-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LYlIe14Yroq1GHblk24xyEbRCL07Hnb2H8q7UYkfo6JGqHSqu97WTvNUOsmgoHNm OcSoRABUjPYTCXMDJTyXcw== 0000950152-02-007953.txt : 20021031 0000950152-02-007953.hdr.sgml : 20021031 20021031171812 ACCESSION NUMBER: 0000950152-02-007953 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20021031 GROUP MEMBERS: A. M. RANKIN JR AS TRUSTEE OF C. T. RANKIN'S TRUST 2004 GROUP MEMBERS: CLAIBORNE R. RANKIN GROUP MEMBERS: CLARA L.T. RANKIN GROUP MEMBERS: ROGER F. RANKIN GROUP MEMBERS: THOMAS T. RANKIN FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RANKIN ALFRED M ET AL CENTRAL INDEX KEY: 0000904532 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 5875 LANDERBROOK DR STREET 2: NACCO INDUSTRIES INC CITY: MAYFIELD STATE: OH ZIP: 44124 MAIL ADDRESS: STREET 1: 5875 LANDERBROOK DR CITY: MAYFIELD HEIGHTS STATE: OH ZIP: 44124 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NACCO INDUSTRIES INC CENTRAL INDEX KEY: 0000789933 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL TRUCKS TRACTORS TRAILERS & STACKERS [3537] IRS NUMBER: 341505819 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-38001 FILM NUMBER: 02805502 BUSINESS ADDRESS: STREET 1: 5875 LANDERBROOK DR CITY: MAYFIELD HEIGHTS STATE: OH ZIP: 44124-4017 BUSINESS PHONE: 4404499668 MAIL ADDRESS: STREET 1: 5875 LANDERBRROK DR CITY: MAYFIELD HEIGHTS STATE: OH ZIP: 44124 SC 13D/A 1 l97024asc13dza.txt NACCO INDUSTRIES, INC./ALFRED M. RANKIN ET AL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDED AND RESTATED SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 1)(1) NACCO Industries, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Class B Common Stock, par value $1.00 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 629579 20 02 - -------------------------------------------------------------------------------- (CUSIP Number) Alfred M. Rankin, Jr. 5875 Landerbrook Drive Mayfield Heights, Ohio 44124-4017 (216) 449-9600 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 24, 2002 - -------------------------------------------------------------------------------- (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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent. (CONTINUED ON FOLLOWING PAGES) (PAGE 1 OF 12 PAGES) (1) The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. 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 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).
- --------------------------------------------- --------------------------------------------------- CUSIP No. 629579 20 02 SCHEDULE 13D Page 2 of 12 Pages ------------- - ------------ ------------------------------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Clara L.T. Rankin - ------------ ------------------------------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] - ------------ ------------------------------------------------------------------------------------------------------- 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 - --------------------------------------- ---------- ----------------------------------------------------------------- 7 SOLE VOTING POWER 0 ---------- ----------------------------------------------------------------- NUMBER OF SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 7,000 EACH REPORTING ---------- ----------------------------------------------------------------- PERSON WITH 9 SOLE DISPOSITIVE POWER 0 ---------- ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 479,371 - ------------ ------------------------------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 479,371 - ------------ ------------------------------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] CERTAIN SHARES* - ------------ ------------------------------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 29.5% - ------------ ------------------------------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - ------------ -------------------------------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
- --------------------------------------------- --------------------------------------------------- CUSIP No. 629579 20 02 SCHEDULE 13D Page 3 of 12 Pages -------------- - ------------ ------------------------------------------------------------------------------------------------------- 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) [X] - ------------ ------------------------------------------------------------------------------------------------------- 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 - ------------ ------------------------------------------------------------------------------------------------------- 7 SOLE VOTING POWER 36,624 NUMBER OF ---------- ----------------------------------------------------------------- SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH REPORTING 472,371 PERSON WITH ---------- ----------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 36,624 ---------- ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 472,371 - ------------ ------------------------------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 508,995 - ------------ ------------------------------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] CERTAIN SHARES* - ------------ ------------------------------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 31.3% - ------------ ------------------------------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - ------------ -------------------------------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
- --------------------------------------------- --------------------------------------------------- CUSIP No. 629579 20 02 SCHEDULE 13D Page 4 of 12 Pages -------------- - ------------ ------------------------------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Thomas T. Rankin - ------------ ------------------------------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] - ------------ ------------------------------------------------------------------------------------------------------- 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 - ------------ ------------------------------------------------------------------------------------------------------- 7 SOLE VOTING POWER 83,503 ---------- ----------------------------------------------------------------- NUMBER OF SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 472,371 EACH REPORTING ---------- ----------------------------------------------------------------- PERSON WITH 9 SOLE DISPOSITIVE POWER 83,503 ---------- ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 472,371 - ------------ ------------------------------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 555,874 - ------------ ------------------------------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] CERTAIN SHARES* - ------------ ------------------------------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 34.2% - ------------ ------------------------------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - ------------ -------------------------------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
- --------------------------------------------- --------------------------------------------------- CUSIP No. 629579 20 02 SCHEDULE 13D Page 5 of 12 Pages -------------- - ------------ ------------------------------------------------------------------------------------------------------- 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) [X] - ------------ ------------------------------------------------------------------------------------------------------- 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 - --------------------------------------- ---------- ----------------------------------------------------------------- 7 SOLE VOTING POWER 88,058 NUMBER OF ---------- ----------------------------------------------------------------- SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH REPORTING 472,371 PERSON WITH ---------- ----------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 88,058 ---------- ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 472,371 - ------------ ------------------------------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 560,429 - ------------ ------------------------------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] CERTAIN SHARES* - ------------ ------------------------------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 34.4% - ------------ ------------------------------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - ------------ -------------------------------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
- --------------------------------------------- --------------------------------------------------- CUSIP No. 629579 20 02 SCHEDULE 13D Page 6 of 12 Pages -------------- - --------------------------------------------- ------------------ --------------------------------------------------- 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) [X] - ------------ ------------------------------------------------------------------------------------------------------- 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 - ------------ ------------------------------------------------------------------------------------------------------- 7 SOLE VOTING POWER 108,698 NUMBER OF ---------- ----------------------------------------------------------------- SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH REPORTING 472,371 PERSON WITH ---------- ----------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 108,698 ---------- ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 472,371 - ------------ ------------------------------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 581,069 - ------------ ------------------------------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] CERTAIN SHARES* - ------------ ------------------------------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 35.7% - ------------ ------------------------------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - ------------ -------------------------------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
- --------------------------------------------- --------------------------------------------------- CUSIP No. 629579 20 02 SCHEDULE 13D Page 7 of 12 Pages -------------- - ------------ ------------------------------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Alfred M. Rankin, Jr., as Trustee of Clara T. Rankin's Qualified Annuity Interest Trust 2004 B - ------------ ------------------------------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] - ------------ ------------------------------------------------------------------------------------------------------- 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 - ------------ ------------------------------------------------------------------------------------------------------- 7 SOLE VOTING POWER 0 NUMBER OF ---------- ----------------------------------------------------------------- SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH REPORTING 0 PERSON WITH ---------- ----------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 0 ---------- ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 472,371 - ------------ ------------------------------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 472,371 - ------------ ------------------------------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] CERTAIN SHARES* - ------------ ------------------------------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 29.0% - ------------ ------------------------------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* OO - ------------ -------------------------------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT! - ------------------------------ ------------------------------- CUSIP No. 629579 20 02 SCHEDULE 13D Page 8 of 12 Pages ------------ - ------------------------------ -------------------------------- This Amendment No. 1 to Restated Schedule 13D (this "Amendment No. 1") is hereby filed to update and supplement certain information with respect to beneficial ownership of shares of Class B Common Stock (the "Class B Common") of NACCO Industries, Inc. (the "Company") that appeared in the Amended and Restated Schedule 13D filed by the Reporting Persons on March 27, 2002 (the "Filing"). This Amendment No. 1 (a) reflects a transfer of limited partnership interests in Rankin Associates I, L.P. (the "Partnership"), effective October 24, 2002, made by a trust for the benefit of Mrs. Clara L.T. Rankin (one of the Reporting Persons under the Filing) of which Mr. Alfred M. Rankin, Jr. (one of the Reporting Persons under the Filing) is the sole trustee to a newly created irrevocable trust of which Mr. Rankin is the sole trustee and which is initially for the sole benefit of Mrs. Clara L.T. Rankin; (b) provides information with respect to Alfred M. Rankin, Jr., as trustee of Clara T. Rankin's Qualified Annuity Interest Trust 2004 B (the "New Reporting Person"); and (c) reflects the acquisition of shares of Class B Common by certain Reporting Persons. Capitalized terms used herein but not defined herein shall have the meanings assigned to such terms in the Filing. ITEM 2. IDENTITY AND BACKGROUND. Item 2 of the Filing is hereby amended as follows: (a)-(c) The fourth paragraph under the heading "Item 2. Identity and Background" which appears in the Filing reporting information with respect to the Partnership is hereby deleted and replaced in its entirety as follows: RANKIN ASSOCIATES I, L.P. is a Delaware limited partnership. Its principal business is to hold under common management certain of the Class B Common beneficially owned by the Partners. The address of its principal business and its principal office is Suite 300, 5875 Landerbrook Drive, Mayfield Heights, Ohio 44124-4017. The General Partners of the Partnership are (a) the Main Trust of Alfred M. Rankin created under the Agreement, dated September 28, 2000, as supplemented, amended and restated (the "Alfred Rankin Trust"), (b) the Main Trust of Claiborne R. Rankin created by the Agreement, dated June 22, 1971, as supplemented, amended and restated (the "Claiborne Rankin Trust"), (c) the Main Trust Agreement of Roger F. Rankin created by the Agreement, dated September 11, 1973, as supplemented, amended and restated (the "Roger Rankin Trust"), and (d) the Main Trust of Thomas T. Rankin created by the Agreement, dated December 29, 1967, as supplemented, amended and restated (the "Thomas Rankin Trust") (together, the "General Partners"). The trustee and primary beneficiary of each General Partner is a Reporting Individual. The Limited Partners of the Partnership are the following trusts: (i) the Alfred Rankin Trust, (ii) the Claiborne Rankin Trust, (iii) the Roger Rankin Trust, (iv) the Thomas Rankin Trust, (v) the Main Trust of Clara T. Rankin created under the Agreement, dated July 20, 2000, as supplemented, amended and restated (the "Clara Rankin Trust"), (vi) Clara T. Rankin's Qualified Annuity Interest Trust 2004 B (the "Clara Rankin Annuity Trust") and (vii) the Main Trust of Bruce T. Rankin created under the Agreement, dated September 28, 2000, as supplemented, amended and restated (the "Bruce Rankin Trust"). The trustee and primary beneficiary of each Limited Partner is a Reporting Individual. - ------------------------------ ------------------------------- CUSIP No. 629579 20 02 SCHEDULE 13D Page 9 of 12 Pages ------------ - ------------------------------ -------------------------------- Following the thirteenth paragraph under the heading "Item 2. Identity and Background" which appears in the Filing reporting information with respect to Victoire G. Rankin, insert the following information with respect to the New Reporting Person: ALFRED M. RANKIN, JR., AS TRUSTEE OF CLARA T. RANKIN'S QUALIFIED ANNUITY INTEREST TRUST 2004 B. Mr. Rankin, a Reporting Individual, acts as trustee of the Clara Rankin Annuity Trust. Mr. Rankin's business address is Suite 300, 5875 Landerbrook Drive, Mayfield Heights, Ohio 44124-4017. He is Chairman, President and Chief Executive Officer of the Company, which is a holding company whose principal operating subsidiaries function in three principal businesses: lignite mining, lift trucks and housewares. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. Item 3. of the Filing is hereby amended as follows: The paragraphs under the heading "Item 3. Source and Amount of Funds or Other Consideration" are hereby deleted and replaced as follows: Except as otherwise provided in this Item 3, beneficial ownership of the Class B Common by the Reporting Persons was acquired by such Reporting Persons (i) when the North American Coal Corporation, an Ohio corporation, was reorganized as the Company in 1986, (ii) as recipients of gifts or bequests of Class B Common, (iii) as successor trustees of trusts holding Class B Common, (iv) as trustees of the assignees of partnership interests in the Partnership or (v) in exchanges for shares of Class A Common Stock of the Company on a one share for one share basis. The Partnership acquired beneficial ownership of the Class B Common reported in the Filing as capital contributions from the Partners. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a)-(b) The fifth paragraph under the heading "Item 5. Interest in Securities of the Issuer," which appears in the Filing reporting the beneficial ownership of Class B Common by Clara L.T. Rankin, is hereby deleted and replaced in its entirety as follows: CLARA L. T. RANKIN. Mrs. Rankin, as primary beneficiary of the Clara Rankin Trust and the Clara Rankin Annuity Trust, both of which are Limited Partners, shares the power to dispose of 472,371 shares of Class B Common held by the Partnership with the General Partners and the other Limited Partners. In addition, Mrs. Rankin has a reversionary interest in 7,000 shares of Class B Common held by an irrevocable trust created by the Agreement, dated December 18, 1963, with National City Bank, a national banking association ("NCB"), as trustee, for the benefit of Elizabeth E. Brown. Mrs. Rankin, as an advisor to such trust, shares with NCB the power to vote and dispose of such 7,000 shares. Collectively, the 479,371 shares of Class B Common with respect to which Mrs. Rankin shares the power to dispose constitute approximately 29.5% of the outstanding Class B Common as of July 31, 2002. NCB is a national banking association with its principal business and office location at 1900 East 9th - ------------------------------ ------------------------------- CUSIP No. 629579 20 02 SCHEDULE 13D Page 10 of 12 Pages ------------ - ------------------------------ -------------------------------- Street, Cleveland, Ohio 44113. To the knowledge of the Reporting Persons, during the last five years, NCB has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or been a party to any civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which NCB was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. The sixth paragraph under the heading "Item 5. Interest in Securities of the Issuer," which appears in the Filing reporting the beneficial ownership of the Class B common by Alfred M. Rankin, Jr., is hereby deleted and replaced as follows: ALFRED M. RANKIN, JR. Mr. Rankin (a) as trustee and primary beneficiary of the Alfred Rankin Trust, which is a General Partner, shares the power to vote 472,371 shares of Class B Common held by the Partnership with the other trustees and primary beneficiaries of the other General Partners, (b) as a trustee and primary beneficiary of a General Partner and a Limited Partner, shares the power to dispose of 472,371 shares of Class B Common held by the Partnership with the other trustees and primary beneficiaries of the other General Partners and other Limited Partners and (c) as trustee of the Alfred Rankin Trust has the sole power to vote and dispose of 36,624 shares of Class B Common. Together, these 508,995 shares constitute approximately 31.3% of the outstanding Class B Common as of July 31, 2002. The seventh paragraph under the heading "Item 5. Interest in Securities of the Issuer," which appears in the Filing reporting the beneficial ownership of the Class B Common by Thomas T. Rankin, is hereby deleted and replaced as follows: THOMAS T. RANKIN. Mr. Rankin (a) has the sole power to vote and dispose of 83,503 shares of Class B Common, (b) as trustee and primary beneficiary of the Thomas Rankin Trust, which is a General Partner, shares the power to vote 472,371 shares of Class B Common held by the Partnership with the other trustees and primary beneficiaries of the other General Partners and (c) as a trustee and primary beneficiary of a General Partner and a Limited Partner, shares the power to dispose of 472,371 shares of Class B Common held by the Partnership with the other trustees and primary beneficiaries of the other General Partners and other Limited Partners. Together, these 555,874 shares constitute approximately 34.2% of the outstanding Class B Common as of July 31, 2002. The eighth paragraph under heading "Item 5. Interest in Securities of Issuer," which appears in the Filing reporting the beneficial ownership of the Class B Common by Claiborne R. Rankin, is hereby deleted and replaced as follows: CLAIBORNE R. RANKIN. Mr. Rankin (a) has the sole power to vote and dispose of 88,058 shares of Class B Common, (b) as trustee and primary beneficiary of the Claiborne Rankin Trust, which is a General Partner, shares the power to vote 472,371 shares of Class B Common held by the Partnership with the other trustees and primary beneficiaries of the other General Partners and (c) as a trustee and primary beneficiary of a General Partner and a Limited Partner, shares the power to dispose of 472,371 shares of Class B Common held by the Partnership with the other trustees and primary beneficiaries of the other General Partners and other Limited Partners. - ------------------------------ ------------------------------- CUSIP No. 629579 20 02 SCHEDULE 13D Page 11 of 12 Pages ------------ - ------------------------------ -------------------------------- Together, these 560,429 shares constitute approximately 34.4% of the outstanding Class B Common as of July 31, 2002. The ninth paragraph under heading "Item 5. Interest in Securities of Issuer," which appears in the Filing reporting the beneficial ownership of the Class B Common by Roger F. Rankin, is hereby deleted and replaced as follows: ROGER F. RANKIN. Mr. Rankin (a) has the sole power to vote and dispose of 108,698 shares of Class B Common, (b) as trustee and primary beneficiary of the Roger Rankin Trust, which is a General Partner, shares the power to vote 472,371 shares of Class B Common held by the Partnership with the other trustees and primary beneficiaries of the other General Partners and (c) as a trustee and primary beneficiary of a General Partner and a Limited Partner, shares the power to dispose of 472,371 shares of Class B Common held by the Partnership with the other trustees and primary beneficiaries of the other General Partners and other Limited Partners. Together, these 581,069 shares constitute approximately 35.7% of the outstanding Class B Common as of July 31, 2002. Following the eleventh paragraph under the heading "Item 5. Interest in Securities of Issuer," which appears in the Filing reporting information with respect to Victoire G. Rankin, insert the following information with respect to the New Reporting Person: ALFRED M. RANKIN, JR., AS TRUSTEE OF CLARA T. RANKIN'S QUALIFIED ANNUITY INTEREST TRUST 2004 B. Mr. Rankin, as Trustee of the Clara Rankin Annuity Trust, which is a Limited Partner, shares the power to dispose of 472,371 shares of Class B Common held by the Partnership with the General Partners and the other Limited Partners, which shares constitute approximately 29.0% of the outstanding Class B Common as of July 31, 2002. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. Item 6 of the Filing is hereby amended by adding the following immediately following the last paragraph of Item 6: Certain shares of Class A Common Stock of certain of the Reporting Individuals have been pledged pursuant to customary pledge arrangements. ITEM 7. MATERIALS TO BE FILED AS EXHIBITS. (Exhibit 7) Amendment to Stockholders' Agreement, dated as of October 24, 2002, adding the trustees of trusts for the benefit of certain Participating Stockholders as Participating Stockholders under the NACCO Stockholders' Agreement. [SIGNATURES BEGIN ON NEXT PAGE.] - ------------------------------ ------------------------------- CUSIP No. 629579 20 02 SCHEDULE 13D Page 12 of 12 Pages ------------ - ------------------------------ -------------------------------- SIGNATURE 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: October 31, 2002 Name: Rankin Associates I, L.P. By: Main Trust of Alfred M. Rankin created under the Agreement dated as of September 28, 2000, as supplemented, amended and restated, one of its General Partners By: /s/ Alfred M. Rankin, Jr. -------------------------------------------- Alfred M. Rankin, Jr., as Trustee REPORTING INDIVIDUALS By: /s/ Alfred M. Rankin, Jr. ------------------------------------------------- Alfred M. Rankin, Jr., on behalf of himself, as Trustee of Clara T. Rankin's Qualified Annuity Interest Trust 2004 B, and as: Attorney-in-Fact for Clara L. T. Rankin* 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 Bruce T. 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 6 of the Filing. EX-7 3 l97024aexv7.txt EXHIBIT 7 Exhibit 7 AMENDMENT TO STOCKHOLDERS' AGREEMENT This AMENDMENT TO STOCKHOLDERS' AGREEMENT, dated as of October 24, 2002 (this "Amendment"), by and among National City Bank, (Cleveland, Ohio), as depository ("Depository"), the Participating Stockholders under the Stockholders' Agreement, dated as of March 15, 1990, as amended, NACCO Industries, Inc., a Delaware corporation (the "Corporation"), and the new Participating Stockholder identified on the signature page hereto (the "New Participating Stockholder"). This Amendment sets forth the terms and conditions on which the New Participating Stockholder will join in and become a party to the Stockholders' Agreement, dated as of March 15, 1990, as amended (the "Stockholders' Agreement"). Capitalized terms defined in the Stockholders' Agreement are used herein as so defined. 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. The New Participating Stockholder, for such New Participating Stockholder only and not for any other Participating Stockholder, represents and warrants to the other Participating Stockholders and the Corporation as follows: (a) Such 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) Such 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 2 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 such New Participating Stockholder are now held by such 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 the 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 3. AGREEMENT TO BE BOUND BY STOCKHOLDERS' AGREEMENT. The New Participating Stockholder agrees to be bound by all of the terms and provisions of the Stockholders' Agreement applicable to Participating Stockholders. 4. BENEFICIARIES. The 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 (as defined in Section 1.9 of the Stockholders' Agreement) for the benefit of a Family Member or Members 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. 4 (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. 5 (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 Frank E. Taplin, Thomas E. Taplin, Alfred M. Rankin, Jr., Dennis W. LaBarre, Thomas C. Daniels, Charles A. Bittenbender, 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 6 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-l(f)(iii) 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 or a Charitable Organization becomes a Participating Stockholder or any other Amendment that does not require approval of 66-2/3 percent of the shares of Class B Common Stock subject to the Stockholders' Agreement pursuant to Section 8 of the Stockholders' Agreement, including, without limitation, a change in the depository, 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 the undersigned New Participating Stockholder. If applicable law requires additional or substituted language or formalities (including witnesses or 7 acknowledgments) in order to validate the power of attorney intended to be granted by this Section 7, the 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. 8 IN WITNESS WHEREOF, the 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. Clara T. Rankin's Qualified Annuity Interest Trust 2004 A /s/ Alfred M. Rankin, Jr. --------------------------------------------- Name: Alfred M. Rankin, Jr. Title: Trustee Address: 5875 Landerbrook Drive Suite 300 Mayfield Heights, Ohio 44124-4017 Number of Shares of Class B Common Stock Clara T. Rankin's Qualified Annuity Interest Trust 2004 B /s/ Alfred M. Rankin, Jr. --------------------------------------------- Name: Alfred M. Rankin, Jr. Title: Trustee Address: 5875 Landerbrook Drive Suite 300 Mayfield Heights, Ohio 44124-4017 Number of Shares of Class B Common Stock National City Bank, (Cleveland, Ohio) By: /s/ Leigh H. Carter --------------------------------- Name: Leigh H. Carter Title: Vice President NACCO INDUSTRIES, INC. By: /s/ Alfred M. Rankin, Jr. ------------------------------------------------ Name: Alfred M. Rankin, Jr. Title: President and Chief Executive Officer 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. Victorie G. Rankin 4. Helen Rankin Butler (fka Helen P. Rankin) 5. Clara T. Rankin Williams (fka Clara T. Rankin) 6. Thomas T. Rankin 7. Matthew M. Rankin 8. James T. Rankin 9. Claiborne R. Rankin 10. Chloe O. Rankin 11. Julia L. Rankin (by Claiborne R. Rankin as custodian) 12. Chloe R. Seelbach (fka Chloe E. Rankin) 13. Claiborne R. Rankin, Jr. 14. Roger F. Rankin 15. Bruce T. Rankin 16. Frank E. Taplin 17. Margaret E. Taplin 18. Elizabeth E. Brown (by Andrew L. Fabens III, Attorney-in-fact) 19. Martha S. Kelly 20. Susan Sichel (fka Susan S. Panella) 21. Jennifer T. Jerome 22. Caroline T. Ruschell 23. David F. Taplin 24. Thomas E. Taplin 25. Beatrice B. Taplin 26. Thomas E. Taplin, Jr. 27. Theodore D. Taplin 28. Britton T. Taplin 29. Frank F. Taplin 30. Rankin Management, Inc. 31. Rankin Associates I, L.P. (fka CTR Family Associates, L.P.) 32. The Trust created under the Agreement, dated December 18, 1963, among National City Bank, as trustee, Clara T. Rankin, Thomas E. Taplin and Frank E. Taplin, for the benefit of Elizabeth E. Brown. 33. The Trust created under the Agreement, dated December 15, 1976, between National City Bank, as trustee, and Frank E. Taplin, for the benefit of grandchildren. 34. 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. 35. The Trust created under the Agreement, dated January 11, 1965, as supplemented, amended and restated, between National City Bank, as trustee, and Alfred M. Rankin, for the benefit of Alfred M. Rankin. 36. 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. 37. 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. 38. 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. 39. The Trust created under the Agreement, dated December 29, 1967, as supplemented, amended and restated, between National City Bank, as co-trustee, and Thomas T. Rankin, as co-trustee, creating a trust for the benefit of Thomas T. Rankin. 40. The Trust created under the Agreement, dated June 22, 1971, as supplemented, amended and restated, between National City Bank, as co-trustee, and Claiborne R. Rankin, as co-trustee, creating a trust for the benefit of Claiborne R. Rankin. 41. The Trust created under the Agreement, dated September 11, 1973, as supplemented, amended and restated, between National City Bank, as co-trustee, and Roger F. Rankin, as co-trustee, creating a trust for the benefit of Roger F. Rankin. 42. 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. 43. The Trust created under the Agreement, dated December 11, 1957, as supplemented, amended and restated, between National City Bank, as trustee, and Frank E. Taplin, for the benefit of Frank E. Taplin. 44. The Trust created under the Agreement, dated January 21, 1966, as supplemented, amended and restated, between National City Bank, as trustee, and Thomas E. Taplin, for the benefit of Thomas E. Taplin. 45. 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. 46. 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. 47. 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. 48. 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. 49. 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. 50. Corbin Rankin 51. Alison A. Rankin 52. National City Bank as agent under the Agreement, dated July 16, 1969, with Margaret E. Taplin. 53. Thomas Parker Rankin (by Thomas T. Rankin as custodian) 54. Alison A. Rankin, as trustee fbo A. Farnham Rankin under Irrevocable Trust No. 1, dated December 18, 1997, with Roger Rankin, Grantor. 55. Alison A. Rankin, as trustee fbo Elisabeth M. Rankin under Irrevocable Trust No. 1, dated December 18, 1997, with Roger Rankin, Grantor. 56. Rankin Associates II, L.P. 57. John C. Butler, Jr. 58. Clara Rankin Butler (by John C. Butler, Jr. as custodian) 59. 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. 60. David B. Williams 61. Griffin B. Butler (by John C. Butler, Jr. as Custodian) 62. Claiborne R. Rankin as Trustee of the Claiborne R. Rankin, Jr. Revocable Trust dated August 25, 2000. 63. Alison A. Rankin as Trustee under Irrevocable Trust No. 2, dated September 11, 2000, for the benefit of A. Farnham Rankin. 64. Alison A. Rankin as Trustee under Irrevocable Trust No. 2, dated September 11, 2000, for the benefit of Elisabeth M. Rankin. 65. Alison A. Rankin as Trustee of the Alison A. Rankin Revocable Trust, dated September 11, 2000. 66. The Trust created under the Agreement, dated December 20, 1993, between Matthew M. Rankin, as trustee, and Matthew M. Rankin, for the benefit of Matthew M. Rankin. 67. Scott Seelbach 68. Thomas (Parker) Rankin (by Corbin K. Rankin as Custodian) 69. Margo Jamison Victoire Williams (by Clara Rankin Williams as Custodian) 70. 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 71. Clara T. Rankin's Qualified Annuity Interest Trust 2004 A 72. Clara T. Rankin's Qualified Annuity Interest Trust 2004 B -----END PRIVACY-ENHANCED MESSAGE-----