0000789933false00007899332024-05-152024-05-15


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

 _______________________________________________________________________________________________________________________________________________________________________________________________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):May 15, 2024
NACCO INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Delaware1-917234-1505819
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)
5875 Landerbrook Drive
Suite 220
Cleveland, Ohio44124-4069
(Address of principal executive offices)(Zip code)
(440)229-5151
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act
Title of each class
Trading Symbol
Name of each exchange on which registered
Class A Common Stock, $1 par value per shareNCNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):
Emerging growth company       
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     



Item 5.07. Submission of Matters to a Vote of Security Holders.
NACCO Industries, Inc.® ("NACCO" or the “Company”) held its Annual Meeting of Stockholders (the "Annual Meeting") on May 15, 2024. Reference is made to the Company’s 2024 Proxy Statement (the "Proxy Statement") filed with the Securities Exchange Commission on April 10, 2024 for more information regarding the Proposals set forth below and the vote required for approval of these matters. The matters voted upon and the final results of the vote were as follows:

Proposal 1 - The stockholders elected each of the following thirteen nominees to the Board of Directors until the next annual meeting and until their successors are elected:

DIRECTORVOTE FORVOTE WITHHELDBROKER NON-VOTES
J.C. Butler, Jr.19,915,12463,180400,151
John S. Dalrymple, III18,400,1731,578,131400,151
John P. Jumper17,865,7762,112,528400,151
Dennis W. LaBarre18,103,1771,875,127400,151
W. Paul McDonald19,608,776369,528400,151
Michael S. Miller18,180,8821,797,422400,151
Alfred M. Rankin, Jr.18,965,6021,012,702400,151
Matthew M. Rankin19,049,978928,326400,151
Roger F. Rankin19,049,902928,402400,151
Lori J. Robinson18,680,4701,297,834400,151
Valerie Gentile Sachs18,470,3941,507,910400,151
Robert S. Shapard19,373,816604,488400,151
Britton T. Taplin19,044,840933,464400,151

Proposal 2 - The stockholders approved the Amendment to the Company's Restated Certificate of Incorporation to expand the exculpation provision to limit liability of certain officers:

For18,680,337
Against1,250,241
Abstain47,726
Broker Non-Votes400,151

Proposal 3 - The stockholders approved, on an advisory basis, the Company's Named Executive Officer Compensation:

For18,778,542
Against1,189,622
Abstain10,140
Broker Non-Votes400,151

Proposal 4 - The stockholders ratified the appointment of Ernst & Young LLP as the Independent Registered Public
Accounting Firm of NACCO for 2024:

For20,293,602
Against65,769
Abstain19,084




SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:May 15, 2024NACCO INDUSTRIES, INC.
By:/s/ Elizabeth I. Loveman
Elizabeth I. Loveman
Senior Vice President and Controller


v3.24.1.1.u2
Cover Page
May 15, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date May 15, 2024
Entity Registrant Name NACCO INDUSTRIES, INC.
Entity Incorporation, State or Country Code DE
Entity File Number 1-9172
Entity Tax Identification Number 34-1505819
Entity Address, Address Line One 5875 Landerbrook Drive
Entity Address, Address Line Two Suite 220
Entity Address, City or Town Cleveland,
Entity Address, State or Province OH
Entity Address, Postal Zip Code 44124-4069
City Area Code (440)
Local Phone Number 229-5151
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Class A Common Stock, $1 par value per share
Trading Symbol NC
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0000789933
Amendment Flag false

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