SEC Form 5
FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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).
  
 Form 3 Holdings Reported.
  
 Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
RANKIN ALISON A
(Last) (First) (Middle)
NACCO INDUSTRIES, INC.
5875 LANDERBROOK DRIVE, STE. 220
(Street)
MAYFIELD HEIGHTS OH 44124
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NACCO INDUSTRIES INC [ NC ] 		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
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2016
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 at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount (A) or (D) Price
Class A Common Stock 12/22/2016 G 199 D $0(1) 5,019 I By Assoc II/Spouse(2)
Class A Common Stock 12/22/2016 G 199 A $0(1) 17,987 I By Assoc II/Daughter 1(3)
Class A Common Stock 11/04/2016 G 27,870 D $0(1) 5,019 I By Assoc II/Spouse(2)
Class A Common Stock 11/04/2016 G 27,870 A $0(1) 29,986 I By Assoc II(4)
Class A Common Stock 12/22/2016 G 199 D $0(1) 5,019 I By Assoc II/Spouse(2)
Class A Common Stock 12/22/2016 G 199 A $0(1) 19,875 I By Assoc II/Daughter 2(3)
Class A Common Stock 12/22/2016 G 100 A $0(1) 17,987 I By Assoc II/Daughter 1(3)
Class A Common Stock 12/22/2016 G 100 A $0(1) 19,875 I By Assoc II/Daughter 2(3)
Class A Common Stock 6,613 I By Trust(5)
Class A Common Stock 2,046 I By Trust (Daughter 2)(6)
Class A Common Stock 200 I Reporting Person's spouse serves as Trustee for the benefit of Elisabeth Rankin
Class A Common Stock 3,933 I By Trust (Daughter 1)(6)
Class A Common Stock 200 I Reporting Person's spouse serves as Trustee for the benefit of A. Farnham Rankin
Class A Common Stock 6 I By Spouse (GP)(7)
Class A Common Stock 19,578 I By Spouse (RA4)(8)
Class A Common Stock 1,975 I By Spouse/RMI (Delaware)(9)
Class A Common Stock 75,461 I By Spouse/Trust(10)
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)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (1) (1) (1) Class A Common Stock 75,504 75,504 I By Assoc I(11)
Class B Common Stock (1) (1) (1) Class A Common Stock 5,143 5,143 I Reporting person's spouse serves as trustee of BTR 2021 GST Trust for the benefit of Anne F. Rankin
Class B Common Stock (1) (1) (1) Class A Common Stock 5,143 5,143 I Reporting person's spouse serves as trustee of BTR 2012 GST Trust for benefit of Elisabeth Rankin
Class B Common Stock $0(1) (1) (1) Class A Common Stock 19 19 I By GP(7)
Class B Common Stock $0(1) (1) (1) Class A Common Stock 65,478 65,478 I By Spouse (RA4)(8)
Class B Common Stock $0(1) (1) (1) Class A Common Stock 118,125 118,125 I By Spouse/Trust(10)
Class B Common Stock $0(1) (1) (1) Class A Common Stock 4,808 4,808 I By Assoc I/Spouse(12)
Explanation of Responses:
1. N/A
2. Represents the Reporting Person's spouse's proportionate limited partnership interest in shares held by Rankin Associates II, L.P . Reporting Person disclaims beneficial ownership of all such shares.
3. Represents the Reporting Person's daughter's proportionate limited partnership interest in shares held by Rankin Associates II, L.P. which is held in a trust for the benefit of the daughter. Reporting Person is the co-trustee of the Trust. Reporting Person disclaims beneficial ownership of all such shares.
4. Represents the Reporting Person's proportionate limited partnership interests in shares held by Rankin Associates II, L.P.-------
5. Reporting Person serves as Trustee of a Trust for the benefit of Alison Rankin.
6. Held by Trust, Reporting Person is Co-Trustee for the benefit of Reporting Person's daughter. Reporting Person disclaims beneficial ownership of all such shares.
7. GP-Represents Reporting Person's spouse's proportionate limited partnership interest in shares of Rankin Associates IV, L.P. held by the Trust for the benefit of Reporting Person's spouse, as general partner. Reporting Person disclaims beneficial ownership of all such shares.
8. (RA4) Represents Reporting Person's Spouse's proportionate limited partnership interest in shares held by Rankin Associates IV, L.P. Reporting Person disclaims beneficial ownership of all such shares.
9. Represents the Reporting Person's spouse's proportionate interest in shares held by Rankin Management, Inc. ("RMI"). Reporting Person disclaims beneficial ownership of all such shares.
10. Reporting Person's spouse serves as Trustee of a Trust for the benefit of Roger F. Rankin. Reporting Person disclaims beneficial ownership of all such shares.
11. Represents the Reporting Person's proportionate limited partnership interests in shares held by Rankin Associates I, L.P.
12. Represents the Reporting Person's spouse proportionate limited partnership interest in shares held by Rankin Associates I, L.P. Reporting Person disclaims beneficial ownership of all such shares.
Remarks:
"Remark on Insider Relationship" - As a member of a "group" deemed to own more than 10% of an equity security as a result of being a party to a Stockholders' Agreement, dated as of March 15, 1990, beneficially owned by each of the signatories to such agreement (the "Agreement", the Reporting Person disclaims beneficial ownership of any such shares of Stock owned by any other signatory to the Agreement.
/s/ Jesse L. Adkins, attorney-in-fact 02/14/2017
** 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.
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