-----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, BuKPmbgpnDna2Wias694TVis35Yn+gLLB6uSUiXsEPQ+lWDzwDkoMjUh/S9UYDt1 UZlab7AFHGaLcbUFTrar/g== 0000950152-03-000281.txt : 20030114 0000950152-03-000281.hdr.sgml : 20030114 20030109172152 ACCESSION NUMBER: 0000950152-03-000281 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20030109 GROUP MEMBERS: CHLOE O. RANKIN GROUP MEMBERS: CLAIBORNE R. RANKIN GROUP MEMBERS: CLARA RANKIN WILLIAMS GROUP MEMBERS: DAVID B. WILLIAMS GROUP MEMBERS: ELIZABETH B. RANKIN GROUP MEMBERS: JOHN C. BUTLER, JR. GROUP MEMBERS: MATTHEW M. RANKIN GROUP MEMBERS: VICTOIRE G. 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: 03509568 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 l98173asc13dza.txt NACCO INDUSTRIES/ALFRED RANKIN, ET AL SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (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. 9)1 NACCO Industries, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Class A Common Stock, par value $1.00 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 629579 10 3 - -------------------------------------------------------------------------------- (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) December 30, 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 17 Pages) - -------- 1 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 10 3 13D Page 2 of 17 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 133,855 NUMBER OF --------------------------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 922,855 EACH REPORTING PERSON WITH --------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 133,855 --------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 922,855 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,056,710 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 16.1% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! - --------------------- ------------------ CUSIP No. 629579 10 3 13D Page 3 of 17 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 59,703 NUMBER OF --------------------------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 767,049 EACH REPORTING PERSON WITH --------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 59,703 --------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 767,049 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 826,752 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 12.6% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! - --------------------- ------------------ CUSIP No. 629579 10 3 13D Page 4 of 17 Pages ----------- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) John C. Butler, 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 9,975 NUMBER OF --------------------------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 33,634 EACH REPORTING PERSON WITH --------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 9,975 --------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 771,929 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 781,904 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.9% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! - --------------------- ------------------ CUSIP No. 629579 10 3 13D Page 5 of 17 Pages ----------- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Matthew M. 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 7,274 NUMBER OF --------------------------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 5,787 ACH REPORTING PERSON WITH --------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 7,274 --------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 744,082 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 751,356 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.4% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! - --------------------- ------------------ CUSIP No. 629579 10 3 13D Page 6 of 17 Pages ----------- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Victoire G. 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 20,284 NUMBER OF --------------------------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 298,131 EACH REPORTING PERSON WITH --------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 20,284 --------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 1,036,426 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,056,710 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 16.1% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! - --------------------- ------------------ CUSIP No. 629579 10 3 13D Page 7 of 17 Pages ----------- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Chloe O. Rankin - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) 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 10,840 NUMBER OF --------------------------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 77,617 EACH REPORTING PERSON WITH --------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 10,840 --------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 815,912 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 826,752 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 12.6% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! - --------------------- ------------------ CUSIP No. 629579 10 3 13D Page 8 of 17 Pages ----------- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) David B. Williams - -------------------------------------------------------------------------------- 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 840 NUMBER OF --------------------------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 34,474 EACH REPORTING PERSON WITH --------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 840 --------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 772,769 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 773,609 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.8% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! - --------------------- ------------------ CUSIP No. 629579 10 3 13D Page 9 of 17 Pages ----------- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Clara Rankin Williams - -------------------------------------------------------------------------------- 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 840 NUMBER OF --------------------------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 34,474 EACH REPORTING PERSON WITH --------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 840 --------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 772,769 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 773,609 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.8% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! - --------------------- ------------------- CUSIP No. 629579 10 3 13D Page 10 of 17 Pages ----------- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Elizabeth B. 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 13,061 EACH REPORTING PERSON WITH --------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER -0- --------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 751,356 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 751,356 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.4% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! - --------------------- ------------------- CUSIP No. 629579 10 3 13D Page 11 of 17 Pages ----------- - -------------------------------------------------------------------------------- This Amendment No. 9 to Schedule 13D (this "Amendment No. 9") is hereby filed to update and supplement certain information with respect to beneficial ownership of shares of Class A Common Stock (the "Class A Common") of NACCO Industries, Inc. (the "Company") that appeared in the Schedule 13D filed by the Reporting Persons on February 18, 1998 (the "Initial Filing"), as amended on March 30, 1998 ("Amendment No. 1"), as amended on April 9, 1998 ("Amendment No. 2"), as amended on January 11, 1999 ("Amendment No. 3"), as amended on May 14, 1999 ("Amendment No. 4"), as amended on November 13, 2000 ("Amendment No. 5"), as amended on February 14, 2001 ("Amendment No. 6"), as amended on January 10, 2002 ("Amendment No. 7"), as amended on October 31, 2002 ("Amendment No. 8") (collectively, the "Filings"). This Amendment No. 9: (a) provides certain information with respect to Elizabeth B. Rankin, who is not a Reporting Person under the Filings (the "New Reporting Person"), (b) updates certain information with respect to certain Reporting Persons under the Filings and (c) reflects the acquisition or disposition of Class A Common by certain Reporting Persons. Capitalized terms used herein but not defined herein shall have the meanings assigned to such terms in the Filings. ITEM 2. IDENTITY AND BACKGROUND. (a)-(c) Item 2 of the Filings is hereby amended as follows: The statements that appear under the heading Matthew M. Rankin which appear in the Filings, are hereby deleted and replaced in their entirety by the following: MATTHEW M. RANKIN. Mr. Rankin's business address is 230 North Elm Street, P.O. Box 21048, Greensboro, North Carolina 27420. He is an Assistant Vice-President at Wachovia Bank. The statements that appear under the heading Scott Seelbach which appear in the Filings, are hereby deleted and replaced in their entirety by the following: SCOTT SEELBACH. Mr. Seelbach's business address is Suite 300, 5875 Landerbrook Drive, Mayfield Heights, Ohio 44124-4017. He is a student. Following the entry for Alfred M. Rankin, Jr., as trustee of Clara L.T. Rankin's Qualified Annuity Interest Trust 2004 A that appears in Amendment No. 8, insert the following information with respect to the New Reporting Person: ELIZABETH B. RANKIN. Mrs. Rankin's business address is 1122 Birch Tree Way, Greensboro, North Carolina 27401. She is a Sales Representative with Merck Pharmaceuticals. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a)-(b) The sixth paragraph under the heading "Item 5. Interest in Securities of the Issuer," which appears in the Filings reporting the beneficial ownership of Class A Common by Alfred M. Rankin, Jr., is hereby deleted and replaced in its entirety as follows: - --------------------- ------------------- CUSIP No. 629579 10 3 13D Page 12 of 17 Pages ----------- - -------------------------------------------------------------------------------- ALFRED M. RANKIN, JR. Mr. Rankin (a) shares with National City Bank, a national banking association ("NCB"), the power to vote and dispose of 2,000 shares of Class A Common pursuant to the Agreement with Clara L.T. Rankin, dated September 22, 1988, creating a charitable trust for 20 years and then for the benefit of her grandchildren, (b) shares with Clara L.T. Rankin the power to dispose of 38,400 shares of Class A Common pursuant to the Agreement with Clara L.T. Rankin, dated July 20, 2000, creating a trust for the benefit of her grandchildren, (c) shares with NCB the power to vote and dispose of 26,608 shares of Class A Common held by the AM Rankin Sr. Trust A for the benefit of grandchildren, (d) as trustee, shares with Helen Rankin Butler the power to vote and dispose of 33,634 shares of Class A Common held in a trust for the benefit of Helen Rankin Butler, (e) as trustee, shares with Clara T. (Rankin) Williams the power to vote and dispose of 33,634 shares of Class A Common held in a trust for the benefit of Clara T. (Rankin) Williams, (f) shares the power to dispose of 738,295 shares of Class A Common with RMI and the other Reporting Individuals, (g) has the sole power to vote and dispose of 104,855 shares of Class A Common held by the Main Trust of Alfred M. Rankin created under the Agreement, dated September 28, 2000, as supplemented, amended and restated, (h) has the sole power to vote and dispose of 15,000 shares of Class A Common held by Alfred M. Rankin, Jr.'s 2004 Qualified Annuity Interest Trust, (i) shares with NCB the power to vote and dispose of 30,000 shares of Class A Common held in a trust for the benefit of Clara L.T. Rankin under the Agreement, dated January 5, 1977, (j) has the sole power to vote and dispose of 14,000 shares of Class A Common held in his individual retirement account and (k) is deemed to share with his spouse the power to vote and dispose of 20,284 shares of Class A Common owned by his spouse (Victoire G. Rankin) because she resides with him. Collectively, the 1,056,710 shares of Class A Common beneficially owned by Mr. Rankin constitute approximately 16.1% of the Class A Common outstanding as of October 31, 2002. The business address of Helen Rankin Butler is Camp Aloha Hive, RR #1, Box 289, Fairlee, Vermont 05045. Mrs. Helen Rankin Butler is employed as the Director of Camp Aloha Hive. To the knowledge of the Reporting Individuals, during the last five years, Helen Rankin Butler has not been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors) or party to any civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which she 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 eighth paragraph under the heading "Item 5. Interest in Securities of the Issuer," which appears in the Filings reporting the beneficial ownership of Class A Common by Claiborne R. Rankin, is hereby deleted and replaced in its entirety as follows: CLAIBORNE R. RANKIN. Mr. Rankin (a) has sole power to vote and dispose of 54,853 shares of Class A Common held in a trust created under the Agreement, dated June 22, 1971, creating a revocable trust created for the benefit of Mr. Rankin, (b) as trustee, shares with Claiborne R. Rankin, Jr. the power to vote and dispose of 7,790 shares of Class A Common held in a trust for the benefit of Claiborne R. Rankin, Jr., (c) has sole power to vote and dispose of 4,850 shares of Class A Common held by Mr. Rankin as custodian for his minor daughter, (d) as trustee, shares with Chloe E. Seelbach the power to vote and dispose of 10,124 shares of Class A Common held in a trust for the - --------------------- ------------------- CUSIP No. 629579 10 3 13D Page 13 of 17 Pages ----------- - -------------------------------------------------------------------------------- benefit of Chloe E. Seelbach, (e) is deemed to share with his spouse the power to vote and dispose of 10,840 shares of Class A Common owned by his spouse (Chloe O. Rankin) because she resides with him and (f) shares with RMI and the other Reporting Individuals the power to dispose of 738,295 shares of Class A Common. Collectively, the 826,752 shares of Class A Common beneficially owned by Mr. Rankin constitute approximately 12.6% of the Class A Common outstanding as of October 31, 2002. The business address of Claiborne R. Rankin, Jr. is 1 South Wacker Drive, 35th Floor, Chicago, Illinois 60606. Claiborne R. Rankin, Jr. is employed as a marketing assistant with Stein Roe Investment Counsel. The business address of Chloe E. Seelbach is 1840 Oak Avenue, Suite 400, Evanston, Illinois 60201. Mr. Seelbach is a Project Manager at CognitiveArts. To the knowledge of the Reporting Individuals, during the last five years, neither Claiborne R. Rankin, Jr. nor Chloe E. Seelbach has been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors) or party to any civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which he or she 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 eleventh paragraph under the heading "Item 5. Interest in Securities of the Issuer," which appears in the Filings reporting the beneficial ownership of Class A Common by John C. Butler, Jr., is hereby deleted and replaced in its entirety as follows: JOHN C. BUTLER, JR. Mr. Butler (a) by virtue of the Partnership Interests received as gifts, shares with RMI and the other Reporting Individuals the power to dispose of 738,295 shares of Class A Common, (b) has sole power to vote and dispose of 9,975 shares of Class A Common held by Mr. Butler, including (i) 5,340 shares of Class A Common held in a trust created under the Agreement, dated June 17, 1999, creating a revocable trust for the benefit of Mr. Butler, (ii) 2,800 shares of Class A Common held in his individual retirement account, (iii) 495 shares of Class A Common held by Mr. Butler as custodian for his minor daughter, (iv) 340 shares of Class A Common held by Mr. Butler as custodian for his minor son, (v) as trustee, 500 shares of Class A Common held in a trust for the benefit of his minor daughter and (vi) as trustee, 500 shares of Class A Common held in a trust for the benefit of his minor son and (c) is deemed to share with his spouse (Helen Rankin Butler) the power to vote and dispose of 33,634 shares of Class A Common beneficially owned by his spouse because she resides with him. Collectively, the 781,904 shares of Class A Common beneficially owned by Mr. Butler constitute approximately 11.9% of the Class A Common outstanding as of October 31, 2002. The twelfth paragraph under the heading "Item 5. Interest in Securities of the Issuer," which appears in the Filings reporting the beneficial ownership of Class A Common by Matthew M. Rankin, is hereby deleted and replaced in its entirety as follows: MATTHEW M. RANKIN. Mr. Rankin (a) has sole power to vote and dispose of 7,274 shares of Class A Common, (b) as co-trustee, shares with his father (Thomas T. Rankin) the power to vote and dispose of 5,787 shares of Class A Common held in a trust for the benefit of Matthew M. Rankin and (c) by virtue of the Partnership Interests received as gifts, shares with RMI and the other Reporting Individuals the power to dispose of 738,295 shares of Class A Common. Collectively, the 751,356 shares of Class - --------------------- ------------------- CUSIP No. 629579 10 3 13D Page 14 of 17 Pages ----------- - -------------------------------------------------------------------------------- A Common beneficially owned by Mr. Rankin constitute approximately 11.4% of the Class A Common outstanding as of October 31, 2002. The fifteenth paragraph under the heading "Item 5. Interest in Securities of the Issuer," which appears in the Filings reporting the beneficial ownership of Class A Common by Victoire G. Rankin, is hereby deleted and replaced in its entirety as follows: VICTOIRE G. RANKIN. Mrs. Rankin (a) by virtue of the Partnership Interests received as gifts, shares with RMI and the other Reporting Individuals the power to dispose of 738,295 shares of Class A Common, (b) has the sole power to vote and dispose of 20,284 shares of Class A Common held in a trust created under the Agreement, dated September 28, 2000, creating a trust for the benefit of Mrs. Rankin, (c) is deemed to share the power to vote and dispose of 2,000 shares of Class A Common owned by a charitable trust for 20 years and then for the benefit of the grandchildren of Clara L.T. Rankin because her spouse (Alfred M. Rankin, Jr.) is co-trustee of such trust and her spouse resides with her, (d) is deemed to share the power to dispose of 38,400 shares of Class A Common owned by a trust created for the benefit of the grandchildren of Clara L.T. Rankin because her spouse is trustee of such trust and her spouse resides with her, (e) is deemed to share the power to vote and dispose of 26,608 shares of Class A Common owned by a trust created for the benefit of the grandchildren of Alfred M. Rankin, Sr. because her spouse is co-trustee of such trust and her spouse resides with her, (f) is deemed to share the power to vote and dispose of 33,634 shares of Class A Common owned by a trust created for the benefit of Helen (Rankin) Butler because her spouse is trustee of such trust and her spouse resides with her, (g) is deemed to share the power to vote and dispose of 33,634 shares of Class A Common held in trust for the benefit of Clara T. (Rankin) Williams because her spouse is trustee of such trust and her spouse resides with her, (h) is deemed to share the power to vote and dispose of 104,855 shares of Class A Common owned by a revocable trust for the benefit of her spouse because her spouse resides with her, (i) is deemed to share the power to vote and dispose of 15,000 shares of Class A Common owned by an irrevocable trust for the benefit of her spouse because her spouse resides with her, (j) is deemed to share the power to vote and dispose of an additional 14,000 shares of Class A Common owned by her spouse because her spouse resides with her and (k) is deemed to share the power to vote and dispose of 30,000 shares of Class A Common held in trust for the benefit of Clara L.T. Rankin because her spouse is co-trustee of such trust and her spouse resides with her. Collectively, the 1,056,710 shares of Class A Common beneficially owned by Mrs. Rankin constitute approximately 16.1% of the Class A Common outstanding as of October 31, 2002. The seventeenth paragraph under the heading "Item 5. Interest in Securities of the Issuer," which appears in the Filings reporting the beneficial ownership of Class A Common by Chloe O. Rankin, is hereby deleted and replaced in its entirety as follows: CHLOE O. RANKIN. Mrs. Rankin (a) by virtue of the Partnership Interests received as gifts, shares with RMI and the other Reporting Individuals the power to dispose of 738,295 shares of Class A Common, (b) is deemed to share the power to vote and dispose of 54,853 shares of Class A Common owned by a revocable trust created for the benefit of her spouse (Claiborne R. Rankin) because her spouse resides with her, (c) - --------------------- ------------------- CUSIP No. 629579 10 3 13D Page 15 of 17 Pages ----------- - -------------------------------------------------------------------------------- is deemed to share the power to vote and dispose of 7,790 shares of Class A Common owned by a trust created for the benefit of Claiborne R. Rankin, Jr. because her spouse is trustee of such trust and her spouse resides with her, (d) is deemed to share the power to vote and dispose of 4,850 shares of Class A Common held by her spouse as custodian for their minor daughter because her spouse resides with her, (e) is deemed to share the power to vote and dispose of 10,124 shares of Class A Common owned by a trust created for the benefit of Chloe E. Seelbach because her spouse is trustee of such trust and her spouse resides with her and (f) has the sole power to vote and dispose of 10,840 shares of Class A Common held in a trust created under the Agreement, dated June 1, 1995, creating a trust for the benefit of Mrs. Rankin. Collectively, the 826,752 shares of Class A Common beneficially owned by Mrs. Rankin constitute approximately 12.6% of the Class A Common outstanding as of October 31, 2002. The eighteenth paragraph under the heading "Item 5. Interest in Securities of the Issuer," which appears in the Filings reporting the beneficial ownership of Class A Common by David B. Williams is hereby deleted and replaced in its entirety as follows: DAVID B. WILLIAMS. Mr. Williams (a) by virtue of the Partnership Interests received as gifts, shares with RMI and the other Reporting Individuals the power to dispose of 738,295 shares of Class A Common, (b) has sole power to vote and dispose of 840 shares of Class A Common held by Mr. Williams, (c) is deemed to share with his spouse the power to vote and dispose of 33,634 shares of Class A Common beneficially owned by his spouse (Clara Rankin Williams) because she resides with him and (d) is deemed to share with his spouse the power to vote and dispose of 840 shares of Class A Common held by his spouse as custodian for their minor daughter because his spouse resides with him. Collectively, the 773,609 shares of Class A Common beneficially owned by Mr. Williams constitute approximately 11.8% of the Class A Common outstanding as of October 31, 2002. The nineteenth paragraph under the heading "Item 5. Interest in Securities of the Issuer," which appears in the Filings reporting the beneficial ownership of Class A Common by Clara Rankin Williams is hereby deleted and replaced in its entirety as follows: CLARA RANKIN WILLIAMS. Mrs. Williams (a) by virtue of the Partnership Interests received as gifts, shares with RMI and other Reporting Individuals the power to dispose of 738,295 shares of Class A Common, (b) is deemed to share with her father (Alfred M. Rankin, Jr.) the power to vote and dispose of 33,634 shares of Class A Common held by a revocable trust created for her benefit and of which her father is the trustee, (c) has sole power to vote and dispose of 840 shares of Class A Common held by Mrs. Williams as custodian for her minor daughter and (d) is deemed to share with her spouse the power to vote and dispose of 840 shares of Class A Common owned by her spouse (David Williams) because he resides with her. Collectively, the 773,609 shares of Class A Common beneficially owned by Mrs. Williams constitute approximately 11.8% of the Class A Common outstanding as of October 31, 2002. Following the entry for Alfred M. Rankin, Jr., as trustee of Clara L.T. Rankin's Qualified Annuity Interest Trust 2004 A under the heading "Item 5. Interest in Securities of the Issuer," insert the following information with respect to the New Reporting Person: - --------------------- ------------------- CUSIP No. 629579 10 3 13D Page 16 of 17 Pages ----------- - -------------------------------------------------------------------------------- ELIZABETH B. RANKIN. Mrs. Rankin (a) by virtue of the Partnership Interests received as a gift, shares with RMI and the other Reporting Individuals the power to dispose of 738,295 shares of Class A Common, (b) is deemed to share with her spouse (Matthew M. Rankin) the power to vote and dispose of 5,787 shares of Class A Common beneficially owned by her spouse because she resides with him and (c) is deemed to share the power to vote and dispose of 7,274 shares of Class A Common owned by her spouse because she resides with him. Collectively, the 751,356 shares of Class A Common beneficially owned by Mrs. Rankin constitute approximately 11.4% of the Class A Common outstanding as of October 31, 2002. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. Effective as of December 17, 2002, the Partnership Agreement was amended to clarify certain provisions therein. All references to the Partnership Agreement in the Filings shall hereinafter be deemed to refer to the Partnership Agreement, as amended by Amendment No. 2 to Limited Partnership Agreement of Rankin Associates II, L.P., dated as of December 17, 2002, among RMI and the Partners. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. (Exhibit 7) Amendment No. 2 to Limited Partnership Agreement of Rankin Associates II, L.P., dated as of December 17, 2002 [SIGNATURES BEGIN ON NEXT PAGE.] - --------------------- ------------------- CUSIP No. 629579 10 3 13D Page 17 of 17 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. Dated: January 8, 2003 Name: Rankin Associates II, L.P. By: Rankin Management, Inc., its Managing Partner By: /s/ Alfred M. Rankin, Jr. ---------------------------------- Alfred M. Rankin, Jr., President Name: Rankin Management, Inc. By: /s/ Alfred M. Rankin, Jr. ---------------------------------- Alfred M. Rankin, Jr., President REPORTING INDIVIDUALS /s/ Alfred M. Rankin, Jr. --------------------------------------------- Name: Alfred M. Rankin, Jr., individually and as Trustee for Clara T. Rankin's Qualified Annuity Interest Trust 2004 A Name: Rankin Management, Inc. By: /s/ Alfred M. Rankin, Jr. --------------------------------------- Alfred M. Rankin, Jr., President, 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* Attorney-in-Fact for John C. Butler, Jr.* Attorney-in-Fact for Matthew M. Rankin* Attorney-in-Fact for James T. Rankin* Attorney-in-Fact for Alison A. Rankin* Attorney-in-Fact for Victoire G. Rankin* Attorney-in-Fact for Corbin Rankin* Attorney-in-Fact for Chloe O. Rankin* Attorney-in-Fact for David B. Williams* Attorney-in-Fact for Clara Rankin Williams* Attorney-in-Fact for Scott Seelbach* Attorney-in-Fact for Elizabeth B. Rankin* - ------------------- * The power of attorney authorizing the above named individuals to act on behalf of each of the foregoing Reporting Persons is included in Exhibit 2 at page 16 and in Exhibit 4 at pages 25 through 26 of the Initial Filing. EX-7 3 l98173aexv7.txt EXHIBIT 7 EXHIBIT 7 AMENDMENT NO. 2 TO LIMITED PARTNERSHIP AGREEMENT OF RANKIN ASSOCIATES II, L.P. This AMENDMENT NO. 2 TO LIMITED PARTNERSHIP AGREEMENT OF RANKIN ASSOCIATES II, L.P. (this "Amendment No. 2"), dated as of December 17, 2002, is made by and among Rankin Management, Inc., a Delaware corporation, as general partner, and the persons indicated as limited partners on Schedule A, as previously amended (the "Limited Partners"), to the Limited Partnership Agreement of Rankin Associates II, L.P., dated as of February 6, 1998, as amended as of December 26, 2001 (the "Partnership Agreement"). Unless otherwise indicated, capitalized terms used herein without definition shall have the respective meanings set forth in the Partnership Agreement. RECITALS: A. The current Partners of the Partnership wish to amend the Partnership Agreement to amend certain provisions contained in the Partnership Agreement. AGREEMENTS: In consideration of the mutual promises, covenants and agreements set forth in this Amendment No. 2, the Partners agree as follows: 1. The definition of "Net Operating Cash Flow" set forth in Section 1.36 of the Partnership Agreement shall be deleted in its entirety and the following shall replace in its entirety Section 1.36: 1.36 "Net Operating Cash Flow" means the net cash flow to the Partnership resulting from ownership and operation of the Partnership Property, plus any other items of income received in cash by the Partnership, (i) less all debts and expenses paid in the operation of the Partnership, (ii) less any reserves which the Managing Partner, in the exercise of his, her or its fiduciary responsibility, deems reasonably necessary or appropriate for the operation of the Partnership, (iii) and less all proceeds that are (A) received by the Partnership from the Transfer of Partnership Property, and (B) used to purchase other Partnership Property. In establishing reserves, the Managing Partner may expressly hold back any amount which the Managing Partner believes to be appropriate to take advantage of a business or investment opportunity that is expected to benefit the Partners generally within a reasonable period of time. 2. Section 7.3 of the Partnership Agreement shall be deleted in its entirety and the following shall replace in its entirety Section 7.3: 7.3 Unrestricted Transfers. Notwithstanding anything to the contrary contained herein, each Partner or Authorized Transferee of such Partner shall be entitled to Transfer all or any portion of his, her or its Partnership Interests to any Authorized Transferee of such Partner and such Transfer to any such Authorized Transferee shall not need to comply with any other provision of this Agreement. Any Partner who elects to transfer a Partnership Interest to any such Authorized Transferee pursuant to this Section 7.3 shall prior to such Transfer provide written notice to the Managing Partner of such Transfer. 3. Except as herein modified, all other provisions of the Partnership Agreement shall be and remain in full force and effect. 4. This Amendment No. 2 shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns. 5. This Amendment No. 2 shall be governed by and construed in accordance with the laws of the State of Delaware. 6. This Amendment No. 2 may be executed in one or more counterparts, all of which shall be considered one and the same agreement and shall become effective when one or more counterparts have been signed by each of the Partners and delivered to the Partnership. 2 IN WITNESS WHEREOF, the Partners have hereunto set their hands and seals as of the day and year first above written. MANAGING PARTNER: RANKIN MANAGEMENT, INC. By: /s/ Alfred M. Rankin, Jr. --------------------------- Name: Alfred M. Rankin, Jr. Title: President and /s/ Roger F. Rankin --------------------------- Name: Roger F. Rankin Title: Secretary Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement Trust created by 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 By: /s/ Roger F. Rankin ------------------------------------ Name: Roger F. Rankin Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement Trust created by 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 By: /s/ Thomas T. Rankin ------------------------------------ Name: Thomas T. Rankin Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement Trust created by 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 By: /s/ Claiborne R. Rankin ------------------------------------ Name: Claiborne R. Rankin Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement Trust created by the Agreement, dated July 20, 2000, as supplemented, amended and restated, between Alfred M. Rankin, Jr., as trustee, and Clara T. Rankin, creating a trust for the benefit of Clara T. Rankin (successor in interest to the Trust created by the Agreement dated July 12, 1967, as supplemented, amended and restated, between National City Bank, as trustee, and Clara T. Rankin, creating a trust for the benefit of Clara T. Rankin) By: /s/ Alfred M. Rankin, Jr. ------------------------------------ Name: Alfred M. Rankin, Jr. Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement Trust created by the Agreement, dated September 28, 2000, as supplemented, amended and restated, between Alfred M. Rankin, Jr., as trustee, and Alfred M. Rankin, Jr., creating a trust for the benefit of Alfred M. Rankin Jr. (successor in interest to the Trust created by the Agreement, dated August 30, 1967, as supplemented, amended and restated, between National City Bank, as trustee, and Alfred M. Rankin, Jr., creating a trust for the benefit of Alfred M. Rankin, Jr.) By: /s/ Alfred M. Rankin, Jr. ------------------------------------ Name: Alfred M. Rankin, Jr. Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement Trust created by the Agreement, dated September 28, 2000, as supplemented, amended and restated, between Alfred M. Rankin, Jr., as trustee, and Bruce T. Rankin, creating a trust for the benefit of Bruce T. Rankin (successor in interest to the Trust created by the Agreement, dated August 12, 1974, as supplemented, amended and restated, between National City Bank, as trustee, and Bruce T. Rankin, creating a trust for the benefit of Bruce T. Rankin) By: /s/ Alfred M. Rankin, Jr. ------------------------------------ Name: Alfred M. Rankin, Jr. Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement Trust created by the Agreement, dated December 29, 1989, between Alfred M. Rankin, Jr., as trustee, and Helen P. (Rankin) Butler creating a trust for the benefit of Helen P. (Rankin) Butler By: /s/ Alfred M. Rankin, Jr. ------------------------------------ Name: Alfred M. Rankin, Jr. Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement Trust created by the Agreement, dated December 29, 1989, as supplemented, amended and restated, between Alfred M. Rankin, Jr., as trustee, and Clara T. (Rankin) Williams, creating a trust for the benefit of Clara T. (Rankin) Williams By: /s/ Alfred M. Rankin, Jr. ------------------------------------ Name: Alfred M. Rankin, Jr. Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement Trust created by the Agreement, dated December 20, 1993, between Matthew M. Rankin, as trustee, and Matthew M. Rankin, creating a trust for the benefit of Matthew M. Rankin By: /s/ Matthew M. Rankin ------------------------------------ Name: Matthew M. Rankin Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement JAMES T. RANKIN /s/ James T. Rankin ---------------------- James T. Rankin Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement THOMAS T. RANKIN as Custodian for Thomas (Parker) Rankin under the Virginia Uniform Gifts to Minors Act By: /s/ Thomas T. Rankin ------------------------------------ Name: Thomas T. Rankin Title: Custodian Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement Trust created by the Agreement, dated January 13, 1998, between Claiborne R. Rankin, as trustee, and Chloe E. (Rankin) Seelbach, creating a trust for the benefit of Chloe E. (Rankin) Seelbach By: /s/ Claiborne R. Rankin ------------------------------------ Name: Claiborne R. Rankin Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement Trust created by the Agreement, dated August 25, 2000, between Claiborne R. Rankin, as trustee, and Claiborne R. Rankin, Jr., creating a trust for the benefit of Claiborne R. Rankin, Jr. By: /s/ Claiborne R. Rankin ------------------------------------ Name: Claiborne R. Rankin Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement CLAIBORNE R. RANKIN as Custodian for Julia L. Rankin under the Ohio Transfers to Minors Act By: /s/ Claiborne R. Rankin ------------------------------------ Name: Claiborne R. Rankin Title: Custodian Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement ALISON A. RANKIN as trustee fbo A. Farnham Rankin under Irrevocable Trust No. 1, dated December 18, 1997, with Roger Rankin, Grantor By: /s/ Alison A. Rankin ------------------------------------ Name: Alison A. Rankin Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement ALISON A. RANKIN as trustee fbo Elizabeth M. Rankin under Irrevocable Trust No. 1, dated December 18, 1997, with Roger Rankin, Grantor By: /s/ Alison A. Rankin ------------------------------------ Name: Alison A. Rankin Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement JOHN C. BUTLER, JR. as Custodian for Clara Rankin Butler under the Ohio Transfers to Minors Act By: /s/ John C. Butler, Jr. ------------------------------------ Name: John C. Butler, Jr. Title: Custodian Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement JOHN C. BUTLER, JR. /s/ John C. Butler, Jr. ---------------------------------------- John C. Butler, Jr. Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement CORBIN K. RANKIN /s/ Corbin K. Rankin -------------------------------------------- Corbin K. Rankin Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement 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 /s/ Chloe O. Rankin ------------------------------------ Name: Chloe O. Rankin Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement ALISON A. RANKIN /s/ Alison A. Rankin -------------------------------------------- Alison A. Rankin Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement JOHN C. BUTLER, JR. as Custodian for Griffin B. Butler under the Ohio Transfers to Minors Act By: /s/ John C. Butler, Jr. ---------------------------------------- Name: John C. Butler, Jr. Title: Custodian Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement DAVID B. WILLIAMS /s/ David B. Williams -------------------------------------------- David B. Williams Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement ALISON A. RANKIN as Trustee under Irrevocable Trust No. 2, dated September 11, 2000, for the benefit of A. Farnham Rankin By: /s/ Alison A. Rankin ------------------------------------ Name: Alison A. Rankin Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement ALISON A. RANKIN as Trustee under Irrevocable Trust No. 2, dated September 11, 2000, for the benefit of Elisabeth M. Rankin By: /s/ Alison A. Rankin ------------------------------------ Name: Alison A. Rankin Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement Trust created by the Agreement, dated September 28, 2000, as supplemented, amended and restated between Victoire G. Rankin, as trustee, and Victoire G. Rankin, creating a trust for the benefit of Victoire G. Rankin (successor in interest to the Trust created by the Agreement, dated July 1, 1969, as supplemented, amended and restated, between National City Bank, as trustee, and Victoire G. Rankin, creating a trust for the benefit of Victoire G. Rankin) By: /s/ Victoire G. Rankin ------------------------------------ Name: Victoire G. Rankin Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement Trust created by the Agreement, dated September 11, 2000, as supplemented, amended and restated, between Alison A. Rankin, as trustee, and Alison A. Rankin, creating a trust for the benefit of Alison A. Rankin By: /s/ Alison A. Rankin ------------------------------------ Name: Alison A. Rankin Title: Trustee Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement SCOTT SEELBACH /s/ Scott Seelbach -------------------------------------------- Scott Seelbach Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement CLARA RANKIN WILLIAMS as Custodian for Margo Jamison Victoire Williams under the Ohio Transfers to Minors Act By: /s/ Clara Rankin Williams ------------------------------------ Name: Clara Rankin Williams Title: Custodian Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement CORBIN K. RANKIN as Custodian for Thomas (Parker) Rankin under the Virginia Uniform Gifts to Minors Act By: /s/ Corbin K. Rankin ------------------------------------ Name: Corbin K. Rankin Title: Custodian Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement CLAIBORNE R. RANKIN as Custodian for Claiborne R. Rankin, Jr. under the Ohio Transfers to Minors Act By: /s/ Claiborne R. Rankin ------------------------------------ Name: Claiborne R. Rankin Title: Custodian Limited Partner Signature Page for Amendment No. 2 to Partnership Agreement Clara T. Rankin Qualified Annuity Trust 2004 A By: /s/ Alfred M. Rankin, Jr. -------------------------------------- Name: Alfred M. Rankin, Jr. Title: Trustee -----END PRIVACY-ENHANCED MESSAGE-----