Sec Form 13D Filing - Abigail LLC filing for HYSTER-YALE INC. (HY) - 2023-02-14

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Schedule 13D/A

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Hyster-Yale Materials Handling, Inc.

(Name of Issuer)

Class A Common Stock, par value $0.01 per share

(Title of Class of Securities)

499172105

(CUSIP Number)

Britton T. Taplin

1550 17^th Street, Suite 500

Denver, Colorado 80202

(303) 892-9400

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

February 2023

(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).

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Part II to Schedule 13D

This Amendment No 1 to Schedule 13D (this “Amendment No. 1”) is hereby filed to update and supplement certain information with respect to beneficial ownership of shares of Class A Common Stock, par value $0.01 per share (“Class A Common”), of Hyster-Yale Materials Handling, Inc. (the “Issuer”) held by Abigail LLC, a Colorado limited liability company (“Abigail”), that appeared in the Schedule 13D filed by the Reporting Persons on February 14, 2022 (the “Initial Filing”). This Amendment No. 1 (a) updates certain information with respect to certain Reporting Persons under the Initial Filing and (b) reflects the acquisition and/or disposition of shares of Class A Common by certain Reporting Persons. Capitalized terms used herein but not defined herein have the meanings assigned to them in the Initial Filing.

Item 5. Interest in Securities of the Issuer.

The statements under the heading Britton T. Taplin, which appear in the Initial Filing, are hereby deleted and replaced in their entirety by the following:

Britton T. Taplin. Mr. Britton Taplin has the sole power to vote and dispose of 390,131 shares of Class A Common. Mr. Britton Taplin is deemed to share with his spouse (DiAhn E. Taplin) the power to vote and dispose of 11,510 shares of Class A Common, is deemed to share with the Taplin Family the power to vote and dispose of 326,532 shares of Class A Common held in a trust for Abigail and is deemed to share with the Taplin Family the power to vote and dispose of 239,660 shares of Class A Common held in a trust for Corky, LLC, a Colorado limited liability company. Collectively, the 967,833 shares of Class A Common beneficially owned by Mr. Britton Taplin constitute approximately 7.36% of the Class A Common outstanding as of December 31, 2022.

The statements under the heading Frank F. Taplin, which appear in the Initial Filing, are hereby deleted and replaced in their entirety by the following:

Frank F. Taplin. Mr. Frank Taplin has the sole power to vote and dispose of 383,872 shares of Class A Common. Mr. Frank Taplin is deemed to share with the Taplin Family the power to vote and dispose of 326,532 shares of Class A Common held in a trust for Abigail and is deemed to share with the Taplin Family the power to vote and dispose of 239,660 shares of Class A Common held in a trust for Corky, LLC, a Colorado limited liability company. Collectively, the 950,064 shares of Class A Common beneficially owned by Mr. Frank Taplin constitute approximately 7.22% of the Class A Common outstanding as of December 31, 2022.

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 December 12, 2022, each of the Issuer and the participating stockholders identified on the signature pages of the Stockholders Agreement, as amended (“Participating Stockholders”), executed and delivered an Amendment to the Stockholders’ Agreement amending the Stockholders’ Agreement to add an additional Participating Stockholder under the Stockholders’ Agreement. A copy of the Amendment to the Stockholders’ Agreement is filed as Exhibit 16 hereto and is incorporated herein by reference thereto.

Item 7. Material to be Filed as Exhibits.

Item 7 of the Initial Filing is hereby amended by adding the following:

[Signatures begin on the next page.]

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

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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 14, 2023

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