Exhibit 4.6 SECOND AMENDMENT TO AMENDED AND RESTATED STOCKHOLDERS' AGREEMENT
EX-4.6 2 exhibit44201610-k.htm EXHIBIT 4.6 Exhibit
Exhibit 4.6
SECOND AMENDMENT TO AMENDED AND
RESTATED STOCKHOLDERS' AGREEMENT
This AMENDMENT TO STOCKHOLDERS’ AGREEMENT, dated as of February 14, 2017 (this “Amendment”), by and among the Depository, NACCO Industries, Inc., a Delaware corporation (the “Corporation”), the new Participating Stockholder(s) identified on the signature pages hereto (a “New Participating Stockholder”) and the Participating Stockholders under the Amended and Restated Stockholders’ Agreement, dated as of September 28, 2012 (the “Stockholders’ Agreement”), by and among the Depository, the Corporation and the Participating Stockholders. Capitalized terms defined in the Stockholders’ Agreement are used herein as so defined.
This Amendment sets forth the terms and conditions on which each New Participating Stockholder will join in and become a party to the Stockholders’ Agreement.
Pursuant to Section 8 of the Stockholders’ Agreement, prior to the acquisition of Class B Common Stock by a Permitted Transferee, the Stockholders’ Agreement may be amended to add a Permitted Transferee as a Participating Stockholder by a writing signed by the Signatories, the Corporation and such Permitted Transferee.
In consideration of the mutual promises hereinafter set forth and other good and valuable consideration had and received, the parties hereto agree as follows:
1. Representations and Warranties. Each New Participating Stockholder represents and warrants to the other Participating Stockholders and the Corporation as follows:
(a) The New Participating Stockholder is the beneficial owner of, or simultaneously with the execution hereof will acquire and be deemed to be the beneficial owner of, the shares of Class B Common Stock identified below such New Participating Stockholder’s name on the signature pages hereto (except as otherwise described thereon), and except as otherwise described thereon such New Participating Stockholder does not own of record or beneficially or have any interest in any other shares of Class B Common Stock or any options to purchase or rights to subscribe or otherwise acquire any other shares of Class B Common Stock other than pursuant to the Stockholders’ Agreement;
(b) The New Participating Stockholder has the right, power and authority to execute and deliver this Amendment and to perform such New Participating Stockholder’s obligations hereunder and under the Stockholders’ Agreement; if this Amendment is being executed by a trustee on behalf of a trust, such trustee has full right, power and authority to enter into this Amendment on behalf of the trust and to bind the trust and its beneficiaries to the terms hereof; if this Amendment is being executed on behalf of a Participating Stockholder Organization, the person executing this Amendment is a duly authorized representative of such Participating Stockholder Organization with full right, power and authority to execute and deliver this Amendment on behalf of such Participating Stockholder Organization and to bind such Participating Stockholder Organization to the terms hereof; the execution, delivery and performance of this Amendment by such New Participating Stockholder will not constitute a violation of, conflict with or result in a default under (i) any contract, understanding or arrangement to which such New Participating Stockholder is a party or by which such New Participating Stockholder is bound or require the consent of any other person or any party pursuant thereto; (ii) any organizational, charter or other governance documents (including, without limitation, any partnership agreement, certificate of incorporation, or bylaws) of the New Participating Stockholder, (iii) any judgment, decree or order applicable to such New Participating Stockholder; or (iv) any law, rule or regulation of any governmental body;
(c) This Amendment and the Stockholders’ Agreement constitute legal, valid and binding agreements on the part of such New Participating Stockholder; the shares of Class B Common Stock owned beneficially by such New Participating Stockholder are fully paid and nonassessable; and
(d) The shares of Class B Common Stock owned beneficially by the New Participating Stockholder are now held by the New Participating Stockholder, free and clear of all adverse claims, liens, encumbrances and security interests (except as created by the Stockholders’ Agreement and any Amendments thereto, including this Amendment, and the Restated Certificate).
2. Address for Notices. The address for all notices to each New Participating Stockholder provided pursuant to the Stockholders’ Agreement shall be the address set forth below such New Participating Stockholder’s name on the signature pages hereto, or to such other address as such New Participating Stockholder may specify to the Depository.
3. Agreement to be Bound by Stockholders’ Agreement. Each New Participating Stockholder agrees to be bound by all of the terms and provisions of the Stockholders’ Agreement applicable to Participating Stockholders.
4. Beneficiaries. Each New Participating Stockholder acknowledges that the Corporation and each Participating Stockholder is a beneficiary of this Amendment.
5. Amendment of Stockholders’ Agreement. The Stockholders’ Agreement is hereby amended to add the New Participating Stockholder as a Participating Stockholder.
6. Signature of Amendment by Trusts, Minors and Incompetents.
(a) In order for a trust exclusively for the benefit of a Family Member or Members (as defined in Section 1.11 of the Stockholders’ Agreement) to be considered a Participating Stockholder:
(i) the trustee and all adult beneficiaries of such trusts having a current trust interest (as well as all Charitable Organization beneficiaries having a current trust interest) shall have previously signed the Stockholders’ Agreement or shall sign this Amendment as a Participating Stockholder;
(ii) the trustee and a parent or legal guardian, for trusts with minor beneficiaries having a current trust interest, shall sign this Amendment on behalf of any such minor beneficiaries; or
(iii) the trustee and legal guardian, if any, for trusts with incompetent beneficiaries having a current trust interest, shall sign this Amendment on behalf of any such incompetent beneficiaries.
(b) If, at any time, any trust shall have an adult beneficiary (and such beneficiary is not incompetent) having a current trust interest or an ascertainable Charitable Organization beneficiary having a current trust interest and if such beneficiary has not previously signed the Stockholders’ Agreement, then if such beneficiary shall fail or be unable to sign this Amendment for a period of 30 calendar days following notification to such beneficiary of the terms of this Amendment and the Stockholders’ Agreement by the Depository and following signature of this Amendment by the trustee, the trust shall thereupon cease to be a Participating Stockholder and Section 3.2 of the Stockholders’ Agreement shall then apply as if the shares of Class B Common Stock held by the trust were then to be converted. The donor of a trust that is revocable by the donor alone, during the lifetime of such donor, shall be considered the only beneficiary thereof so long as such trust is so revocable.
(c) In the case of Class B Common Stock held by a custodian under the Uniform Transfers to Minors Act (or the practical equivalent thereof) for the benefit of a minor Family Member, the custodian shall sign this Amendment on behalf of such minor if such minor is to be considered a Participating Stockholder.
(d) In the case of Class B Common Stock held in the name of a minor Family Member, a parent or legal guardian of such minor shall sign this Amendment on behalf of such minor if such minor is to be considered a Participating Stockholder.
(e) In the case of Class B Common Stock held in the name of an incompetent Family Member, the legal guardian of such incompetent shall sign this Amendment on behalf of such incompetent if such incompetent is to be considered a Participating Stockholder.
(f) When a minor described in Section 6(c) or (d) reaches the age of majority, or an incompetent described in Section 6(e) is no longer impaired by such disability and has reached the age of majority, such Family Member shall execute and deliver an Amendment which has been executed and delivered by the Participating Stockholders (or their attorney-in-fact), the Corporation and the Depository. If such Family Member shall fail or be unable to sign such Amendment for a period of 30 calendar days following notification to such Family Member of the terms of the Stockholders’ Agreement by the Depository, such Family Member shall thereupon cease to be a Participating Stockholder and Section 3.2 of the Stockholders’ Agreement shall then apply as if the shares of Class B Common Stock were then to be converted.
7. Power of Attorney. The undersigned New Participating Stockholder hereby constitutes and appoints Alfred M. Rankin, Jr., Dennis W. LaBarre, John D. Neumann, Jesse L. Adkins and Kimberly J. Pustulka, and each of them, as the true and lawful attorney or attorneys-in-fact, with full power of substitution and resubstitution, for the undersigned and in the name, place and stead of the undersigned, in any and all capacities to:
(a) execute any and all statements under Section 13 or Section 16 of the Securities Exchange Act of 1934 of beneficial ownership of shares of Class B Common Stock subject to the Stockholders’ Agreement as amended by this Amendment, including all statements on Schedule 13D and all amendments thereto, all joint filing agreements pursuant to Rule 13d-1(k) under such Exchange Act in connection with such statements, all initial statements of beneficial ownership on Form 3 and any and all other documents to be filed with the Securities and Exchange Commission, and to file the same, with all exhibits thereto, and all other documents in connection therewith, with the Securities and Exchange Commission, and
(b) execute and deliver any and all Amendments whereby a Family Member, Charitable Organization or Participating Stockholder Organization becomes a Participating Stockholder or any other amendment to the Stockholders’ Agreement in accordance with Section 8 of the Stockholders’ Agreement, other than those amendments that (i) extend the term of the Stockholders’ Agreement or (ii) amend Section 2, 3, 4 or 8 of the Stockholders’ Agreement, thereby granting to said attorney or attorneys-in-fact, and each of them, full power and authority to do so and to perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorney or attorneys-in-fact or any of them, or their substitutes or resubstitutes, may lawfully do or cause to be done by virtue of this Section 7. The grant of this power of attorney shall not be affected by any disability of such undersigned New Participating Stockholder. If applicable law requires additional or substituted language or formalities (including witnesses or acknowledgments) in order to validate the power of attorney intended to be granted by this Section 7, each New Participating Stockholder agrees to execute and deliver such additional instruments and to take such further acts as may be necessary to validate such power of attorney.
8. Counterparts. This Amendment may be executed in multiple counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument, without production of the others.
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
2016 Anne F. Rankin Trust
(a new Participating Stockholder)
Name: /s/ Roger F. Rankin, Trustee
Roger F. Rankin, Trustee
Address: 5875 Landerbrook Drive
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
2016 Elisabeth M. Rankin Trust
(a new Participating Stockholder)
Name: /s/ Roger F. Rankin, Trustee
Roger F. Rankin, Trustee
Address: 5875 Landerbrook Drive
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
AMR Associates, LP
(a new Participating Stockholder)
Name: /s/ Clara R. Williams, Trustee
2012 Clara R. Williams Trust U/A/D June 22, 2012
General Partner, Clara R. Williams, Trustee
Address: 5875 Landerbrook Drive
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
Claiborne R. Rankin Trust for Children of Claiborne R. Rankin, Jr. dtd 08/26/2016 FBO Claiborne Read Rankin III
(a new Participating Stockholder)
Name: /s/ Claiborne R. Rankin, Jr., Trustee
Claiborne R. Rankin, Jr., Trustee
Address: 5875 Landerbrook Drive
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
Claiborne R. Rankin Trust for Children of Julia R. Kuipers dtd 12/27/2013 FBO Matilda Alan Kuipers
(a new Participating Stockholder)
Name: /s/ Julia R. Kuipers, Trustee
Julia R. Kuipers, Trustee
Address: 5875 Landerbrook Drive
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
BTR 2016 GST for James T. Rankin
(a new Participating Stockholder)
Name: /s/ Thomas T. Rankin, Trustee
Thomas T. Rankin, Trustee
Address: 5875 Landerbrook Drive, Suite 300
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
BTR 2016 GST for Matthew M. Rankin
(a new Participating Stockholder)
Name: /s/ Thomas T. Rankin, Trustee
Thomas T. Rankin, Trustee
Address: 5875 Landerbrook Drive, Suite 300
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
BTR 2016 GST for Thomas P. Rankin
(a new Participating Stockholder)
Name: /s/ Thomas T. Rankin, Trustee
Thomas T. Rankin, Trustee
Address: 5875 Landerbrook Drive, Suite 300
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
BTR 2016 GST for Chloe R. Seelbach
(a new Participating Stockholder)
Name: /s/ Claiborne R. Rankin, Trustee
Claiborne R. Rankin, Trustee
Address: 5875 Landerbrook Drive, Suite 300
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
BTR 2016 GST for Julia R. Kuipers
(a new Participating Stockholder)
Name: /s/ Claiborne R. Rankin, Trustee
Claiborne R. Rankin, Trustee
Address: 5875 Landerbrook Drive, Suite 300
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
BTR 2016 GST for Claiborne R. Rankin, Jr.
(a new Participating Stockholder)
Name: /s/ Claiborne R. Rankin, Trustee
Claiborne R. Rankin, Trustee
Address: 5875 Landerbrook Drive, Suite 300
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
BTR 2016 GST for Clara R. Williams
(a new Participating Stockholder)
Name: /s/ Alfred M. Rankin, Jr., Trustee
Alfred M. Rankin, Jr., Trustee
Address: 5875 Landerbrook Drive, Suite 300
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
BTR 2016 GST for Helen R. Butler
(a new Participating Stockholder)
Name: /s/ Alfred M. Rankin, Jr., Trustee
Alfred M. Rankin, Jr., Trustee
Address: 5875 Landerbrook Drive, Suite 300
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
BTR 2016 Trust for Anne F. Rankin
(a new Participating Stockholder)
Name: /s/ Roger F. Rankin, Trustee
Roger F. Rankin, Trustee
Address: 5875 Landerbrook Drive, Suite 300
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
BTR 2016 Trust for Elisabeth M. Rankin
(a new Participating Stockholder)
Name: /s/ Roger F. Rankin, Trustee
Roger F. Rankin, Trustee
Address: 5875 Landerbrook Drive, Suite 300
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
Claiborne Read Rankin III
By: Claiborne R. Rankin, Jr., as Custodian
(a new Participating Stockholder)
Name: /s/ Claiborne R. Rankin, Jr., Custodian
Claiborne R. Rankin, Jr., Custodian
Address: 5875 Landerbrook Drive
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
Matilda Alan Kuipers
By: Julia R. Kuipers, as Custodian
(a new Participating Stockholder)
Name: /s/ Julia R. Kuipers
Julia R. Kuipers, Custodian
Address: 5875 Landerbrook Drive
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
Vested Trust for James T. Rankin, Jr. U/A/D/ December 4, 2015
(a new Participating Stockholder)
Name: /s/ James T. Rankin, Trustee
James T. Rankin, Trustee
Address: 5875 Landerbrook Drive
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
Vested Trust for Margaret Pollard Rankin U/A/D/ December 4, 2015
(a new Participating Stockholder)
Name: /s/ James T. Rankin, Trustee
James T. Rankin, Trustee
Address: 5875 Landerbrook Drive
Mayfield Heights, Ohio 44124
Number of Shares of Class B Common Stock |
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
NACCO INDUSTRIES, INC.
By: /s/ Alfred M. Rankin, Jr.
Alfred M. Rankin, Jr.,
Chairman, President, and Chief Executive Officer
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
NACCO INDUSTRIES, INC., as Depository
By: /s/ Alfred M. Rankin, Jr.
Alfred M. Rankin, Jr.,
Chairman, President, and Chief Executive Officer
IN WITNESS WHEREOF, each New Participating Stockholder, the Participating Stockholders, the Corporation and the Depository have executed this Amendment or caused this Amendment to be executed in their respective names, all as of the date and year first above written.
THE PARTICIPATING STOCKHOLDERS
Listed in Exhibit A attached hereto and
incorporated herein by this reference
By: /s/ Alfred M. Rankin, Jr.
Alfred M. Rankin, Jr., Attorney-in-fact
Exhibit A
PARTICIPATING STOCKHOLDERS
1. Clara L. T. Rankin
2. Alfred M. Rankin, Jr.
3. Victoire G. Rankin
4. Helen Rankin Butler (f/k/a Helen P. Rankin)
5. Clara T. Rankin Williams (f/k/a Clara T. Rankin)
6. Thomas T. Rankin
7. Matthew M. Rankin
8. James T. Rankin
9. Claiborne R. Rankin
10. Chloe O. Rankin
11. Chloe R. Seelbach (f/k/a Chloe E. Rankin)
12. Claiborne R. Rankin, Jr.
13. Roger F. Rankin
14. Bruce T. Rankin
15. Martha S. Kelly
16. Susan Sichel
17. Jennifer T. Jerome
18. Caroline T. Ruschell
19. David F. Taplin
20. Beatrice B. Taplin
21. Thomas E. Taplin, Jr.
22. Theodore D. Taplin
23. Britton T. Taplin
24. Frank F. Taplin
25. Rankin Management, Inc.
26. Rankin Associates I, L.P. (f/k/a CTR Family Associates, L.P.)
27. | The Trust created under the Agreement, dated December 28, 1976, between National City Bank, as trustee, and Clara L.T. Rankin, for the benefit of grandchildren |
28. | The Trust created under the Agreement, dated July 20, 2000, as supplemented, amended and restated, between Alfred M. Rankin, Jr., as trustee, and Clara T. Rankin, for the benefit of Clara T. Rankin |
29. | The Trust created under the Agreement, dated September 28, 2000, as supplemented, amended and restated, between Alfred M. Rankin, Jr., as trustee, and Alfred M. Rankin, Jr., for the benefit of Alfred M. Rankin, Jr. |
30. | The Trust created under the Agreement, dated September 28, 2000, as supplemented, amended and restated, between Victoire G. Rankin, as trustee, and Victoire G. Rankin, for the benefit of Victoire G. Rankin |
31. | The Trust created under the Agreement, dated December 29, 1967, as supplemented, amended and restated, between Thomas T. Rankin, as trustee, and Thomas T. Rankin, creating a trust for the benefit of Thomas T. Rankin |
32. | The Trust created under the Agreement, dated June 22, 1971, as supplemented, amended and restated, between Claiborne R. Rankin, as trustee, and Claiborne R. Rankin, creating a trust for the benefit of Claiborne R. Rankin |
33. | The Trust created under the Agreement, dated September 11, 1973, as supplemented, amended and restated, between Roger F. Rankin, as trustee, and Roger F. Rankin, creating a trust for the benefit of Roger F. Rankin |
34. | The Trust created under the Agreement, dated September 28, 2000, between Alfred M. Rankin, Jr., as trustee, and Bruce T. Rankin, for the benefit of Bruce T. Rankin |
35. | The Trust created under the Agreement, dated August 26, 1974, between National City Bank, as trustee, and Thomas E. Taplin, Jr., for the benefit of Thomas E. Taplin, Jr. |
36. | The Trust created under the Agreement, dated October 15, 1975, between National City Bank, as trustee, and Theodore D. Taplin, for the benefit of Theodore D. Taplin |
37. | The Trust created under the Agreement, dated December 30, 1977, as supplemented, amended and restated, between National City Bank, as trustee, and Britton T. Taplin for the benefit of Britton T. Taplin |
38. | The Trust created under the Agreement, dated December 29, 1989, as supplemented, amended and restated, between Alfred M. Rankin, Jr., as trustee, and Clara T. (Rankin) Williams for the benefit of Clara T. (Rankin) Williams |
39. | The Trust created under the Agreement, dated December 29, 1989, as supplemented, amended and restated, between Alfred M. Rankin, Jr., as trustee, and Helen P. (Rankin) Butler for the benefit of Helen P. (Rankin) Butler |
40. | Corbin Rankin |
41. | Alison A. Rankin |
42. | National City Bank as agent under the Agreement, dated July 16, 1969, with Margaret E. Taplin |
43. | Alison A. Rankin, as trustee fbo A. Farnham Rankin under Irrevocable Trust No. 1, dated December 18, 1997, with Roger Rankin, Grantor |
44. | Alison A. Rankin, as trustee fbo Elisabeth M. Rankin under Irrevocable Trust No. 1, dated December 18, 1997, with Roger Rankin, Grantor |
45. | Rankin Associates II, L.P. |
46. | John C. Butler, Jr. |
47. | Clara Rankin Butler (by John C. Butler, Jr. as custodian) |
48. | The Trust created under the Agreement, dated July 24, 1998, as amended, between Frank F. Taplin, as trustee, and Frank F. Taplin, for the benefit of Frank F. Taplin |
49. | David B. H. Williams |
50. | Griffin B. Butler (by John C. Butler, Jr. as Custodian) |
51. | Claiborne R. Rankin as Trustee of the Claiborne R. Rankin, Jr. Revocable Trust dated August 25, 2000 |
52. | Alison A. Rankin as Trustee under Irrevocable Trust No. 2, dated September 11, 2000, for the benefit of A. Farnham Rankin |
53. | Alison A. Rankin as Trustee under Irrevocable Trust No. 2, dated September 11, 2000, for the benefit of Elisabeth M. Rankin |
54. | Alison A. Rankin as Trustee of the Alison A. Rankin Revocable Trust, dated September 11, 2000 |
55. | The Trust created under the Agreement, dated December 20, 1993, between Thomas T. Rankin, as co-trustee, Matthew M. Rankin, as co-trustee, and Matthew M. Rankin, for the benefit of Matthew M. Rankin |
56. | Scott Seelbach |
57. | Margo Jamison Victoire Williams (by Clara Rankin Williams as Custodian) |
58. | Trust created under the Agreement, dated June 1, 1995, between Chloe O. Rankin, as Trustee, and Chloe O. Rankin, for the benefit of Chloe O. Rankin |
59. | Trust created by the Agreement, dated June 17, 1999, between John C. Butler, Jr., as trustee, and John C. Butler, Jr., creating a trust for the benefit of John C. Butler, Jr. |
60. | Clara Rankin Butler 2002 Trust, dated November 5, 2002 |
61. | Griffin Bedwell Butler 2002 Trust, dated November 5, 2002 |
62. | Elizabeth B. Rankin |
63. | Margo Jamison Victoire Williams 2004 Trust created by the Agreement, dated December 10, 2004, between David B.H. Williams, as trustee, and Clara Rankin Williams, creating a trust for the benefit of Margo Jamison Victoire Williams |
64. | Helen Charles Williams 2004 Trust created by the Agreement, dated December 10, 2004, between David B.H. Williams, as trustee, and Clara Rankin Williams, creating a trust for the benefit of Helen Charles Williams |
65. | Helen Charles Williams (by David B.H. Williams as Custodian) |
66. | Julia L. Rankin Kuipers |
67. | Trust created by the Agreement, dated December 21, 2004, between Claiborne R. Rankin, as trustee, and Julia L. Rankin, creating a trust for the benefit of Julia L. Rankin |
68. | Thomas Parker Rankin |
69. | Taplin Elizabeth Seelbach (by Scott Seelbach as Custodian) |
70. | Trust created by the Agreement, dated December 21, 2004, between Chloe R. Seelbach, as trustee, and Claiborne R. Rankin, creating a trust for the benefit of Taplin Elizabeth Seelbach |
71. | Rankin Associates IV, L.P. |
72. | Marital Trust created by the Agreement, dated January 21, 1966, as supplemented, amended and restated, between National City Bank and Beatrice Taplin, as Trustees, and Thomas E. Taplin, for the benefit of Beatrice B. Taplin |
73. | Trust created by the Agreement, dated May 10, 2007, between Mathew M. Rankin, as Grantor, and Mathew M. Rankin and James T. Rankin, as co-trustees, for the benefit of Mary Marshall Rankin |
74. | Trust created by Agreement, dated May 10, 2007, between Mathew M. Rankin, as trustee, and James T. Rankin, creating a trust for the benefit of William Alexander Rankin |
75. | Trust created by the Agreement dated December 21, 2004, between Chloe R. Seelbach, as trustee, and Claiborne R. Rankin, creating a trust for the benefit of Isabelle Scott Seelbach |
76. | Lynne Turman Rankin |
77. | Jacob A. Kuipers |
78. | Alfred M. Rankin, Jr.'s 2011 Grantor Retained Annuity Trust |
79. | Alfred M. Rankin, Jr. 2012 Retained Annuity Trust |
80. | 2012 Chloe O. Rankin Trust |
81. | 2012 Corbin K. Rankin Trust |
82. | 2012 Alison A. Rankin Trust |
83. | 2012 Helen R. Butler Trust |
84. | 2012 Clara R. Williams Trust |
85. | The David B.H. Williams Trust, David B.H. Trustee u/a/d October 14, 2009 |
86. | Mary Marshall Rankin (by Matthew M. Rankin, as Custodian) |
87. | William Alexander Rankin (by Matthew M. Rankin, as Custodian) |
88. | Margaret Pollard Rankin (by James T. Rankin, as Custodian) |
89. | Trust created by the Agreement, dated April 10, 2009, between Chloe R. Seelbach, as trustee, creating a trust for the benefit of Chloe R. Seelbach |
90. | Trust created by the Agreement, dated December 21, 2004, between Chloe R. Seelbach, as trustee, and Claiborne R. Rankin, creating a trust for the benefit of Thomas Wilson Seelbach |
91. | Isabelle Seelbach (by Chloe R. Seelbach, as Custodian) |
92. | Elisabeth M. Rankin (by Alison A. Rankin, as Custodian) |
93. | A. Farnham Rankin |
94. | Taplin Annuity Trust #1 of Beatrice B. Taplin dated June 18, 2011 |
95. | The Beatrice B. Taplin Trust/Custody dtd December 12, 2001, Beatrice B. Taplin, as Trustee, for the benefit of Beatrice B. Taplin |
96. | Cory Freyer |
97. | Ngaio T. Lowry Trust, dated February 26, 1998, Caroline T. Ruschell, Trustee |
98. | Caroline T. Ruschell Trust Agreement dated December 8, 2005, Caroline T. Ruschell as Trustee |
99. | Jennifer Dickerman |
100. | The Trust created under the Agreement dated January 5, 1977 between PNC Bank as Co-Trustee, Alfred M. Rankin, Jr., as Co-Trustee, for the benefit of Clara L.T. Rankin |
101. | The Trust created under the Agreement, dated January 1, 1977, between PNC Bank, as Co-Trustee, Alfred M. Rankin, Jr., as Co-Trustee, and Clara L. T. Rankin, for the benefit of Clara L. T. Rankin |
102. | Thomas E. Taplin Exempt Family Trust u/a dated January 21, 1966 and as amended, Beatrice Taplin, Trustee |
103. | Thomas E. Taplin Exempt Family Trust u/a dated January 21, 1966 amended, per IRC 1015(A) Dual Basis Sub-Account, Beatrice Taplin, Trustee |
104. | Alfred M. Rankin Jr.-Roth IRA- Brokerage Account #***** |
105. | John C. Butler, Jr.-Roth IRA- Brokerage Account #***** |
106. | DiAhn Taplin |
107. | BTR 2012 GST for Helen R. Butler |
108. | BTR 2012 GST for Clara R. Williams |
109. | BTR 2012 GST for James T. Rankin |
110. | BTR 2012 GST for Matthew M. Rankin |
111. | BTR 2012 GST for Thomas P. Rankin |
112. | BTR 2012 GST for Chloe R. Seelbach |
113. | BTR 2012 GST for Claiborne R. Rankin, Jr. |
114. | BTR 2012 GST for Julia R. Kuipers |
115. | BTR 2012 GST for Anne F. Rankin |
116. | BTR 2012 GST for Elisabeth M. Rankin |
117. | The Anne F. Rankin Trust dated August 15, 2012 |
118. | Trust created by the Agreement, dated August 20, 2009 between James T. Rankin, as Trustee, and James T. Rankin, creating a trust for the benefit of James T. Rankin |
119. | Thomas P.K. Rankin, Trustee of the trust created by agreement, dated February 2, 2011, as supplemented, amended and restated, between Thomas P.K. Rankin, as trustee, and Thomas P.K. Rankin, creating a trust for the benefit of Thomas P.K. Rankin |
120. | Claiborne R. Rankin Trust for children of Julia R. Kuipers dated December 27, 2013 under Custody Agreement dated December 27, 2013 fbo Evelyn R. Kuipers |
121. | 2016 Anne F. Rankin Trust |
122. | 2016 Elisabeth M. Rankin Trust |
123. | AMR Associates, LP |
124. | Claiborne R. Rankin Trust for Children of Claiborne R. Rankin, Jr. dtd 08/26/2016 FBO Claiborne Read Rankin III |
125. | Claiborne R. Rankin Trust for Children of Julia R. Kuipers dtd 12/27/2013 FBO Matilda Alan Kuipers |
126. | BTR 2016 GST for James T. Rankin |
127. | BTR 2016 GST for Matthew M. Rankin |
128. | BTR 2016 GST for Thomas P. Rankin |
129. | BTR 2016 GST for Chloe R. Seelbach |
130. | BTR 2016 GST for Julia R. Kuipers |
131. | BTR 2016 GST for Claiborne R. Rankin, Jr. |
132. | BTR 2016 GST for Clara R. Williams |
133. | BTR 2016 GST for Helen R. Butler |
134. | BTR 2016 GST for Anne F. Rankin |
135. | BTR 2016 GST for Elisabeth M. Rankin |
136. | Claiborne Read Rankin III (by Claiborne R. Rankin, Jr., as Custodian) |
137. | Matilda Alan Kuipers (by Julia R. Kuipers, as Custodian) |
138. | Vested Trust for James T. Rankin, Jr. U/A/D December 4, 2015 |
139. | Vested Trust for Margaret Pollard Rankin U/A/D December 4, 2015 |
