NC 8-K
Nacco Industries Inc (NC)
8-K
2025-12-16
For: 2025-12-12
View Original
Added on
April 07, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
_______________________________________________________________________________________________________________________________________________________________________________________________________
FORM 8-K
| CURRENT REPORT | ||
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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:
Securities registered pursuant to Section 12(b) of the Act
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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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Excess Plan Amendment
On December 12, 2025, the Compensation and Human Capital Committee (“Compensation Committee”) of the Board of Directors of NACCO Industries, Inc. approved NACCO Natural Resources Corporation’s amendment to The NACCO Natural Resources Corporation Excess Retirement Plan (“Excess Plan”). The amendment is effective January 1, 2026 (“Amendment”).
The Amendment amends the Excess Plan to provide for separate deferral elections to the Excess Plan and The NACCO Natural Resources Corporation Retirement Savings Plan, and that deferrals to the Excess Plan do not commence until the employee satisfies the deferral limit under Section 402(g) of the Internal Revenue Code.
The foregoing description of the Amendment is qualified in its entirety by the full text of the Excess Plan and Amendment, which is filed as Exhibit 10.1 hereto and is incorporated by reference herein.
Consulting Agreement with Mr. Alfred M. Rankin, Jr.
The Company and Mr. Alfred M. Rankin, Jr. have mutually agreed that the consulting agreement between the Company and Mr. Rankin will terminate on December 31, 2025.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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: | December 16, 2025 | NACCO INDUSTRIES, INC. | ||||||||||||
| By: | /s/ Sarah E. Fry | |||||||||||||
| Sarah E. Fry | ||||||||||||||
| Vice President, Associate General Counsel & Assistant Secretary | ||||||||||||||
Exhibit 10.1
Amendment No. 1 to
NACCO Natural Resources Excess Retirement Plan
WHEREAS, NACCO Natural Resources Corporation (the “Company”) sponsors the NACCO Natural Resources Excess Retirement Plan (the “Plan”);
WHEREAS, the Company desires to amend the Plan to provide for a separate deferral election for the Plan that commences once a Participant meets the deferral limit under Internal Revenue Code Section 402(g) in the NACCO Natural Resources Corporation Retirement Savings Plan; and
WHEREAS, the Company hereby amends the Plan as follows:
1.Effective January 1, 2026, the following is added at the end of the last paragraph of Section 3.01(a) is amended in its entirety as follows:
“(a) Amount of Excess 401(k) Benefits. Each Participant may, on or prior to each December 31st, elect to reduce his Compensation for the next Plan Year by a specified percentage, in 1% increments, with a maximum of 50%, of his Compensation for the Plan Year. All amounts deferred under this Section shall be referred to herein collectively as the “Excess 401(k) Benefits.” Deferrals for Excess 401(k) Benefits will not begin until the Participant has met the limit under Code Section 402(g), which may result in the Participant’s effective deferral election to be lower than the Participant’s actual deferral election. Notwithstanding the foregoing, a Participant’s direction to reduce a Bonus earned during a particular Plan Year shall be made no later than December 31st of the Plan Year preceding the Plan Year in which the Bonus commences to be earned.”
Executed, this 16th day of December, 2025.
NACCO NATURAL RESOURCES CORPORATION
| By: | /s/ Sarah E. Fry | ||||
| Sarah E. Fry | |||||
| Vice President, Associate General Counsel & Assistant Secretary | |||||