE ONLY

 

 4  

 SOURCE OF FUNDS*

 

 OO See Item 3

 5  

 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

 

 ☐

 6  

 CITIZENSHIP OR PLACE OF ORGANIZATION

 

 USA

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

    7    

 SOLE VOTING POWER

 

 30,552

    8   

 SHARED VOTING POWER

 

 2,878,366

    9   

 SOLE DISPOSITIVE POWER

 

 30,552

   10   

 SHARED DISPOSITIVE POWER

 

 2,878,366

11   

 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 2,908,918

12  

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

 

 ☐

13  

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 83.83%

14  

 TYPE OF REPORTING PERSON*IN

 

 IN

 

- 4 -


 1   

 NAME OF REPORTING PERSONS

 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

 Alison A. Rankin

 2  

 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 (a) ☐  (b) ☒

 

 3  

 SEC USE ONLY

 

 4  

 SOURCE OF FUNDS*

 

 OO See Item 3

 5  

 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

 

 ☐

 6  

 CITIZENSHIP OR PLACE OF ORGANIZATION

 

 USA

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

    7    

 SOLE VOTING POWER

 

 0

    8   

 SHARED VOTING POWER

 

 0

    9   

 SOLE DISPOSITIVE POWER

 

 0

   10   

 SHARED DISPOSITIVE POWER

 

 2,929,502

11   

 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 2,929,502

12  

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

 

 ☐

13  

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 84.43%

14  

 TYPE OF REPORTING PERSON*IN

 

 IN

 

- 5 -


 1   

 NAME OF REPORTING PERSONS

 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

 Chloe O. Rankin

 2  

 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 (a) ☐  (b) ☒

 

 3  

 SEC USE ONLY

 

 4  

 SOURCE OF FUNDS*

 

 OO See Item 3

 5  

 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

 

 ☐

 6  

 CITIZENSHIP OR PLACE OF ORGANIZATION

 

 USA

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

    7    

 SOLE VOTING POWER

 

 0

    8   

 SHARED VOTING POWER

 

 0

    9   

 SOLE DISPOSITIVE POWER

 

 0

   10   

 SHARED DISPOSITIVE POWER

 

 2,908,918

11   

 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 2,908,918

12  

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

 

 ☐

13  

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 83.83%

14  

 TYPE OF REPORTING PERSON*

 

 IN

 

- 6 -


 1   

 NAME OF REPORTING PERSONS

 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

 Corbin K. Rankin

 2  

 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 (a) ☐  (b) ☒

 

 3  

 SEC USE ONLY

 

 4  

 SOURCE OF FUNDS*

 

 OO See Item 3

 5  

 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

 

 ☐

 6  

 CITIZENSHIP OR PLACE OF ORGANIZATION

 

 USA

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

    7    

 SOLE VOTING POWER

 

 0

    8   

 SHARED VOTING POWER

 

 0

    9   

 SOLE DISPOSITIVE POWER

 

 0

   10   

 SHARED DISPOSITIVE POWER

 

 2,878,366

11   

 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 2,878,366

12  

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

 

 ☐

13  

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 82.95%

14  

 TYPE OF REPORTING PERSON*IN

 

 IN

 

- 7 -


Part II to Schedule 13D/A

This Amendment No. 11 to Schedule 13D (this Amendment No. 11) is hereby filed to update and supplement certain information with respect to beneficial ownership of shares of Class B Common Stock of Hyster-Yale Materials Handling, Inc. (the Issuer) held by Rankin Associates IV, L.P., a Delaware limited partnership, that appeared in the Schedule 13D filed by the Reporting Persons on February 14, 2013 (the Initial Filing), as amended by Amendment No. 1 filed on February 14, 2014 (Amendment No. 1), as further amended by Amendment No. 2 filed on February 17, 2015 (Amendment No. 2), as further amended by Amendment No. 3 filed on February 16, 2016 (Amendment No. 3), as further amended by Amendment No. 4 filed on February 14, 2017 (Amendment No. 4), as further amended by Amendment No. 5 filed on February 14, 2018 (Amendment No. 5), as further amended by Amendment No. 6 filed on February 14, 2019 (Amendment No. 6), as further amended by Amendment No. 7 filed on February 13, 2020 (Amendment No. 7), as further amended by Amendment No. 8 filed on February 12, 2021 (Amendment No. 8), as further amended by Amendment No. 9 filed on February 14, 2022 (Amendment No. 9) and as further amended by Amendment No. 10 filed on February 14, 2023 (collectively with the Initial Filing, Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8 and Amendment No. 9, the Filings). This Amendment No. 11 (a) updates certain information with respect to certain Reporting Persons under the Filings and (b) reflects the acquisition and/or disposition of shares of Class B Common by certain Reporting Persons. Capitalized terms used herein but not defined herein have the meanings assigned to them in the Filings.

Item 2. Identity and Background.

The statements under the heading Alfred M. Rankin, Jr., which appear in the Filings, are hereby deleted and replaced by the following:

Alfred M. Rankin, Jr. Mr. Rankins resident address is 7421 Markell Road, Waite Hill, Ohio 44094. He is (a) Non-Executive Chairman of Hamilton Beach Brands Holding Company at 4421 Waterfront Dr., Glen Allen, Virginia 23060, (b) Executive Chairman of the Issuer at 5875 Landerbrook Drive, Suite 300, Cleveland, Ohio 44124 and (c) Non-Executive Chairman of NACCO Industries, Inc. at 5875 Landerbrook Drive, Suite 220, Cleveland, Ohio 44124.

The statements under the heading 2012 Alison A. Rankin Trust, which appear in the Filings, are hereby deleted and replaced by the following:

2012 Alison A. Rankin Trust. Alison A. Rankin is the trustee of the trust. Ms. Rankins resident address is 1449 Carpenter Road, P.O. Box 550, Gates Mills, Ohio 44040. She is an interior designer.

The statements under the heading 2012 Chloe O. Rankin Trust, which appear in the Filings, are hereby deleted and replaced by the following:

2012 Chloe O. Rankin Trust. Chloe O. Rankin is the trustee of the trust. Ms. Rankins resident address is 36779 Cedar Road, Gates Mills, Ohio 44040-9721. She is not employed.

The statements under the heading 2012 Corbin K. Rankin Trust, which appear in the Filings, are hereby deleted and replaced by the following:

2012 Corbin K. Rankin Trust. Corbin K. Rankin is the trustee of the trust. Ms. Rankins resident address is 214 Banbury Road, Richmond, Virginia 23221. She is not employed.

The following new Reporting Persons shall be added:

Alison A. Rankin. Ms. Rankins resident address is 1449 Carpenter Road, P.O. Box 550, Gates Mills, Ohio 44040. She is an interior designer.

Chloe O. Rankin. Ms. Rankins resident address is 36779 Cedar Road, Gates Mills, Ohio 44040-9721. She is not employed.

Corbin K. Rankin. Ms. Rankins resident address is 214 Banbury Road, Richmond, Virginia 23221. She is not employed.

 

- 8 -


Item 5. Interest in Securities of the Issuer.

The statements under the heading Alfred M. Rankin, Jr., which appear in the Filings, are hereby deleted and replaced by the following:

Alfred M. Rankin, Jr. Mr. Rankin has the sole power to vote and dispose of 65,058 shares of Class B Common, shares the power to vote 2,878,366 Class B Common and shares the power to dispose of 2,878,366 shares of Class B Common. Collectively, the 2,943,424 shares of Class B Common beneficially owned by Mr. Rankin constitute approximately 84.83% of the Class B Common outstanding as of December 31, 2023.

The statements under the heading Roger F. Rankin, which appear in the Filings, are hereby deleted and replaced in their entirety by the following:

Roger F. Rankin. Mr. Rankin has the sole power to vote and dispose of 51,136 shares of Class B Common, shares the power to vote 2,878,366 Class B Common and shares the power to dispose of 2,878,366 shares of Class B Common. Collectively, the 2,929,502 shares of Class B Common beneficially owned by Mr. Rankin constitute approximately 84.43% of the Class B Common outstanding as of December 31, 2023.

The statements under the heading Claiborne R. Rankin, which appear in the Filings, are hereby deleted and replaced in their entirety by the following:

Claiborne R. Rankin. Mr. Rankin has the sole power to vote and dispose of 30,552 shares of Class B Common, shares the power to vote 2,878,366 Class B Common and shares the power to dispose of 2,878,366 shares of Class B Common. Collectively, the 2,908,918 shares of Class B Common beneficially owned by Mr. Rankin constitute approximately 83.83% of the Class B Common outstanding as of December 31, 2023.

The statements under the heading 2012 Alison A. Rankin Trust, which appear in the Filings, are hereby deleted and replaced by the following:

2012 Alison A. Rankin Trust. The trust has no power to vote or dispose of any shares of Class B Common. Alison A. Rankin, as trustee, has the sole power to vote and dispose of the shares of Class B Common held by the trust.

The statements under the heading 2012 Chloe O. Rankin Trust, which appear in the Filings, are hereby deleted and replaced by the following:

2012 Chloe O. Rankin Trust. The trust has no power to vote or dispose of any shares of Class B Common. Chloe O. Rankin, as trustee, has the sole power to vote and dispose of the shares of Class B Common held by the trust.

The statements under the heading 2012 Corbin K. Rankin Trust, which appear in the Filings, are hereby deleted and replaced by the following:

2012 Corbin K. Rankin Trust. The trust has no power to vote or dispose of any shares of Class B Common. Corbin K. Rankin, as trustee, has the sole power to vote and dispose of the shares of Class B Common held by the trust.

The following new Reporting Persons shall be added:

Alison A. Rankin. Ms. Rankin shares the power to dispose of 2,929,502 shares of Class B Common. Collectively, the 2,929,502 shares of Class B Common beneficially owned by Ms. Rankin constitute approximately 84.43% of the Class B Common outstanding as of December 31, 2023.

Chloe O. Rankin. Ms. Rankin shares the power to dispose of 2,908,918 shares of Class B Common. Collectively, the 2,908,918 shares of Class B Common beneficially owned by Ms. Rankin constitute approximately 83.83% of the Class B Common outstanding as of December 31, 2023.

Corbin K. Rankin. Ms. Rankin shares the power to dispose of 2,878,366 shares of Class B Common. Collectively, the 2,878,366 shares of Class B Common beneficially owned by Ms. Rankin constitute approximately 82.95% of the Class B Common outstanding as of December 31, 2023.

 

- 9 -


Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

The information provided with respect to the Stockholders Agreement is hereby amended by inserting at the end thereof the following:

Stockholders Agreement

Effective February 12, 2024, each of the Issuer and the Participating Stockholders executed and delivered an Amendment to the Stockholders Agreement amending the Stockholders Agreement to add an additional Participating Stockholder and remove certain Participating Stockholders under the Stockholders Agreement. A copy of the Amendment to the Stockholders Agreement is attached hereto as Exhibit 32 and is incorporated herein in its entirety.

Item 7. Material to be Filed as Exhibits.

Item 7 of the Filings is hereby amended by adding the following:

 

Exhibit 32    Thirteenth Amendment to Stockholders Agreement, dated as of February 12, 2024, by and among the Issuer, the new Participating Stockholder and the Participating Stockholders (incorporated by reference to Exhibit 43 filed with Amendment No. 12 to the Statement on Schedule 13D, filed by the Reporting Persons named therein on February 13, 2024, Commission File Number 005-87003).

[Signatures begin on the next page.]

[The remainder of this page was intentionally left blank.]

 

- 10 -


SIGNATURES

After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.

Date: February 13, 2024

 

Name: Rankin Associates IV, L.P.
By:   Main Trust of Alfred M. Rankin created under the Agreement dated as of September 28, 2000, as supplemented, amended and restated, between Alfred M. Rankin, Jr., as trustee, and Alfred M. Rankin, Jr., creating a trust for the benefit of Alfred M. Rankin, Jr. (successor in interest to the Trust created by the Agreement, dated August 30, 1967, as supplemented, amended and restated, between National City Bank, as trustee, and Alfred M. Rankin, Jr., creating a trust for the benefit of Alfred M. Rankin, Jr.), as one of its General Partners
By:  

/s/ Alfred M. Rankin, Jr.

  Alfred M. Rankin, Jr.
  President
REPORTING PERSONS
 

/s/ Alfred M. Rankin, Jr.

  Alfred M. Rankin, Jr.
  Alfred M. Rankin, Jr., on behalf of himself, and as:
  Attorney-in-Fact for Thomas T. Rankin*
  Attorney-in-Fact for Claiborne R. Rankin*
  Attorney-in-Fact for Roger F. Rankin*
  Attorney-in-Fact for Helen R. Butler*
  Attorney-in-Fact for Clara T. Rankin Williams*
  Attorney-in-Fact for Alison A. Rankin Trust*
  Attorney-in-Fact for Chloe O. Rankin Trust*
  Attorney-in-Fact for Corbin K. Rankin*
  Attorney-in-Fact for 2012 Alison A. Rankin Trust*
  Attorney-in-Fact for 2012 Chloe O. Rankin Trust*
  Attorney-in-Fact for 2012 Corbin K. Rankin*
  Attorney-in-Fact for BTR 2020 GST for Helen R. Butler*
  Attorney-in-Fact for BTR 2020 GST for Clara R. Williams*
  Attorney-in-Fact for BTR 2020 GST for Matthew M. Rankin*
  Attorney-in-Fact for BTR 2020 GST for James T. Rankin*
  Attorney-in-Fact for BTR 2020 GST for Thomas P.K. Rankin*
  Attorney-in-Fact for BTR 2020 GST for Chloe R. Seelbach*
  Attorney-in-Fact for BTR 2020 GST for Claiborne R. Rankin, Jr.*
  Attorney-in-Fact for BTR 2020 GST for Julia R. Kuipers*
  Attorney-in-Fact for BTR 2020 GST for Anne F. Rankin*
  Attorney-in-Fact for BTR 2020 GST for Elisabeth M. Rankin*

 

*

The power of attorney authorizing the above named individual to act on behalf of each of the foregoing Reporting Persons is included in Exhibit 22 of the Filings.

 

- 11 -