Sec Form 4 Filing - RANKIN ROGER F @ Hamilton Beach Brands Holding Co - 2021-01-22

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person RANKIN ROGER F 2. Issuer Name and Ticker or Trading Symbol Hamilton Beach Brands Holding Co [ HBB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) X __ Other (specify below) Member of a Group (Last) (First) (Middle) 4421 WATERFRONT DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 01/22/2021 (Street) GLEN ALLEN, VA23060 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock 01/22/2021 P 668 A $ 11.534 ( 1 ) 1,890 I Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Anne F. Rankin Class A Common Stock 01/22/2021 P 668 A $ 11.534 ( 1 ) 1,890 I Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Elisabeth M. Rankin Class A Common Stock 01/22/2021 P 2,191 A $ 11.534 ( 2 ) 4,081 I Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Anne F. Rankin Class A Common Stock 01/22/2021 P 2,191 A $ 11.534 ( 2 ) 4,081 I Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Elisabeth M. Rankin Class A Common Stock 01/22/2021 P 5,967 A $ 11.534 ( 3 ) 10,048 I Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Anne F. Rankin Class A Common Stock 01/22/2021 P 5,967 A $ 11.534 ( 3 ) 10,048 I Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Elisabeth M. Rankin Class A Common Stock 21,381 I Daughter's proportionate limited partnership interest in shares held by RA II, L.P. held in trust ( 4 ) Class A Common Stock 19,492 I Daughter's proportionate limited partnership interest in shares held by RA II, L.P. held in trust ( 4 ) Class A Common Stock 25 I Proportionate general partnership interest in shares of Rankin Associates IV, L.P. Class A Common Stock 2,000 I Proportionate general partnership interest shares held by Rankin Associates I, L.P. Class A Common Stock 2,808 I Proportionate limited partnership interest in shares held by Rankin Associates I, L.P Class A Common Stock 0 I Proportionate limited partnership interest in shares held by Rankin Associates IV, L.P Class A Common Stock 3,011 I Proportionate limited partnership interests in shares held by Rankin Associates II, L.P Class A Common Stock 1,975 I Proportionate LP interest in shares of RA II, LP held by Rankin Management Inc. as general partner Class A Common Stock 200 I Reporting Person serves as Trustee for the benefit of A. Farnham Rankin Class A Common Stock 200 I Reporting Person serves as Trustee for the benefit of Elisabeth M. Rankin Class A Common Stock 203,845 I Reporting Person serves as Trustee of a Trust for the benefit of Roger F. Rankin Class A Common Stock 9,431 I Reporting Person serves as Trustee of BTR 2012 GST for the benefit of A. Farnham Rankin Class A Common Stock 9,431 I Reporting Person serves as Trustee of BTR 2012 GST for the benefit of Elisabeth M. Rankin Class A Common Stock 2,046 I Spouse is Co-Trustee for the benefit of Reporting Person's daughter ( 4 ) Class A Common Stock 3,933 I Spouse is Co-Trustee for the benefit of Reporting Person's daughter Class A Common Stock 6,613 I Spouse serves as Trustee of a Trust for the benefit of Alison Rankin ( 4 ) Class A Common Stock 85,056 I Spouse's proportionate limited partnership interest in shares held by RA IV, L.P. held in trust Class A Common Stock 75,504 I Spouse's proportionate limited partnership interest in shares held by Rankin Associates I, L.P. ( 4 ) Class A Common Stock 29,986 I Spouse's proportionate limited partnership interest in shares held by Rankin Associates II, L.P ( 4 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Class B Common Stock ( 5 ) 01/22/2021 P 668 ( 5 ) ( 5 ) Class A Common Stock 668 $ 11.534 ( 1 ) 1,890 I Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Anne F. Rankin Class B Common Stock ( 5 ) 01/22/2021 P 668 ( 5 ) ( 5 ) Class A Common Stock 668 $ 11.534 ( 1 ) 1,890 I Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Elisabeth M. Rankin Class B Common Stock ( 5 ) 01/22/2021 P 2,191 ( 5 ) ( 5 ) Class A Common Stock 2,191 $ 11.534 ( 2 ) 4,081 I Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Anne F. Rankin Class B Common Stock ( 5 ) 01/22/2021 P 2,191 ( 5 ) ( 5 ) Class A Common Stock 2,191 $ 11.534 ( 2 ) 4,081 I Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Elisabeth M. Rankin Class B Common Stock ( 5 ) 01/22/2021 P 5,968 ( 5 ) ( 5 ) Class A Common Stock 5,968 $ 11.534 ( 3 ) 10,049 I Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Anne F. Rankin Class B Common Stock ( 5 ) 01/22/2021 P 5,968 ( 5 ) ( 5 ) Class A Common Stock 5,968 $ 11.534 ( 3 ) 10,049 I Reporting Person serves as Trustee of BTR 2020 GST for the benefit of Elisabeth M. Rankin Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 19,492 19,492 I Daughter's proportionate limited partnership interest in shares held by RA II, L.P. held in trust ( 4 ) Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 21,381 21,381 I Daughter's proportionate limited partnership interest in shares held by RA II, L.P. held in trust ( 4 ) Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 25 25 I Proportionate general partnership interest in shares of Rankin Associates IV, L.P. Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 2,000 2,000 I Proportionate general partnership interest shares held by Rankin Associates I, L.P Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 1,975 1,975 I Proportionate interest in shares held by Rankin Management, Inc. as general partner Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 2,808 2,808 I Proportionate limited partnership interest in shares held by Rankin Associates I, L.P Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 0 0 I Proportionate limited partnership interest in shares held by Rankin Associates IV, L.P Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 3,011 3,011 I Proportionate limited partnership interests in shares held by Rankin Associates II, L.P Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 200 200 I Reporting Person serves as Trustee for the benefit of A. Farnham Rankin Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 200 200 I Reporting Person serves as Trustee for the benefit of Elisabeth M. Rankin Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 193,586 193,586 I Reporting Person serves as Trustee of a Trust for the benefit of Roger F. Rankin Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 9,431 9,431 I Reporting Person serves as Trustee of BTR 2012 GST for the benefit of A. Farnham Rankin Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 9,431 9,431 I Reporting Person serves as Trustee of BTR 2012 GST for the benefit of Elisabeth M. Rankin Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 3,933 3,933 I Spouse is Co-Trustee for the benefit of Reporting Person's daughter Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 2,046 2,046 I Spouse is Co-Trustee for the benefit of Reporting Person's daughter ( 4 ) Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 6,613 6,613 I Spouse serves as Trustee of a Trust for the benefit of Alison Rankin ( 4 ) Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 85,056 85,056 I Spouse's proportionate limited partnership interest in shares held by RA IV, L.P. held in trust Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 75,504 75,504 I Spouse's proportionate limited partnership interest in shares held by Rankin Associates I, L.P. ( 4 ) Class B Common Stock ( 5 ) ( 5 ) ( 5 ) Class A Common Stock 29,986 29,986 I Spouse's proportionate limited partnership interest in shares held by Rankin Associates II, L.P ( 4 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other RANKIN ROGER F 4421 WATERFRONT DRIVE GLEN ALLEN, VA23060 Member of a Group Signatures /s/ Derek R. Redmond, attorney-in-fact 01/26/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The shares conveyed in this transaction are part of a group of shares conveyed in exchange for a promissory note in the principal amount of $99,671.39 plus interest which will accrue at a rate of 0.52% per annum, the principal amount of which indebtedness will be due and owing on January 21, 2030 and the accrued interest will be due and owing annually during the term. These transactions were executed as part of multi-generational estate planning by and among by members of the Rankin family. ( 2 )The shares conveyed in this transaction are part of a group of shares conveyed in exchange for a promissory note in the principal amount of $327,007.89 plus interest which will accrue at a rate of 0.52% per annum, the principal amount of which indebtedness will be due and owing on January 21, 2030 and the accrued interest will be due and owing annually during the term. These transactions were executed as part of multi-generational estate planning by and among by members of the Rankin family. ( 3 )The shares conveyed in this transaction are part of a group of shares conveyed in exchange for a promissory note in the principal amount of $890,720.10 plus interest which will accrue at a rate of 0.52% per annum, the principal amount of which indebtedness will be due and owing on January 21, 2030 and the accrued interest will be due and owing annually during the term. These transactions were executed as part of multi-generational estate planning by and among by members of the Rankin family. ( 4 )Reporting Person disclaims beneficial ownership of all such shares. ( 5 )N/A

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.