HYSTER-YALE MATERIALS HANDLING,...

UNITED STATES

SECURITIES AND EXCHANGE COMMISSIONWASHINGTON, DC 20549

FORM 10-K(Mark One)

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2016or

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File No. 000-54799

HYSTER-YALE MATERIALS HANDLING, INC.(Exact name of registrant as specified in its charter)

Delaware(State or other jurisdiction of incorporation or organization)

31-1637659(I.R.S. Employer Identification No.)

5875 Landerbrook Drive, Suite 300, Cleveland, Ohio

(Address of principal executive offices) 44124-4069(Zip Code)

Registrant's telephone number, including area code: (440) 449-9600

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Name of each exchange on which registered

Class A Common Stock, Par Value $0.01 Per Share New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:Class B Common Stock, Par Value $0.01 Per Share

(Title of class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES o NO x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YES o NO x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

YES x NO o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted andposted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submitand post such files).

YES x NO o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405) is not contained herein, and will not be contained, to the best ofregistrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “largeaccelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o Accelerated filer xx Non-accelerated filer oDo not check if a smaller reporting company)

Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) YES o NO x

Aggregate market value of Class A Common Stock and Class B Common Stock held by non-affiliates as of June 30, 2016 (the last business day of the registrant's most recentlycompleted second fiscal quarter): $670,667,892

Number of shares of Class A Common Stock outstanding at February 24, 2017 : 12,474,264Number of shares of Class B Common Stock outstanding at February 24, 2017 : 3,920,764

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Company's Proxy Statement for its 2017 annual meeting of stockholders are incorporated herein by reference in Part III of this Form 10-K.

HYSTER-YALE MATERIALS HANDLING, INC.TABLE OF CONTENTS

PAGE

PART I.

Item 1. BUSINESS 1

Item 1A. RISK FACTORS 6

Item 1B. UNRESOLVED STAFF COMMENTS 10

Item 2. PROPERTIES 10

Item 3. LEGAL PROCEEDINGS 11

Item 4. MINE SAFETY DISCLOSURES 11

Item 4A. EXECUTIVE OFFICERS OF THE REGISTRANT 11

PART II.

Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF

EQUITY SECURITIES12

Item 6. SELECTED FINANCIAL DATA 13

Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 14

Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 32

Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 33

Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 33

Item 9A. CONTROLS AND PROCEDURES 33

Item 9B. OTHER INFORMATION 34

PART III.

Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 34

Item 11. EXECUTIVE COMPENSATION 34

Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER

MATTERS34

Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE 35

Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES 35

PART IV.

Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES 35

SIGNATURES 36FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA F-1EXHIBIT INDEX X-1

Table of Contents

PART IItem 1. BUSINESS

General

Hyster-Yale Materials Handling, Inc. ("Hyster-Yale" or the "Company") and its subsidiaries, including its operating company Hyster-Yale Group, Inc. ("HYG"), isa leading, globally integrated, full-line lift truck manufacturer. The Company offers a broad array of solutions aimed at meeting the specific materials handlingneeds of its customers, including attachments and hydrogen fuel cell power products, telematics, automation and fleet management services, as well as an array ofother power options for its lift trucks. The Company, headquartered in Cleveland, Ohio, through HYG designs, engineers, manufactures, sells and services acomprehensive line of lift trucks, attachments and aftermarket parts marketed globally primarily under the Hyster ® and Yale ® brand names, mainly to independentHyster ® and Yale ® retail dealerships. Lift trucks and component parts are manufactured in the United States, Northern Ireland, Mexico, Italy, the Netherlands,Vietnam, Japan, the Philippines, Brazil and China. Hyster-Yale was incorporated as a Delaware corporation in 1999.

The Company also operates Nuvera Fuel Cells, LLC ("Nuvera"). Nuvera is an alternative-power technology company focused on fuel-cell stacks and relatedsystems. Nuvera also supports on-site hydrogen production and dispensing systems that are designed to deliver clean energy solutions to customers.

As a result of the acquisition of Nuvera, the Company intends to commercialize Nuvera's research and technology to provide for the integration of this fuel-celltechnology across large parts of the Company's lift truck product range. The Company expects to be able to offer its Hyster ® and Yale ® customers an integrated,factory-fitted fuel-cell solution, as well as associated hydrogen generation and delivery capability. In addition, the Company expects to offer aftermarket solutionsdesigned to be used in electric-powered lift truck brands in the market today.

On April 1, 2016, the Company completed the acquisition of the majority interest in Bolzoni S.p.A. ("Bolzoni"). On July 6, 2016, the Company completed theacquisition of the remaining outstanding interest in Bolzoni. Bolzoni is a leading worldwide producer of attachments, forks and lift tables marketed under theBolzoni Auramo and Meyer brand names. The acquisition allows the Company to provide integrated solutions for attachments and lift trucks and expand marketreach while leveraging Bolzoni’s manufacturing capacity. Bolzoni products are manufactured in Italy, China, Germany, Finland and the United States. Through thedesign, production and distribution of a wide range of attachments, Bolzoni has a strong presence in the market niche of lift-truck attachments and industrialmaterial handling.

The Company makes its annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and any amendments to those reportsavailable, free of charge, through its website, www.hyster-yale.com, as soon as reasonably practicable after such material is electronically filed with, or furnishedto, the Securities and Exchange Commission (“SEC”).

Business Segments

The Company operates five reportable segments: the Americas, EMEA, JAPIC, Bolzoni and Nuvera. See Note 3 to the consolidated financial statements in thisAnnual Report on Form 10-K for further discussion.

Manufacturing and Assembly

The Company manufactures components, such as frames, masts and transmissions, and assembles lift trucks in the market of sale whenever practical to minimizefreight cost and balance currency mix. In some instances, however, it utilizes one worldwide location to manufacture specific components or assemble specific lifttrucks. Additionally, components and assembled lift trucks are exported to locations when it is advantageous to meet demand in certain markets. The Companyoperates twelve lift truck manufacturing and assembly facilities worldwide with five plants in the Americas, three in EMEA and four in JAPIC, including jointventure operations. In addition, the Company operates seven Bolzoni manufacturing facilities worldwide.

Sales of lift trucks represented approximately 77% of the Company’s annual revenues in 2016 (approximately 50% internal combustion engine units andapproximately 27% electric units), and 82% and 83% in 2015 and 2014 , respectively. Service, rental and other revenues were approximately 6% in 2016 , 5% in2015 and 4% in 2014 . Bolzoni's revenues were approximately 4% in 2016 .

During 2016 , the Company’s retail shipments of lift trucks in North America by end market were approximately 21% to the manufacturing market, approximately18% to the wholesale distribution market, approximately 14% to the home centers and retail market, approximately 13% to the freight and logistics market,approximately 12% to the food and beverage market, approximately 10% to the rental market and approximately 3% to the paper market.

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Aftermarket Parts

The Company offers a line of aftermarket parts to service its large installed base of lift trucks currently in use in the industry. The Company offers online technicalreference databases specifying the required aftermarket parts to service lift trucks and an aftermarket parts ordering system. Aftermarket parts sales representedapproximately 13% of the Company’s annual revenues in each of 2016 , 2015 and 2014 .

The Company sells Hyster ® - and Yale ® -branded aftermarket parts to dealers for Hyster ® and Yale ® lift trucks. The Company also sells aftermarket parts underthe UNISOURCE™ and PREMIER™ brands to Hyster ® and Yale ® dealers for the service of competitor lift trucks. The Company has a contractual relationshipwith a third-party, multi-brand, aftermarket parts wholesaler in the Americas and EMEA whereby orders from the Company's dealers for parts for lift trucks arefulfilled by the third party who then pays the Company a commission.

Marketing

The Company’s marketing organization is structured in three regional divisions: the Americas; EMEA, which includes Europe, the Middle East and Africa; andJAPIC, which includes Japan, Asia, Pacific, India and China. In each region, certain marketing support functions for the Hyster ® and Yale ® brands are carried outby shared services teams. These activities include sales and service training, information systems support, product launch coordination, specialized sales materialdevelopment, help desks, order entry, marketing strategy and field service support.

Patents, Trademarks and Licenses

The Company relies on a combination of trade secret protection, trademarks, copyrights, and patents to establish and protect the Company's proprietary rights.These intellectual property rights may not have commercial value or may not be sufficiently broad to protect the aspect of the Company's technology to which theyrelate or competitors may design around the patents. The Company is not materially dependent upon patents or patent protection; however, as materials handlingequipment has become more technologically advanced, the Company and its competitors have increasingly sought patent protection for inventions incorporatedinto their respective products. The Company owns the Hyster ® ,Yale ® , Bolzoni Auramo and Meyer trademarks and believes these trademarks are material to itsbusiness.

Nuvera relies on a combination of trade secret protection, trademarks, copyrights, and patents to establish and protect its proprietary rights. The Company believesthese intellectual property rights are well suited for industrial mobility markets such as lift trucks. The integration of these technologies into commercial solutionswill require significant cooperation between HYG and Nuvera product engineering and is a key to developing commercial value from this technology.

Distribution Network

The Company distributes lift trucks and attachments primarily through two channels: independent dealers and a National Accounts program. In addition, theCompany distributes aftermarket parts and service for its lift trucks through its independent dealers. The Company’s end-user base is diverse and fragmented,including, among others, light and heavy manufacturers, trucking and automotive companies, rental companies, building materials and paper suppliers, lumber,metal products, warehouses, retailers, food distributors, container handling companies and U.S. and non-U.S. governmental agencies.

Independent Dealers

The Company’s dealers, located in 129 countries, are generally independently owned and operated. In the Americas, Hyster ® had 20 independent dealers and Yale® had 30 independent dealers as of December 31, 2016 . In EMEA, Hyster ® had 67 independent dealers and Yale ® had 99 independent dealers as of December 31,2016 . In JAPIC, Hyster ® had 50 independent dealers and Yale ® had 13 independent dealers as of December 31, 2016 . As of December 31, 2016 , the Companyhad 27 dual-branded dealers in the Americas, three in EMEA and three in JAPIC.

National Accounts

The Company operates a National Accounts program for both Hyster ® and Yale ® . The National Accounts program focuses on large customers with centralizedpurchasing and geographically dispersed operations in multiple dealer territories. The National Accounts program accounted for 17%, 16% and 15% of new lifttruck unit volume in 2016 , 2015 and 2014 , respectively. The independent dealers support the National Accounts program by providing aftermarket parts andservice on a local basis. Dealers receive a commission for the support they provide in connection with National Accounts sales and for the preparation and deliveryof lift trucks to customer locations. In addition to selling new lift trucks, the National Accounts program markets services, including full maintenance leases andfleet management.

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Financing of Sales

The Company is engaged in a joint venture with Wells Fargo Financial Leasing, Inc. (“WF”) to provide dealer and customer financing of new lift trucks in theUnited States. The Company owns 20% of the joint venture entity, HYG Financial Services, Inc. ("HYGFS"), and receives fees and remarketing profits under ajoint venture agreement. This agreement has a base term of five years and automatically renews for additional one-year terms unless written notice is given byeither party at least 180 days prior to termination. The expiration of the base term is December 2018. The Company accounts for its ownership of HYGFS usingthe equity method of accounting.

Under the joint venture agreement with HYGFS, the Company’s dealers and certain customers are extended credit for the purchase of lift trucks to be placed in thedealer’s floor plan inventory or the financing of lift trucks that are sold or leased to customers. For some of these arrangements, the Company provides recourse orrepurchase obligations to HYGFS or to others. In substantially all of these transactions, a perfected security interest is maintained in the lift trucks financed, so thatin the event of a default, the Company has the ability to foreclose on the leased property and sell it through the Hyster ® or Yale ® dealer network. Furthermore, theCompany has established reserves for exposures under these agreements when required. In addition, the Company has an agreement with WF to limit its exposureto losses at certain eligible dealers. Under this agreement, losses related to guarantees for these certain eligible dealers are limited to 7.5% of their original loanbalance. See Notes 17 and 18 to the Consolidated Financial Statements in this Annual Report on Form 10-K for further discussion.

Backlog

The following table outlines the Company's backlog of unfilled orders placed with its manufacturing and assembly operations for new lift trucks:

December 31, 2016 September 30, 2016 December 31, 2015

Units (in thousands) 29.6 30.6 26.9Backlog, approximate sales value (in millions) $ 710 $ 730 $ 660

As of December 31, 2016 , the Company expects substantially all of its backlog of unfilled orders placed with its manufacturing and assembly operations for newlift trucks to be sold during fiscal 2017 . Backlog represents unfilled lift truck orders placed with the Company’s manufacturing and assembly facilities fromdealers and National Accounts customers. In general, unfilled orders may be canceled at any time prior to the time of sale; however, the Company can assesscancellation penalties on dealer orders within a certain period prior to initiating production. The dollar value of backlog is calculated using the current unit backlogand the forecasted average sales price per unit.

Key Suppliers and Raw Materials

At times, the Company has experienced significant increases in material costs, primarily as a result of global increases in industrial metals including steel, lead andcopper and other commodity products, such as rubber, as a result of increased demand and limited supply. While the Company attempts to pass these increasedcosts along to its customers in the form of higher prices for its products, it may not be able to fully offset the increased costs of industrial metals and othercommodities, due to overall market conditions and the lag time involved in implementing price increases for its products.

A significant raw material required by the Company's manufacturing operations is steel, which is generally purchased from steel producing companies in thegeographic area near each of the Company's manufacturing facilities. The other significant components for the Company's lift trucks are axles, brakes,transmissions, batteries and chargers. These components are available from numerous sources in quantities sufficient to meet the Company's requirements. TheCompany depends on a limited number of suppliers for some of the Company's crucial components, including diesel and gasoline engines, which are supplied by,among others, Power Solutions International, Inc., Kubota Corp., and Cummins Inc., and cast-iron counterweights used to counter balance some lift trucks, whichare obtained from, among others, North Vernon Industry Corp. and Eagle Quest International Ltd. Some of these critical components are imported and subject toregulations, such as customary inspection by the U.S. Customs and Border Protection under the auspices of the U.S. Department of Homeland Security, as well asthe Company's own internal controls and security procedures. The Company believes comparable alternatives are available for all suppliers.

Competition

The Company is one of the leaders in the lift truck industry with respect to market share in the Americas and worldwide. Competition in the materials handlingindustry is intense and based primarily on strength and quality of dealers, brand loyalty, customer service, new lift truck sales prices, availability of products andaftermarket parts, comprehensive product line

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offerings, product performance, product quality and features and the cost of ownership over the life of the lift truck. The Company competes with several global lifttruck manufacturers that operate in all major markets, as well as other niche companies. The lift truck industry also competes with alternative methods of materialshandling, including conveyor systems and automated guided vehicles and systems.

The Company's aftermarket parts offerings compete with parts manufactured by other lift truck manufacturers, as well as companies that focus solely on the sale ofgeneric parts.

The use of fuel-cell technology in industrial and commercial applications is a relatively new development. Companies implementing such technology facecompetitors that integrate more traditional energy technologies into their product lines, as well as competitors that have implemented or are implementingalternatives to traditional energy technologies, such as lithium batteries, fuel additives and other high efficiency or “renewable” technologies.

Cyclical Nature of Lift Truck Business

The Company’s lift truck business historically has been cyclical. Fluctuations in the rate of orders for lift trucks and fuel-cell technology reflect the capitalinvestment decisions of the Company’s customers, which depend to a certain extent on the general level of economic activity in the various industries the lift truckcustomers serve. During economic downturns, customers tend to delay new lift truck and parts purchases. Consequently, the Company has experienced, and in thefuture may continue to experience, significant fluctuations in its revenues and net income.

Research and Development

The Company’s lift truck research and development capability is organized around four major engineering centers, all coordinated on a global basis by theCompany’s global executive administrative center. Products are designed for each brand concurrently and generally each center is focused on the globalrequirements for a single product line. The Company’s counterbalanced development center, which has global design responsibility for several classes of lift trucksfor a highly diverse customer base, is located in Fairview, Oregon. The Company’s big truck development center is located in Nijmegen, the Netherlands, adjacentto a dedicated global big truck assembly facility. Big trucks are primarily used in handling shipping containers and other specialized heavy lifting applications,including steel, concrete and energy-related industries. Warehouse trucks, which are primarily used in distribution applications, are designed based on regionaldifferences in stacking and storage practices. The Company designs warehouse equipment for sale in the Americas market in Greenville, North Carolina, adjacentto the Americas manufacturing and assembly facility. The Company designs warehouse equipment for the European market in Masate, Italy adjacent to itsmanufacturing and assembly facility for warehouse equipment. The Company also has an engineering Concept Center in the United Kingdom to support advanceddesign activities and an engineering office in India to support its global design activities for its four major engineering centers.

The Company’s lift truck engineering centers utilize a three-dimensional CAD/CAM system and are interconnected, with all of the Company’s manufacturing andassembly facilities and certain suppliers. This allows for collaboration in technical engineering designs and collaboration with these suppliers. Additionally, theCompany solicits customer feedback throughout the design phase to improve product development efforts. The Company invested $74.1 million, $69.1 million and$71.4 million on lift truck product and attachment design and development activities in 2016 , 2015 and 2014 , respectively.

Nuvera has two research and development locations. In the U.S., Billerica, Massachusetts is the primary location for design, development and testing of all ofNuvera’s technologies, including the generation, compression, storage and dispensing of hydrogen, in addition to fuel cells. In Europe, the operations at SanDonato, Italy are primarily focused on fuel-cell systems integration and testing. The Company invested $32.9 million and $19.2 million on product design anddevelopment activities at Nuvera in 2016 and 2015 , respectively.

Sumitomo-NACCO Joint Venture

The Company has a 50% ownership interest in Sumitomo NACCO Forklift Co., Ltd. (“SN”), a limited liability company that was formed in 1970 primarily tomanufacture and distribute Sumitomo-branded lift trucks in Japan and export Hyster ® - and Yale ® -branded lift trucks and related components and service partsoutside of Japan. Sumitomo Heavy Industries, Ltd. owns the remaining 50% interest in SN. Each stockholder of SN is entitled to appoint directors representing50% of the vote of SN’s board of directors. All matters related to policies and programs of operation, manufacturing and sales activities require mutual agreementbetween the Company and Sumitomo Heavy Industries, Ltd. prior to a vote of SN’s board of directors. As a result, the Company accounts for its ownership in SNusing the equity method of accounting. The Company purchases Hyster ® - and Yale ® -branded lift trucks and related component and aftermarket parts from SNfor sale outside of Japan under agreed-upon terms. The Company also contracts with SN for engineering design services on a cost plus basis and charges SN fortechnology used by SN but developed by the Company. During 2016 , SN sold approximately 6,300 lift trucks.

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Employees

As of January 31, 2017 , the Company had approximately 6,500 employees. Certain employees in the Danville, Illinois parts depot operations are unionized. TheCompany’s contract with the Danville union expires in June 2018. Employees at the facilities in Berea, Kentucky; Sulligent, Alabama; and Greenville, NorthCarolina are not represented by unions. In Brazil, all employees are represented by a union. The Company’s contracts with the Brazilian unions expire annually atwhich time salaries and certain benefits are negotiated for the following year. In Mexico, certain employees are unionized. The Company’s contract with theMexico union expires annually in March, at which time salaries are negotiated for the following year. Benefits in Mexico are negotiated every other year.

In Europe, certain employees in the Helsinki, Finland; Salzgitter, Germany; Craigavon, Northern Ireland; Masate, Italy; Piacenza, Italy; San Donato, Italy; andNijmegen, the Netherlands facilities are unionized. All of the European employees are part of works councils that perform a consultative role on business andemployment matters.

The Company believes its current labor relations with both union and non-union employees are generally satisfactory. However, there can be no assurances that theCompany will be able to successfully renegotiate its union contracts without work stoppages or on acceptable terms. A prolonged work stoppage at a unionizedfacility could have a material adverse effect on the Company’s business and results of operations.

Environmental Matters

The Company’s manufacturing operations are subject to laws and regulations relating to the protection of the environment, including those governing themanagement and disposal of hazardous substances. The Company’s policies stress compliance, and the Company believes it is currently in substantial compliancewith existing environmental laws. If the Company fails to comply with these laws or its environmental permits, it could incur substantial costs, including cleanupcosts, fines and civil and criminal sanctions. In addition, future changes to environmental laws could require the Company to incur significant additional expense orrestrict operations. Based on current information, the Company does not expect compliance with environmental requirements to have a material adverse effect onthe Company’s financial condition or results of operations.

The Company’s products may also be subject to laws and regulations relating to the protection of the environment, including those governing vehicle exhaust.Regulatory agencies in the United States and Europe have issued or proposed various regulations and directives designed to reduce emissions from spark-ignitedengines and diesel engines used in off-road vehicles, such as industrial lift trucks. These regulations require the Company and other lift truck manufacturers toincur costs to modify designs and manufacturing processes and to perform additional testing and reporting. While there can be no assurance, the Company believesthe impact of the additional expenditures to comply with these requirements will not have a material adverse effect on its business.

The Company is investigating or remediating historical contamination at some current and former sites caused by its operations or those of businesses it acquired.While the Company is not currently aware that any material outstanding claims or obligations exist with regard to these sites, the discovery of additionalcontamination at these or other sites could result in significant cleanup costs that could have a material adverse effect on the Company’s financial conditions andresults of operations.

In connection with any acquisition made by the Company, the Company could, under some circumstances, be held financially liable for or suffer other adverseeffects due to environmental violations or contamination caused by prior owners of businesses the Company has acquired. In addition, under some of theagreements through which the Company has sold businesses or assets, the Company has retained responsibility for certain contingent environmental liabilitiesarising from pre-closing operations. These liabilities may not arise, if at all, until years later and could require the Company to incur significant additionalexpenses.

Government and Trade Regulations

In the past, the Company’s business has been affected by trade disputes between the United States and Europe. In the future, to the extent the Company is affectedby trade disputes and increased tariffs are levied on its goods, its results of operations may be materially adversely affected.

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Item 1A. RISK FACTORS

The lift truck business is cyclical. Any downturn in the general economy could result in significant decreases in the Company's revenue and profitability andan inability to sustain or grow the business.

The Company's lift truck business historically has been cyclical. Fluctuations in the rate of orders for lift trucks and fuel-cell technology reflect the capitalinvestment decisions of the Company's customers, which depend to a certain extent on the general level of economic activity in the various industries the lift truckcustomers serve. During economic downturns, customers tend to delay new lift truck and parts purchases. Consequently, the Company has experienced, and in thefuture may continue to experience, significant fluctuations in revenues and net income. If there is a downturn in the general economy, or in the industries served bylift truck customers, the Company's revenue and profitability could decrease significantly, and the Company may not be able to sustain or grow the business.

The pricing and costs of the Company's products have been and may continue to be impacted by currency fluctuations, which could materially increase costs,and result in material exchange losses and reduce operating margins.

Because the Company conducts transactions in various currencies, including the euros, U.S. dollars, Japanese yen, British pounds, Swedish kroner and Mexicanpeso, lift truck pricing is subject to the effects of fluctuations in the value of these currencies and fluctuations in the related currency exchange rates. As a result,the Company's sales have historically been affected by, and may continue to be affected by, these fluctuations. In addition, exchange rate movements betweencurrencies in which the Company purchases materials and components and manufactures certain products and the currencies in which the Company sells thoseproducts have been affected by and may continue to result in exchange losses that could materially reduce operating margins. Furthermore, the Company's hedgingcontracts may not fully offset risks from changes in currency exchange rates.

The cost of raw materials used by the Company's products has and may continue to fluctuate, which could materially reduce the Company's profitability.

At times, the Company has experienced significant increases in materials costs, primarily as a result of global increases in industrial metals including steel, leadand copper and other commodity prices, such as rubber, as a result of increased demand and limited supply. The Company manufactures products that include rawmaterials that consist of steel, rubber, copper, lead, castings and counterweights. The Company also purchases parts provided by suppliers that are manufacturedfrom castings and steel or contain lead. The cost of these parts is affected by the same economic conditions that impact the cost of the parts the Companymanufactures. The cost to manufacture lift trucks and related service parts has been and will continue to be affected by fluctuations in prices for these rawmaterials. If costs of these raw materials increase, the Company's profitability could be reduced.

The Company is subject to risks relating to its non-U.S. operations.

Non-U.S. operations represent a significant portion of the Company's business. The Company expects revenue from non-U.S. markets to continue to represent asignificant portion of total revenue. The Company owns or leases manufacturing facilities in Brazil, Italy, Mexico, the Netherlands, Northern Ireland, Finland,Germany and China, and owns interests in joint ventures with facilities in China, Japan, the Philippines and Vietnam. The Company also sells U.S. producedproducts to non-U.S. customers and sells non-U.S. produced products to U.S. customers. The Company's non-U.S. operations are subject to additional risks, whichinclude: • potential political, economic and social instability in the non-U.S. countries in which the Company operates;• currency risks, including those risks set forth under, “The pricing and costs of the Company's products have been and may continue to be impacted by

currency fluctuations, which could materially increase costs and result in material exchange losses and reduce operating margins”;• imposition of or increases in currency exchange controls;• potential inflation in the applicable non-U.S. economies;• imposition of or increases in import duties and other tariffs on products;• imposition of or increases in non-U.S. taxation of earnings and withholding on payments received;• regulatory changes affecting non-U.S. operations; and• stringent labor regulations.

Part of the strategy to expand worldwide market share is strengthening the Company's non-U.S. distribution network. A part of this strategy also includesdecreasing costs by sourcing basic components in lower-cost countries. Implementation of this part of the strategy may increase the impact of the risks describedabove and there can be no assurance that such risks will not have an adverse effect on the Company's revenues, profitability or market share.

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The Company operates in various taxing jurisdictions around the world in which the tax laws, regulations and administrative practices are often subject tointerpretation as well as to change. Although the Company has sought to reduce this uncertainty by obtaining rulings from the tax authorities in certain cases, theCompany's positions may still be subject to challenge. If the Company were to become subject to a challenge, the outcome could have a significant negative effecton the Company's operating results and financial condition. Additionally, any challenge may unfavorably impact the Company's ability to obtain future rulings.

Economic and political conditions in the United States and abroad may lead to significant changes in tax rules and regulations and/or lead to the adoption ofrestrictions on international trade. For example, recent proposed measures to reform U.S. and non-U.S. tax laws could significantly impact how multinationalcorporations are taxed. Although the Company cannot predict the final form of any proposal, if adopted at all, such proposals could, if enacted, have a materialadverse impact on the Company's profitability.

The Company relies primarily on its network of independent dealers to sell lift trucks and aftermarket parts and the Company has no direct control over salesby those dealers to customers. Ineffective or poor performance by these independent dealers could result in a significant decrease in revenues and profitabilityand the inability to sustain or grow the business.

The Company relies primarily on independent dealers for sales of lift trucks and aftermarket parts. Sales of the Company's products are therefore subject to thequality and effectiveness of the dealers, who are not subject to the Company's direct control. As a result, ineffective or poorly performing dealers could result in asignificant decrease in revenues and profitability and we may not be able to sustain or grow the Company's business.

The Company depends on a limited number of suppliers for specific critical components.

The Company depends on a limited number of suppliers for some of its critical components, including diesel, gasoline and alternative fuel engines and cast-ironcounterweights used to counterbalance some lift trucks. Some of these critical components are imported and subject to regulation, primarily with respect tocustomary inspection of such products by the U.S. Customs and Border Protection under the auspices of the U.S. Department of Homeland Security. The results ofoperations could be adversely affected if the Company is unable to obtain these critical components, or if the costs of these critical components were to increasesignificantly, due to regulatory compliance or otherwise, and the Company was unable to pass the cost increases on to its customers.

If the Company's strategic initiatives, including the introduction of new products, do not prove effective, revenues, profitability and market share could besignificantly reduced.

Changes in the timing of implementation of the Company's current strategic initiatives may result in a delay in the expected recognition of future costs andrealization of future benefits. In addition, if future industry demand levels are lower than expected, the actual annual cost savings could be lower than expected. Ifthe Company is unable to successfully implement these strategic initiatives, revenues, profitability and market share could be significantly reduced.

Failure to compete effectively within the Company's industry could result in a significant decrease in revenues and profitability.

The Company experiences intense competition in the sale of lift trucks and aftermarket parts. Competition in the lift truck industry is based primarily on strengthand quality of dealers, brand loyalty, customer service, new lift truck sales prices, availability of products and aftermarket parts, comprehensive product lineofferings, product performance, product quality and features and the cost of ownership over the life of the lift truck. The Company competes with several globalmanufacturers that operate in all major markets. These manufacturers may have lower manufacturing costs and greater financial resources than the Company,which may enable them to commit larger amounts of capital in response to changing market conditions. If the Company fails to compete effectively, revenues andprofitability could be significantly reduced.

If the global capital goods market declines, the cost saving efforts the Company has implemented may not be sufficient to achieve the benefits expected.

If the global economy or the capital goods market declines, revenues could decline. If revenues are lower than expected, the programs the Company hasimplemented may not achieve the benefits expected. Furthermore, the Company may be forced to take additional cost saving steps that could result in additionalcharges that materially adversely affect the ability to compete or implement the Company's current business strategies.

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The Company is subject to recourse or repurchase obligations with respect to the financing arrangements of some of its customers.

Through arrangements with WF and others, dealers and other customers are provided financing for new lift trucks in the United States and in major countries of theworld outside of the United States. Through these arrangements, the Company's dealers and certain customers are extended credit for the purchase of lift trucks tobe placed in the dealer’s floor plan inventory or the financing of lift trucks that are sold or leased to customers. For some of these arrangements, the Companyprovides recourse or repurchase obligations such that it would become obligated in the event of default by the dealer or customer. Total amounts subject to thesetypes of obligations at December 31, 2016 and 2015 were $149.3 million and $179.8 million , respectively. Generally, the Company maintains a perfected securityinterest in the assets financed such that, in the event that the Company becomes obligated under the terms of the recourse or repurchase obligations, it may taketitle to the assets financed. The Company cannot be certain, however, that the security interest will equal or exceed the amount of the recourse or repurchaseobligations. In addition, the Company cannot be certain that losses under the terms of the recourse or repurchase obligations will not exceed the reserves that havebeen set aside in the consolidated financial statements. The Company could incur a charge to earnings if reserves prove to be inadequate, which could have amaterial adverse effect on results of operations and liquidity for the period in which the charge is taken.

Actual liabilities relating to pending lawsuits may exceed the Company's expectations.

The Company is a defendant in pending lawsuits involving, among other things, product liability claims. The Company cannot be sure that it will succeed indefending these claims, that judgments will not be rendered against the Company with respect to any or all of these proceedings or that reserves set aside orinsurance policies will be adequate to cover any such judgments. The Company could incur a charge to earnings if reserves prove to be inadequate or the averagecost per claim or the number of claims exceed estimates, which could have a material adverse effect on results of operations and liquidity for the period in whichthe charge is taken and any judgment or settlement amount is paid.

Other products may be introduced to the market by competitors, making the Nuvera technology less marketable.

The use of fuel-cell technology in industrial and commercial applications is a relatively new development. Companies implementing such technology facecompetition from competitors that integrate more traditional energy technologies into their product lines, as well as competitors that have implemented or areimplementing alternatives to traditional energy technologies, such as lithium batteries, fuel additives and other high efficiency or “renewable” technologies. Any ofthese technologies may have more established or otherwise more attractive manufacturing, distribution and operating cost features, which could negatively impactcustomers’ preferences for product lines that incorporate fuel-cell technology and, as a result, diminish the marketability of products incorporating Nuveratechnology.

The Company may not be successful in commercializing Nuvera’s technology, which success would depend, in part, on the Company’s ability to protectNuvera’s intellectual property.

The success of the acquisition of Nuvera will depend largely on the Company’s ability to commercialize Nuvera’s fuel-cell technologies, such that the Companymay incorporate these technologies in its product lines on economically efficient terms. However, unforeseen difficulties, such as delays in development due todesign defects or changes in specifications and insufficient research and development resources or cost overruns, may hinder the Company’s ability to incorporateNuvera’s technologies into its product lines on an economically favorable basis or at all.

Furthermore, Nuvera’s commercial success will depend largely on the Company’s ability to maintain patent and other intellectual property protection coveringcertain of Nuvera’s technologies. Nuvera’s fuel-cell technology may not be economically viable if the Company is unable to prevent others from infringing orsuccessfully challenging the validity of certain patents and other intellectual property rights attributable to Nuvera.

Actual liabilities relating to environmental matters may exceed the Company's expectations.

The Company's manufacturing operations are subject to laws and regulations relating to the protection of the environment, including those governing themanagement and disposal of hazardous substances. If the Company fails to comply with these laws or the Company's environmental permits, then the Companycould incur substantial costs, including cleanup costs, fines and civil and criminal sanctions. In addition, future changes to environmental laws could require theCompany to incur significant additional expenses or restrict operations.

The Company's products may also be subject to laws and regulations relating to the protection of the environment, including those governing vehicle exhausts.Regulatory agencies in the United States and Europe have issued or proposed various regulations and directives designed to reduce emissions from spark-ignitedengines and diesel engines used in off-road

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vehicles, such as industrial lift trucks. These regulations require the Company and other lift truck manufacturers to incur costs to modify designs andmanufacturing processes and to perform additional testing and reporting.

The Company is investigating or remediating historical contamination at some current and former sites caused by its operations or those of businesses it acquired.While the Company is not currently aware that any material outstanding claims or obligations exist with regard to these sites, the discovery of additionalcontamination at these or other sites could result in significant cleanup costs that could have a material adverse effect on its financial condition and results ofoperations.

In connection with any acquisition the Company has made, it could, under some circumstances, be held financially liable for or suffer other adverse effects due toenvironmental violations or contamination caused by prior owners of businesses the Company acquired. In addition, under some of the agreements through whichthe Company has sold businesses or assets, it has retained responsibility for certain contingent environmental liabilities arising from pre-closing operations. Theseliabilities may not arise, if at all, until years later and could require the Company to incur significant additional expenses, which could materially adversely affectthe results of operations and financial condition.

The Company may become subject to claims under non-U.S. laws and regulations, which may require expensive, time consuming and distracting litigation.

Because the Company has employees, property and business operations outside of the United States, it is subject to the laws and the court systems of manyjurisdictions. The Company may become subject to claims outside the United States based in non-U.S. jurisdictions for violations of their laws with respect to theCompany's non-U.S. operations. In addition, these laws may be changed or new laws may be enacted in the future. Non-U.S. litigation is often expensive, timeconsuming and distracting. As a result, any of these risks could significantly reduce profitability and the Company's ability to operate its businesses effectively.

The Company may be subject to risk relating to increasing cash requirements of certain employee benefits plans which may affect its financial position.

The expenses recorded for, and cash contributions required to be made to, the Company's defined benefit pension plans are dependent on changes in market interestrates and the value of plan assets, which are dependent on actual investment returns. Significant changes in market interest rates, decreases in the value of planassets or investment losses on plan assets may require the Company to increase the cash contributed to defined benefit plans which may affect its financial position.

The Company is dependent on key personnel, and the loss of these key personnel could significantly reduce profitability.

The Company is highly dependent on the skills, experience and services of key personnel, and the loss of key personnel could have a material adverse effect on itsbusiness, operating results and financial condition. Employment and retention of qualified personnel is important to the successful conduct of the Company'sbusiness. Therefore, the Company's success also depends upon its ability to recruit, hire, train and retain additional skilled and experienced management personnel.The Company's inability to hire and retain personnel with the requisite skills could impair its ability to manage and operate its business effectively and couldsignificantly reduce profitability.

Certain members of the Company’s extended founding family own a substantial amount of its Class A and Class B common stock and, if they were to act inconcert, could control the outcome of director elections and other stockholder votes on significant corporate actions.

The Company has two classes of common stock: Class A common stock and Class B common stock. Holders of Class A common stock are entitled to cast onevote per share and, as of December 31, 2016, accounted for approximately 24 percent of the voting power of the Company. Holders of Class B common stock areentitled to cast ten votes per share and, as of December 31, 2016, accounted for the remaining voting power of the Company. As of December 31, 2016, certainmembers of the Company’s extended founding family held approximately 27 percent of the Company’s outstanding Class A common stock and approximately 84percent of the Company’s outstanding Class B common stock. On the basis of this common stock ownership, certain members of the Company’s extendedfounding family could have exercised 70 percent of the Company’s total voting power. Although there is no voting agreement among such extended familymembers, in writing or otherwise, if they were to act in concert, they could control the outcome of director elections and other stockholder votes on significantcorporate actions, such as certain amendments to the Company’s certificate of incorporation and sales of the Company or substantially all of its assets. Becausecertain members of the Company’s extended founding family could prevent other stockholders from exercising significant influence over significant corporateactions, the Company may be a less attractive takeover target, which could adversely affect the market price of its common stock.

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Item 1B. UNRESOLVED STAFF COMMENTS

None.

Item 2. PROPERTIES

The following table presents the principal assembly, manufacturing, distribution and office facilities that the Company owns or leases:

Segment Facility Location Owned/Leased Function(s)Lift Truck

Americas Barueri, Brazil Leased Marketing, sales and administrative center for Brazil Berea, Kentucky Owned Assembly of lift trucks and manufacture of component parts Charlotte, North Carolina Leased Customer experience and training center

Cleveland, Ohio Leased Global headquarters Danville, Illinois Owned Americas parts distribution center

Fairview, Oregon

Owned

Global executive administrative center; counterbalanced development centerfor design and testing of lift trucks, prototype equipment and component parts

Greenville,North Carolina

Owned

Divisional headquarters and marketing and sales operations for Hyster ® andYale ® in Americas; Americas warehouse development center; assembly oflift trucks and manufacture of component parts

Itu, Brazil Owned Assembly of lift trucks and parts distribution center

Ramos Arizpe,Mexico

Owned

Manufacture of component parts for lift trucks

Sulligent, Alabama Owned Manufacture of component parts for lift trucksEMEA

Craigavon,Northern Ireland

Owned

Manufacture of lift trucks and cylinders; frame and mast fabrication forEMEA

Frimley, Surrey, United Kingdom

Leased

Divisional headquarters and marketing and sales operations for Hyster ® andYale ® in EMEA

Irvine, Scotland Leased European administrative center Masate, Italy Leased Assembly of lift trucks; European warehouse development center

Nijmegen,The Netherlands

Owned

Big trucks development center; manufacture and assembly of big trucks andcomponent parts; European parts distribution center

JAPIC

Shanghai, China

Owned(1)

Assembly of lift trucks by Shanghai Hyster joint venture, sale of parts andmarketing operations of China

Sydney, Australia

Leased

Divisional headquarters and sales and marketing for JAPIC; JAPIC partsdistribution center

Pune, India Leased Engineering design servicesBolzoni Helsinki, Finland Leased Manufacture and distribution of Bolzoni products

Heibei, China Owned Manufacture and distribution of Bolzoni products

Homewood, Illinois Owned Manufacture and distribution of Bolzoni products

Piacenza, Italy Owned Bolzoni headquarters; manufacture and distribution of Bolzoni products

Prato, Italy Owned Manufacture and distribution of Bolzoni products

Salzgitter, Germany Owned Manufacture and distribution of Bolzoni products

Wuxi, China Owned Manufacture and distribution of Bolzoni products

Nuvera Billerica, Massachusetts Leased Nuvera research and development laboratory

San Donato, Italy Leased Nuvera integration and testing

(1) This facility is owned by Shanghai Hyster Forklift Ltd., the Company’s Chinese joint venture company.

SN’s operations are supported by three facilities. SN’s headquarters are located in Obu, Japan at a facility owned by SN. The Obu facility also has assembly anddistribution capabilities for lift trucks and parts. In Cavite, the Philippines and Hanoi, Vietnam, SN owns facilities for the manufacture of components for SN andthe Company's products. SN also has one wholly-owned and three partially-owned dealerships in Japan.

The Company leases the facility for its one retail dealership in Singapore.

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Item 3. LEGAL PROCEEDINGS

The Company is, and will likely continue to be, involved in a number of legal proceedings which the Company believes generally arise in the ordinary course ofthe business, given its size, history and the nature of its business and products. The Company is not a party to any material legal proceeding.

Item 4. MINE SAFETY DISCLOSURES

None.

Item 4A. EXECUTIVE OFFICERS OF THE REGISTRANTThe following tables set forth the name, age, current position and principal occupation and employment during the past five years of the Company’s executiveofficers.

Name Age Current Position Other PositionsAlfred M. Rankin, Jr.

75

Chairman, President and Chief Executive Officer of Hyster-Yale (from September 2012), Chairman of HYG (from priorto 2012).

Colin Wilson

62

President and Chief Executive Officer, HYG of Hyster-Yale(from September 2014), President and Chief Executive Officerof HYG (from September 2014).

President and Chief Operating Officer of HYG (from November 2013 toSeptember 2014), President, Americas of HYG (from prior to 2012 toSeptember 2014), Vice President and Chief Operating Officer of HYG (fromprior to 2012 to November 2013).

Gregory J. Breier

51

Vice President, Tax of Hyster-Yale (from May 2014), VicePresident, Tax of HYG (from January 2012).

Senior Director of Tax of Hyster-Yale (from January 2012 to May 2012),Director of Tax and Financial Analysis of NACCO Industries, Inc. (theCompany's former parent company) (From prior to 2012 to September 2012).

Brian K. Frentzko

56

Vice President, Treasurer of Hyster-Yale (from September2012), Vice President, Treasurer of HYG (from September2012).

Assistant Treasurer of HYG (from prior to 2012 to September 2012).

Amy E. Gerbick

45

Associate General Counsel, Director of Corporate Complianceand Assistant Secretary of Hyster-Yale (from May 2014),Associate General Counsel, Director of Corporate Complianceand Assistant Secretary of HYG (from May 2014).

Associate, Jones Day (a law firm) (from prior to 2012 to May 2014).

Jennifer M. Langer

43

Vice President, Controller of Hyster-Yale (from February2013), Vice President, Controller of HYG (from February2013).

Controller of Hyster-Yale (from September 2012 to February 2013),Controller of HYG (from January 2012 to February 2013), Director ofFinancial Reporting, Planning and Analysis of NACCO Industries, Inc. (theCompany's former parent company) (from prior to 2012 to September 2012).

Lauren E. Miller

62

Senior Vice President, Chief Marketing Officer of Hyster-Yale (from January 2015), Senior Vice President, ChiefMarketing Officer of HYG (from January 2015).

Senior Vice President, Marketing and Consulting of Hyster-Yale (fromFebruary 2013 to January 2015), Senior Vice President, Marketing andConsulting of HYG (from prior to 2012 to January 2015), Vice President,Consulting Services of NACCO Industries, Inc. (the Company's former parentcompany) (from prior to 2012 to September 2012).

Charles F. Pascarelli

57

Senior Vice President, President, Americas of HYG (fromJanuary 2015)

President, Sales and Marketing, Americas of HYG (from March 2013 toJanuary 2015), President, Sales and Marketing, The Raymond Corporation(an electrical materials handling company) (from prior to 2012 to March2013).

Rajiv K. Prasad

53

Senior Vice President, Global Product Development,Manufacturing and Supply Chain Strategy of HYG (fromSeptember 2014).

Vice President, Global Product Development and Manufacturing of HYG(from January 2012 to September 2014), Vice President, Global ProductDevelopment of HYG (from prior to 2012 to January 2012).

Anthony J. Salgado

46

Senior Vice President, JAPIC of HYG (from January 2016).

Vice President, Corporate Officer, UniCarriers Corporation (an industrialcompany) (from April 2014 to January 2016), President, UniCarriersAmericas Corporation (an industrial company) (from October 2013 to January2016), Vice President, Manufacturing Operations, UniCarriers AmericasCorporation (from prior to 2012 to October 2013).

Harry Sands

65 Senior Vice President, Managing Director, Europe, MiddleEast and Africa of HYG (from June 2015).

Vice President, Manufacturing EMEA of HYG (from prior to 2012 to June2015).

Kenneth C. Schilling

57

Senior Vice President and Chief Financial Officer of Hyster-Yale (from September 2014), Senior Vice President and ChiefFinancial Officer of HYG (from September 2014).

Vice President and Chief Financial Officer of Hyster-Yale (from September2012 to September 2014), Vice President and Chief Financial Officer of HYG(from prior to 2012 to September 2014), Vice President and Controller ofNACCO Industries, Inc. (the Company's former parent company) (from priorto 2012 to September 2012).

Gopichand Somayajula

60 Vice President, Global Product Development of HYG (fromMay 2013)

Vice President, Counterbalanced Engineering of HYG (from prior to 2012 toMay 2013).

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Name Age Current Position Other PositionsSuzanne S. Taylor

54

Senior Vice President, General Counsel and Secretary ofHyster-Yale (from May 2016), Senior Vice President, GeneralCounsel and Secretary of HYG (from May 2016).

Vice President, Deputy General Counsel and Assistant Secretary of Hyster-Yale (from February 2013 to May 2016), Vice President, Deputy GeneralCounsel and Assistant Secretary of HYG (from February 2013 to May 2016),Deputy General Counsel and Assistant Secretary of Hyster-Yale (fromSeptember 2012 to February 2013), Deputy General Counsel and AssistantSecretary of HYG (from September 2012 to February 2013), AssociateGeneral Counsel and Assistant Secretary of Hyster-Yale (from May 2012 toSeptember 2012), Assistant Secretary of HYG (from prior to 2012 toSeptember 2012), Associate General Counsel and Assistant Secretary ofNACCO Industries, Inc. (the Company's former parent company) (from priorto 2012 to September 2012).

Mark H. Trivett

47 Vice President Finance, Europe, Middle East and Africa ofHYG (from prior to 2012).

Raymond C. Ulmer

53 Vice President Finance, Americas of HYG (from prior to2012).

The information under this Item is furnished pursuant to Instruction 3 to Item 401(b) of Regulation S-K.There exists no arrangement or understanding between anyexecutive officer and any other person pursuant to which such executive officer was elected. Each executive officer serves until his or her successor is elected andqualified.

PART II

Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITYSECURITIES

The Company's Class A common stock is traded on the New York Stock Exchange under the ticker symbol “HY.” For the Company's Class B common stock, dueto transfer restrictions, no trading market has developed, or is expected to develop. The Class B common stock is convertible into Class A common stock on a one-for-one basis. The high and low market prices for the Class A common stock and dividends per share for both classes of common stock for each quarter arepresented in the tables below:

2016

Market Price

High Low Cash Dividend

First quarter $ 68.21 $ 44.41 $ 0.285Second quarter $ 70.19 $ 55.80 $ 0.295Third quarter $ 66.43 $ 47.25 $ 0.295Fourth quarter $ 68.75 $ 49.84 $ 0.295

2015

Market Price High Low Cash Dividend

First quarter $ 74.00 $ 62.19 $ 0.275Second quarter $ 76.50 $ 67.58 $ 0.285Third quarter $ 71.46 $ 56.38 $ 0.285Fourth quarter $ 65.24 $ 50.72 $ 0.285

At December 31, 2016 , there were approximately 868 Class A common stockholders of record and approximately 925 Class B common stockholders of record.

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Purchases of Equity Securities by the Issuer and Affiliated Purchasers

Issuer Purchases of Equity Securities

Period

(a)Total Number of Shares

Purchased

(b)Average Price Paid per

Share

(c)Total Number of SharesPurchased as Part of the

Publicly Announced Program

(d)Maximum Number of Shares (or Approximate

Dollar Value) that May Yet Be Purchased Underthe Program

Month #1(October 1 to 31, 2016) — $— — $0Month #2(November 1 to 30, 2016) — $— — $0Month #3(December 1 to 31, 2016) — $— — $0 Total — $— — $0

Item 6. SELECTED FINANCIAL DATA

Year Ended December 31

2016 2015 2014 2013 2012 (1)

(In millions, except per share data)Operating Statement Data: Revenues $ 2,569.7 $ 2,578.1 $ 2,767.2 $ 2,666.3 $ 2,469.1Operating profit $ 34.9 $ 103.5 $ 148.8 $ 134.3 $ 111.7Net income $ 42.3 $ 75.1 $ 110.2 $ 110.2 $ 98.1Net (income) loss attributable to noncontrolling interest 0.5 (0.4) (0.4) (0.2) (0.1)

Net income attributable to stockholders $ 42.8 $ 74.7 $ 109.8 $ 110.0 $ 98.0

Basic earnings per share attributable to stockholders: $ 2.61 $ 4.58 $ 6.61 $ 6.58 $ 5.84

Diluted earnings per share attributable to stockholders: $ 2.61 $ 4.57 $ 6.58 $ 6.54 $ 5.83

Balance Sheet Data at December 31: Total assets $ 1,287.1 $ 1,095.9 $ 1,120.8 $ 1,161.3 $ 1,064.4Long-term debt $ 82.2 $ 19.6 $ 12.0 $ 6.7 $ 106.9Stockholders' equity $ 463.8 $ 460.8 $ 454.5 $ 449.8 $ 341.3Cash Flow Data: Provided by (used for) operating activities $ (48.9) $ 89.4 $ 100.0 $ 152.9 $ 128.7Used for investing activities $ (145.1) $ (31.3) $ (44.4) $ (26.1) $ (19.5)Provided by (used for) financing activities $ 77.9 $ (7.1) $ (110.5) $ (104.4) $ (144.4)Other Data: Cash dividends paid to NACCO Industries, Inc. $ — $ — $ — $ — $ 5.0Per share data: Cash dividends (2)(3) $ 1.170 $ 1.130 $ 1.075 $ 1.000 $ 2.250Market value at December 31 $ 63.77 $ 52.45 $ 73.20 $ 93.16 $ 48.80Stockholders' equity at December 31 $ 28.30 $ 28.23 $ 27.98 $ 26.91 $ 20.40Actual shares outstanding at December 31 16.391 16.324 16.241 16.714 16.732Basic weighted average shares outstanding 16.376 16.307 16.607 16.725 16.768Diluted weighted average shares outstanding 16.427 16.355 16.675 16.808 16.800Total employees at December 31 (4) 6,500 5,400 5,400 5,100 4,900

(1) As a result of the distribution of one share of Class A common stock and one share of Class B common stock for each share of NACCO Industries, Inc.("NACCO") Class A common stock or NACCO Class B common stock on September 28, 2012, the earnings per share amounts and the weighted averageshares outstanding for the Company have been calculated based upon doubling the relative historical basic and diluted weighted average sharesoutstanding of NACCO.

(2) This information is only included for periods subsequent to the spin-off from NACCO.(3) Includes an extraordinary dividend of $2.00 per share paid to stockholders of the Company during the fourth quarter of 2012.(4) Excludes temporary employees.

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Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSHYSTER-YALE MATERIALS HANDLING, INC. AND SUBSIDIARIES(TabularAmountsinMillions,ExceptPerShare,PercentageDataandasOtherwiseNoted)

OVERVIEWHyster-Yale Materials Handling, Inc. ("Hyster-Yale" or the "Company") and its subsidiaries, including its operating company Hyster-Yale Group, Inc. ("HYG"), isa leading, globally integrated, full-line lift truck manufacturer. The Company offers a broad array of solutions aimed at meeting the specific materials handlingneeds of its customers, including attachments and hydrogen fuel cell power products, telematics, automation and fleet management services, as well as an array ofother power options for its lift trucks. The Company, through HYG designs, engineers, manufactures, sells and services a comprehensive line of lift trucks,attachments and aftermarket parts marketed globally primarily under the Hyster ® and Yale ® brand names, mainly to independent Hyster ® and Yale ® retaildealerships. The materials handling business historically has been cyclical because the rate of orders for lift trucks fluctuates depending on the general level ofeconomic activity in the various industries its customers serve.


On April 1, 2016, the Company completed the acquisition of the majority interest in Bolzoni S.p.A. ("Bolzoni"). On July 6, 2016, the Company completed theacquisition of the remaining outstanding interest in Bolzoni. Bolzoni is a leading worldwide producer of attachments, forks and lift tables under the BolzoniAuramo and Meyer brand names. The acquisition allows the Company to provide integrated solutions for attachments and lift trucks and expand market reachwhile leveraging Bolzoni’s manufacturing capacity. Through the design, production and distribution of a wide range of attachments, Bolzoni has a strong presencein the market niche of lift-truck attachments and industrial material handling. See Note 19 to the Consolidated Financial Statements in this Annual Report on Form10-K for further discussion.

Competition in the materials handling industry is intense and is based primarily on strength and quality of distribution, brand loyalty, customer service, new lifttruck sales prices, availability of products and aftermarket parts, comprehensive product line offerings, product performance, product quality and features and thecost of ownership over the life of the lift truck. The Company competes with several global lift truck manufacturers that operate in all major markets, as well asother niche companies. The lift truck industry also competes with alternative methods of materials handling, including conveyor systems and automated guidedvehicle systems. The Company's aftermarket parts offerings compete with parts manufactured by other lift truck manufacturers, as well as companies that focussolely on the sale of generic parts.

The Company's mission is to be a leading globally integrated designer, manufacturer and marketer of a complete range of solutions leveraging its high-quality,application-tailored lift trucks, attachments and power solutions that offer the lowest cost of ownership and the best overall value. During 2016, the Companycontinued to invest in its strategic initiatives and made substantial progress in many areas. The foundation has been laid for more rapid market share gains andprofitable growth in the years ahead, including through acquisitions made of Bolzoni and certain distribution businesses of Speedshield Technology, a leadingprovider of telemetry solutions. The Company also continued to invest in Nuvera as it moves closer to high volume manufacturing of fuel cell engines andassociated systems. The Company’s core competency is lift truck manufacturing, but its goal is to become the lift truck solutions partner to the materials handlingmarket, one customer and one industry at a time. With this singular focus, the Company invested heavily in businesses and technologies during 2016. The additionof Bolzoni added a wider offering to the Company’s suite of products and enhanced the Company’s ability to better meet the needs of its customers. It is alsoexpected to expand the Company’s market reach, while fully leveraging Bolzoni’s manufacturing capacity.

The Company’s objective is generating profitable growth through increasing volumes, primarily by being a solutions provider to its customers, which will in turngenerate market share gains and drive improved margins. The Company plans to accomplish these objectives by implementing core strategic initiatives: enhancingunderstanding of customer needs; driving for lowest cost of ownership; strengthening independent distribution; improving the Company's warehouse position;focusing on increased success in Asia; enhancing the Company’s Big Truck market position; strengthening the sales and marketing organization and leveragingsolutions and technology drivers.

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Critical Accounting Policies and EstimatesThe discussion and analysis of financial condition and results of operations are based upon the Company's consolidated financial statements, which have beenprepared in accordance with U.S. generally accepted accounting principles. The preparation of these financial statements requires the use of estimates andjudgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities, if any. On anongoing basis, the Company evaluates its estimates based on historical experience, actuarial valuations and various other assumptions that are believed to bereasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readilyapparent from other sources. Actual results may differ from those estimates.

The Company believes the following critical accounting policies affect the more significant judgments and estimates used in the preparation of the consolidatedfinancial statements.

Revenuerecognition: Revenues are recognized based upon the terms of contracts with customers, which is generally when title transfers and risk of loss passes ascustomer orders are completed and shipped. For the Company's National Account customers, revenue is recognized upon customer acceptance. National Accountcustomers are large customers with centralized purchasing and geographically dispersed operations in multiple dealer territories. Reserves for discounts and returnsare maintained for anticipated future claims. The accounting policies used to develop these product discounts and returns include:

Productdiscounts: The Company records estimated reductions to revenues for customer programs and incentive offerings, including special pricingagreements, price competition, promotions and other volume-based incentives. Lift truck sales revenue is recorded net of estimated discounts. The estimateddiscount amount is based upon historical trends for each lift truck model. In addition to standard discounts, dealers can also request additional discounts thatallow them to offer price concessions to customers. From time to time, the Company offers special incentives to increase market share or dealer stock andoffers certain customers volume rebates if a specified cumulative level of purchases is obtained. If estimates of customer programs and incentives were onepercent higher than the levels offered during 2016, the reserves for product discounts would increase and revenue would be reduced by $0.2 million. TheCompany's past results of operations have not been materially affected by a change in the estimate of product discounts and although there can be noassurances, the Company is not aware of any circumstances that would be reasonably likely to materially change its estimates in the future.

Productreturns: Products generally are not sold with the right of return with the exception of a small percentage of aftermarket parts. Based on historicalexperience, a portion of these aftermarket parts are estimated to be returned which, subject to certain terms and conditions, the Company will agree to accept.The Company records estimated reductions to revenues at the time of sale based on this historical experience and the limited right of return provided to certaincustomers. If future trends were to change significantly from those experienced in the past, incremental reductions to revenues may result based on this newexperience. If the estimate of average return rates for these aftermarket parts were to increase by one percent over historical levels, the reserves for productreturns would increase and revenues would be reduced by less than $0.1 million. The Company's past results of operations have not been materially affectedby a change in the estimate of product returns and although there can be no assurances, the Company is not aware of any circumstances that would bereasonably likely to materially change its estimates in the future.

Productwarranties: The Company provides for the estimated cost of product warranties at the time revenues are recognized. While the Company engages inextensive product quality programs and processes, including actively monitoring and evaluating the quality of component suppliers, the warranty obligation isaffected by product failure rates, labor costs and replacement component costs incurred in correcting a product failure. If actual product failure rates, labor costs orreplacement component costs differ from the Company's estimates, which are based on historical failure rates and consideration of known trends, revisions to theestimate of the cost to correct product failures would be required. If the estimate of the cost to correct product failures were to increase by one percent over 2016levels, the reserves for product warranties would increase and additional expense of $0.3 million would be incurred. The Company's past results of operations havenot been materially affected by a change in the estimate of product warranties and although there can be no assurances, the Company is not aware of anycircumstances that would be reasonably likely to materially change the estimates in the future.

Retirementbenefitplans: The Company maintains various defined benefit pension plans that provide benefits based on years of service and average compensationduring certain periods. Pension benefits are frozen for all employees other than certain

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employees in the Netherlands. All other eligible employees, including employees whose pension benefits are frozen, receive retirement benefits under definedcontribution retirement plans. The Company's policy is to periodically make contributions to fund the defined benefit pension plans within the range allowed byapplicable regulations. The defined benefit pension plan assets consist primarily of publicly traded stocks and government and corporate bonds. There is noguarantee the actual return on the plans’ assets will equal the expected long-term rate of return on plan assets or that the plans will not incur investment losses.

The expected long-term rate of return on defined benefit plan assets reflects management’s expectations of long-term rates of return on funds invested to providefor benefits included in the projected benefit obligations. In establishing the expected long-term rate of return assumption for plan assets, the Company considersthe historical rates of return over a period of time that is consistent with the long-term nature of the underlying obligations of these plans as well as a forward-looking rate of return. The historical and forward-looking rates of return for each of the asset classes used to determine the Company's estimated rate of returnassumption were based upon the rates of return earned or expected to be earned by investments in the equivalent benchmark market indices for each of the assetclasses.

Expected returns for most of the Company's pension plans are based on a calculated market-related value of assets. Under this methodology, asset gains and lossesresulting from actual returns that differ from expected returns are recognized in the market-related value of assets ratably over three years.

The basis for the selection of the discount rate for each plan is determined by matching the timing of the payment of the expected obligations under the definedbenefit plans against the corresponding yield of high-quality corporate bonds of equivalent maturities.

The following illustrates the sensitivity of the net periodic benefit cost and projected benefit obligation to a 1% change in the discount rate or return on plan assets(in millions):

Assumption Change Increase (decrease)

2017 net pension expense Increase (decrease)

2016 projected benefit obligation

Discount rate 1% increase $0.3 $(29.4) 1% decrease (0.3) 35.1Return on plan assets 1% increase (1.9) N/A 1% decrease 1.9 N/ASee Note 9 to the consolidated financial statements in this Annual Report on Form 10-K for further discussion of the retirement benefit plans.

Goodwillandintangibleassets:The Company has goodwill and intangible assets including customer and contractual relationships, patents and technology, andtrademarks. The Company evaluates the carrying amount of goodwill and indefinite-lived intangible assets for impairment annually as of May 1 st and betweenannual evaluations if changes in circumstances or the occurrence of certain events indicate potential impairment. The Company uses either a qualitative orquantitative analysis to determine whether fair value exceeds carrying value. Goodwill impairment testing for 2016 was performed using a qualitative analysis byassessing certain trends and factors, including projected market outlook and growth rates, forecasted and actual sales and operating profit margins, discount rates,industry data and other relevant qualitative factors. Indefinite lived intangible asset testing was performed for 2016 using a qualitative analysis.

Productliabilities: The Company provides for the estimated cost of personal and property damage relating to its products based on a review of historicalexperience and consideration of any known trends. Reserves are recorded for estimates of the costs for known claims and estimates of the costs of incidents thathave occurred but for which a claim has not yet been reported to us, up to the stop-loss insurance coverage. While the Company engages in extensive productquality reviews and customer education programs, the product liability provision is affected by the number and magnitude of claims of alleged product-relatedinjury and property damage and the cost to defend those claims. In addition, the estimates regarding the magnitude of claims are affected by changes inassumptions regarding medical costs, inflation rates and trends in damages awarded by juries. Changes in the assumptions regarding any one of these factors couldresult in a change in the estimate of the magnitude of claims. A one percent increase in the estimate of the number of claims or the magnitude of claims wouldincrease the product liability reserve and reduce operating profit by approximately $0.2 million. Although there can be no

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assurances, the Company is not aware of any circumstances that would be reasonably likely to materially change the estimates in the future.

Self-insuranceliabilities: The Company is generally self-insured for product liability, environmental liability and medical and workers’ compensation claims. Forproduct liability, catastrophic insurance coverage is retained for potentially significant individual claims. An estimated provision for claims reported and for claimsincurred but not yet reported under the self-insurance programs is recorded and revised periodically based on industry trends, historical experience andmanagement judgment. In addition, industry trends are considered within management’s judgment for valuing claims. Changes in assumptions for such matters aslegal judgments and settlements, legal defense costs, inflation rates, medical costs and actual experience could cause estimates to change in the near term. Changesin any of these factors could materially change the estimates for these self-insurance obligations causing a related increase or decrease in reported net operatingresults in the period of change in the estimate.

Deferredtaxvaluationallowances: The Company records a valuation allowance to reduce its deferred tax assets to the amount that is more likely than not to berealized. A valuation allowance has been provided against certain deferred tax assets related to non-U.S. and U.S. state jurisdictions including net operating andcapital loss carryforwards. Management believes the valuation allowances are adequate after considering future taxable income, allowable carryback andcarryforward periods, reversing taxable temporary differences and ongoing prudent and feasible tax planning strategies. In the event the Company was todetermine that it would be able to realize the deferred tax assets in the future in excess of the net recorded amount (including the valuation allowance), anadjustment to the valuation allowance would increase income in the period such determination was made. Conversely, should the Company determine that it wouldnot be able to realize all or part of the net deferred tax asset in the future, an adjustment to the valuation allowance would be expensed in the period suchdetermination was made. See "Financial Review - Income Taxes" and Note 6 to the Consolidated Financial Statements in this Annual Report on Form 10-K forfurther discussion of the Company's income taxes.

Inventoryreserves: The Company writes down inventory to the lower of cost or market, which includes an estimate for obsolescence or excess inventory basedupon assumptions about future demand and market conditions. If actual market conditions are less favorable than those projected by management, additionalinventory write-downs may be required. Upon a subsequent sale or disposal of the impaired inventory, the corresponding reserve for impaired value is relieved toensure that the cost basis of the inventory reflects any write-downs. An impairment in value of one percent of net inventories would result in additional expense ofapproximately $3.5 million.

Allowancesfordoubtfulaccounts: The Company maintains allowances for doubtful accounts for estimated losses resulting from the inability of customers to makerequired payments. These allowances are based on both recent trends of certain customers estimated to be a greater credit risk as well as general trends of the entirecustomer pool. If the financial condition of customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances maybe required. An impairment in value of one percent of net accounts receivable would require an increase in the allowance for doubtful accounts and would result inadditional expense of approximately $3.8 million.

CONSOLIDATED FINANCIAL REVIEW

The following table identifies the components of change for 2016 compared with 2015 by segment:

Revenues Gross Profit Operating Profit Net Income Attributable to

Stockholders

2015 $ 2,578.1 $ 430.8 $ 103.5 $ 74.7Increase (decrease) in 2016 Americas (106.3) (20.2) (43.2) (16.7)EMEA 6.5 (11.8) (5.4) (1.2)JAPIC (24.2) (6.1) (4.9) (4.5)Lift truck business (124.0) (38.1) (53.5) (22.4)

Bolzoni 115.6 35.7 (0.1) (0.3)Nuvera — (0.9) (15.0) (9.2)

2016 $ 2,569.7 $ 427.5 $ 34.9 $ 42.8

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FINANCIAL REVIEW

The segment and geographic results of operations for the Company were as follows for the year ended December 31 :

Favorable / (Unfavorable) % Change 2016 2015 2014 2016 vs. 2015 2015 vs. 2014

Lift truck unit shipments (in thousands) Americas 54.4 56.8 57.6 (4.2)% (1.4)%EMEA 24.6 23.8 22.9 3.4 % 3.9 %JAPIC 5.8 6.3 7.1 (7.9)% (11.3)%

84.8 86.9 87.6 (2.4)% (0.8)%Revenues

Americas $ 1,669.2 $ 1,775.5 $ 1,866.9 (6.0)% (4.9)%EMEA 612.9 606.4 686.3 1.1 % (11.6)%JAPIC 169.5 193.7 214.0 (12.5)% (9.5)%Lift truck business 2,451.6 2,575.6 2,767.2 (4.8)% (6.9)%

Bolzoni (1) 115.6 — — n.m. n.m.Nuvera (2) 2.5 2.5 — — % n.m.

$ 2,569.7 $ 2,578.1 $ 2,767.2 (0.3)% (6.8)%Gross profit (loss)

Americas $ 287.9 $ 308.1 $ 301.3 (6.6)% 2.3 %EMEA 89.5 101.3 122.3 (11.6)% (17.2)%JAPIC 17.1 23.2 24.1 (26.3)% (3.7)%Lift truck business 394.5 432.6 447.7 (8.8)% (3.4)%

Bolzoni (1) 35.7 — — n.m. n.m.Nuvera (2) (2.7) (1.8) — 50.0 % n.m.

$ 427.5 $ 430.8 $ 447.7 (0.8)% (3.8)%Selling, general and administrative expenses

Americas $ 214.1 $ 191.2 $ 194.1 (12.0)% 1.5 %EMEA 81.9 88.3 96.2 7.2 % 8.2 %JAPIC 24.1 25.0 24.2 3.6 % (3.3)%Lift truck business 320.1 304.5 314.5 (5.1)% 3.2 %

Bolzoni (1) 35.9 — — n.m. n.m.Nuvera (2) 36.9 22.8 2.2 (61.8)% n.m.

$ 392.9 $ 327.3 $ 316.7 (20.0)% (3.3)%Operating profit (loss)

Americas $ 73.7 $ 116.9 $ 124.9 (37.0)% (6.4)%EMEA 7.6 13.0 26.2 (41.5)% (50.4)%JAPIC (6.7) (1.8) (0.1) n.m. n.m.Lift truck business 74.6 128.1 151.0 (41.8)% (15.2)%

Bolzoni (1) (0.1) — — n.m. n.m.Nuvera (2) (39.6) (24.6) (2.2) (61.0)% n.m.

$ 34.9 $ 103.5 $ 148.8 (66.3)% (30.4)%

Interest expense $ 6.7 $ 4.7 $ 3.9 (42.6)% (20.5)%Other income $ (10.1) $ (5.7) $ (5.2) 77.2 % 9.6 %Income before income taxes $ 38.3 $ 104.5 $ 150.1 (63.3)% (30.4)%

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Favorable / (Unfavorable) % Change 2016 2015 2014 2016 vs. 2015 2015 vs. 2014

Net income (loss) attributable to stockholders Americas $ 59.6 $ 76.3 $ 88.6 (21.9)% (13.9)%EMEA 9.4 10.6 20.5 (11.3)% (48.3)%JAPIC (2.1) 2.4 2.1 (187.5)% 14.3 %Lift truck business 66.9 89.3 111.2 (25.1)% (19.7)%

Bolzoni (1) (0.3) — — n.m. n.m.Nuvera (2) (23.8) (14.6) (1.4) (63.0)% n.m.

$ 42.8 $ 74.7 $ 109.8 (42.7)% (32.0)%Diluted earnings per share $ 2.61 $ 4.57 $ 6.58 (42.9)% (30.5)%Reported income tax rate n.m. 28.1% 26.6% (1) Bolzoni was acquired on April 1, 2016 and results of operations have been included since the acquisition date.(2) Nuvera was acquired on December 18, 2014 and results of operations have been included since the acquisition date.n.m. - not meaningful

Following is the detail of the Company's unit shipments, bookings and backlog of unfilled orders placed with its manufacturing and assembly operations for newlift trucks, reflected in thousands of units. As of December 31, 2016 , substantially all of the Company's backlog is expected to be sold within the next twelvemonths.


Unit backlog, beginning of period 26.9 26.9 28.1Unit shipments (84.8) (61.9) (86.9)Unit bookings 87.5 65.6 85.7

Unit backlog, end of period 29.6 30.6 26.9

The following is the detail of the approximate sales value of the Company's lift truck unit bookings and backlog, reflected in millions of dollars. The dollar value ofbookings and backlog is calculated using the current unit bookings and backlog and the forecasted average sales price per unit.


Bookings, approximate sales value $ 2,000 $ 1,470 $ 1,950Backlog, approximate sales value $ 710 $ 730 $ 660

2016 Compared with 2015

The following table identifies the components of change in revenues for 2016 compared with 2015 :

Revenues

2015 $ 2,578.1Increase (decrease) in 2016 from: Unit volume and product mix (84.1)Unit price (27.3)Foreign currency (20.1)Bolzoni revenues 115.6Other 5.6Parts 1.9

2016 $ 2,569.7

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Revenues decreased slightly to $2,569.7 million in 2016 from $2,578.1 million in 2015. The decrease in the lift truck business was mainly due to lower unitvolumes, the unfavorable effect of deal-specific selling prices and a shift in sales to lower-priced lift trucks during 2016 compared with 2015. Revenues at non-U.S. locations were also unfavorably affected by the strong U.S. dollar during 2016 compared with 2015. The decline in lift truck revenue was partially offset byBolzoni revenues since the acquisition on April 1, 2016.

Revenues in the Americas declined in 2016 from 2015 primarily as a result of the reduction in unit shipments and the unfavorable effect of deal-specific pricing inNorth America. In addition, unfavorable currency movements of $4.4 million from the translation of Brazilian sales into U.S. dollars, which strengthened againstthe Brazilian real, contributed to the decline in revenues.

EMEA's revenues increased in 2016 from 2015 mainly as a result of higher lift truck volumes, partially offset by unfavorable currency movements of $15.5 millionfrom the translation of sales into U.S. dollars.

Revenues in JAPIC declined in 2016 compared with 2015. The decrease was primarily the result of fewer unit shipments, the unfavorable effect of lower pricing oftrucks and a shift in sales to lower-priced products in 2016 compared with 2015.

The following table identifies the components of change in operating profit for 2016 compared with 2015 :

Operating Profit

2015 $ 103.5Decrease in 2016 from: Lift truck gross profit (38.1)Lift truck selling, general and administrative expenses (15.4)Nuvera operations (15.0)Bolzoni operations (0.1)

2016 $ 34.9

The Company recognized operating profit of $34.9 million in 2016 compared with operating profit of $103.5 million in 2015.

The overall decrease in the lift truck business operating profit was primarily due to lower gross profit and higher selling, general and administrative expenses.Gross profit decreased mainly as a result of the unfavorable effect of lower pricing, reduced sales volumes, which led to higher manufacturing variances,unfavorable foreign currency movements of $15.9 million and increased U.S. health care costs. The decrease in gross profit was partially offset by continuedmaterial cost deflation of $28.6 million during 2016 compared with 2015. Selling, general and administrative expenses increased in 2016 compared with 2015mainly due to acquisition-related costs of $6.6 million, higher product development and marketing-related expenses, and increased U.S. health care costs.Favorable foreign currency movements of $5.5 million and lower incentive compensation estimates partially offset the increase in selling, general andadministrative expenses.

Operating profit in the Americas decreased in 2016 compared with 2015 primarily as a result of higher selling, general and administrative expenses mainly from$6.6 million of acquisition-related costs, increased marketing-related expenses, a $3.1 million estimated loss on recovery of assets for recourse obligations,increased product development expenses and increased U.S. health care costs. Gross profit also decreased primarily as a result of the effect of lower productpricing, reduced sales volumes, which led to higher manufacturing variances, and increased U.S. health care costs. The decrease in gross profit was partially offsetby continued material cost deflation of $20.5 million and favorable foreign currency movements of $8.3 million during 2016 compared with 2015.

Operating profit in EMEA declined in 2016 compared with 2015 mainly as a result of lower gross profit partially offset by lower selling, general andadministrative expenses. Gross profit declined primarily from unfavorable currency movements of $20.3 million, lower product pricing and higher warranty-related expenses. The decrease in gross profit was partially offset by material cost deflation of $8.6 million, a shift in sales to higher-margin products and higherunits and parts volumes. Selling, general and administrative expenses decreased primarily due to favorable foreign currency movements of $3.4 million and lowermarketing and bad debt expense in 2016 compared with 2015.

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The operating loss in JAPIC increased in 2016 compared with 2015 mainly as a result of lower gross profit from unfavorable currency movements of $3.9 millionand lower product pricing.

Nuvera's operating loss increased in 2016 from 2015 primarily due to an increase of $13.7 million in development and production start-up expenses, includingunfavorable inventory adjustments to reflect current selling prices. Nuvera's costs associated with producing prototype and early production components at lowvolumes also contributed to the higher development expenses during 2016. In addition, Nuvera had increased marketing and employee-related costs as it continuestransitioning from product development to commercialization and production.

The Company recognized net income attributable to stockholders of $42.8 million in 2016 compared with $74.7 million in 2015. The decrease was primarily theresult of the decrease in operating profit, partially offset by a decrease in the reported income tax rate in 2016 compared with 2015. See "Financial Review -Income Taxes" and Note 6 to the consolidated financial statements in this Annual Report on Form 10-K for further discussion of income taxes.

2015 Compared with 2014

The following table identifies the components of change in revenues for 2015 compared with 2014 :

Revenues

2014 $ 2,767.2Increase (decrease) in 2015 from: Foreign currency (159.9)Unit volume and product mix (53.2)Other 11.9Parts 6.7Unit price 5.4

2015 $ 2,578.1

Revenues decreased 6.8% to $2,578.1 million in 2015 from $2,767.2 million in 2014. The decrease was mainly due to the strong U.S. dollar during 2015 comparedwith 2014.

Revenues in the Americas declined in 2015 from 2014 as a result of a shift in trucks sold from higher-priced Class 5 trucks, including Big Trucks, to lower-pricedClass 3 warehouse trucks, a decline in unit volume and unfavorable currency movements of $36.9 million from the translation of sales into U.S. dollars, whichstrengthened against the Brazilian real. Total shipments in the Americas decreased slightly in 2015 compared with 2014 as unit volume improvements in NorthAmerica were more than offset by the effect of the depressed Brazil economy. The decrease was partially offset by the favorable effect of price increasesannounced earlier in 2015 in North America and price increases in Brazil to offset the impact of the weak Brazilian real, as well as an increase in other revenues.

EMEA's revenues declined in 2015 from 2014, mainly as a result of unfavorable currency movements of $106.7 million, from the translation of sales into U.S.dollars, partially offset by improved unit volume. Total shipments in EMEA increased slightly in 2015 compared with 2014. Revenues in JAPIC declined in 2015 compared with 2014. The decrease was primarily the result of unfavorable foreign currency movements of $16.3 million andthe effects of lower shipments, mainly in China.

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The following table identifies the components of change in operating profit for 2015 compared with 2014 :

Operating Profit

2014 $ 148.8Gain on sale of assets (17.7)Nuvera acquisition 3.1 134.2Increase (decrease) in 2015 from: Nuvera operations (24.6)Lift truck gross profit (15.1)Lift truck selling, general and administrative expenses 9.0

2015 $ 103.5

The Company recognized operating profit of $103.5 million in 2015 compared with operating profit of $148.8 million in 2014. Operating profit for 2015 includedthe results of Nuvera's operations. In addition, operating profit for 2014 included a gain of $17.7 million related to the sale of the Brazil real estate and operatingfacility and $3.1 million of costs related to the acquisition of Nuvera in December 2014.

The operating profit of the lift truck business decreased due to lower gross profit, partially offset by lower selling, general and administrative expenses. Grossprofit decreased primarily from unfavorable foreign currency movements of $21.4 million, unfavorable manufacturing variances and lower volumes partially offsetby material cost deflation and price increases in 2015. Selling, general and administrative expenses decreased primarily due to foreign currency movements of$15.0 million and lower employee-related costs, partially offset by an increase in bad debt expense.

Excluding the gain of $17.7 million related to the sale of the Brazil real estate and operating facility, both gross profit and operating profit in the Americasimproved in 2015 compared with the prior year. Gross profit was favorably impacted by material cost deflation and the effect of price increases announced earlierin 2015 in North America and price increases in Brazil to offset the impact of the weak Brazilian real. In addition, favorable foreign currency movements of $2.8million improved gross profit during 2015. The overall improvement in the Americas gross profit was partially offset by unfavorable manufacturing variances,mainly due to the transition from the old plant to the new plant in Brazil and weather-related U.S. plant shutdowns during the first quarter of 2015, as well as lowervolumes and a shift in sales to lower-margin lift trucks. Selling, general and administrative expenses decreased primarily due to lower employee-related costs andfavorable currency movements of $4.2 million. These improvements were partially offset by $2.2 million of expense incurred during 2015, primarily as a result ofthe move to the new Brazil plant.

The effect of currency movements significantly reduced EMEA's operating profit in 2015 compared with 2014. Benefits realized in gross profit from highershipments and material cost deflation were more than offset by unfavorable currency movements of $24.0 million. The decline in EMEA's gross profit waspartially offset by lower selling, general and administrative expenses as a result of favorable currency movements of $8.2 million, partially reduced by an increasein bad debt expense.

The Company recognized net income attributable to stockholders of $74.7 million in 2015 compared with $109.8 million in 2014. The decrease was primarily theresult of the decrease in operating profit and an increase in the reported income tax rate in 2015 compared with 2014. See "Financial Review - Income Taxes" andNote 6 to the consolidated financial statements in this Annual Report on Form 10-K for further discussion of income taxes.

Income taxesThe income tax provision includes U.S. federal, state and local, and non-U.S. income taxes. In determining the effective income tax rate, the Company analyzesvarious factors, including annual earnings, the laws of taxing jurisdictions in which the earnings will be generated, the impact of state and local income taxes, theability to use tax credits, net operating loss and capital loss carryforwards, and available tax planning alternatives. Discrete items, including the effect of changes intax laws,

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tax rates, and certain items with respect to valuation allowances or other unusual or non-recurring tax adjustments are reflected in the period in which they occur.

Deferred tax assets and liabilities are recognized based on the future tax consequences attributable to temporary differences that exist between the financialstatement carrying value of assets and liabilities and their respective tax bases, and operating loss and tax credit carryforwards on a taxing jurisdiction basis. TheCompany measures deferred tax assets and liabilities using enacted tax rates that will apply in the years in which it expects the temporary differences to berecovered or paid.The authoritative guidance for income taxes requires a reduction of the carrying amounts of deferred tax assets by recording a valuation allowance if, based on theavailable evidence, it is more likely than not (defined as a likelihood of more than 50%) such assets will not be realized. The valuation of deferred tax assetsrequires judgment in assessing the likely future tax consequences of events that have been recognized in the Company's financial statements or tax returns andfuture profitability. The Company's accounting for deferred tax consequences represents its best estimate of those future events. Changes in the Company'sestimates, due to unanticipated events or otherwise, could have a material effect on its financial condition and results of operations. The Company continuallyevaluates its deferred tax assets to determine if a valuation allowance is required.

A reconciliation of the consolidated federal statutory and reported income tax is as follows for the years ended December 31:

2016 2015 2014Income before income taxes $ 38.3 $ 104.5 $ 150.1Gain on sale of Brazil plant — — 17.7 $ 38.3 $ 104.5 $ 132.4Statutory taxes at 35% $ 13.4 $ 36.6 $ 46.3Permanent adjustments:

Non-U.S. rate differences (9.0) (13.3) (9.5)Equity interest earnings (2.2) (1.9) (1.7)Federal income tax credits (1.7) — —Valuation allowance 2.4 9.3 (0.4)Other 0.6 1.0 0.4State income taxes 0.1 3.4 3.2

$ (9.8) $ (1.5) $ (8.0)Discrete items:

Valuation allowance (2.6) (3.4) (1.1)Provision to return adjustments (1.9) (0.2) (2.1)Sale of non-U.S. investment (1.9) (3.7) —Other (1.2) 1.6 (1.4)

$ (7.6) $ (5.7) $ (4.6)Income tax expense on gain on sale of Brazil plant — — 6.2Income tax provision $ (4.0) $ 29.4 $ 39.9Reported income tax rate n.m. 28.1% 26.6%n.m. - not meaningfulThe Company's effective income tax rate differs from the U.S. federal statutory tax rate of 35% primarily as a result of income taxed in non-U.S. jurisdictions andchanges in valuation allowances primarily in non-U.S. jurisdictions.

In addition, the effect of discrete items on the reported income tax rate was as follows:

During 2016, the Company received a notice from the Italian Tax Authority approving the transfer of certain tax losses as part of an internal restructuring. As aresult, the Company believes it is more likely than not that deferred tax assets for such losses will be realized in the foreseeable future, and has released thevaluation allowance previously provided. The Company also

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recognized discrete tax benefits from provision to return adjustments primarily related to a U.S. tax deduction for manufacturing activities and adjustments for thetaxation of certain foreign earnings and a tax benefit from an internal sale of a subsidiary between affiliated companies resulting in the repatriation of non-U.S.accumulated earnings which triggered a currency loss for U.S. tax purposes.

Other discrete items during 2016 include a discrete tax benefit of $4.0 million. As a result of the Bolzoni acquisition, the Company changed its previousreinvestment assertion; and consequently, all of the earnings of its European operations are now considered permanently reinvested and the previously provideddeferred tax liability is no longer required. In addition, the Company recognized a discrete tax expense of $1.6 million related to non-deductible acquisitionexpenses and a discrete tax expense of $2.1 million for net additions for unrecognized tax benefits.

During 2014 and 2015, a significant downturn was experienced in the Company's Brazilian operations. This significant decrease in operations and actions taken bymanagement to reduce its manufacturing activity to more appropriate levels, coupled with the continued low expectations in the near term for the Brazilian lifttruck market and the continuing devaluation of the Brazilian real, caused the Company in 2015 to forecast a three-year cumulative loss for its Brazilian operations.Although the Company projects earnings over the longer term for its Brazilian operations, such longer-term forecasts are not sufficient positive evidence to supportthe future utilization of deferred tax assets when a three-year loss is determined. Accordingly, in 2015, the Company recorded a valuation allowance adjustment of$1.9 million against its deferred tax assets in Brazil as a discrete tax adjustment. The Company also recognized $2.4 million and $5.6 million in 2016 and 2015,respectively, of valuation allowances related to pre-tax losses in Brazil included in its effective tax rate.

During 2015, the Company came to a tentative agreement in negotiating an Advance Pricing Agreement with the Australian Tax Authority. The terms of theagreement were finalized in 2016 and will extend through 2020. As a result of this agreement, in 2015, the Company released a portion of the valuation allowanceof $4.4 million, related to the deferred tax asset that it expected would be utilized in the foreseeable future. In 2015, the Company also recognized a discrete taxbenefit from an internal sale of a subsidiary between consolidated companies resulting in the repatriation of non-U.S. accumulated earnings taxed at higher rates.

During 2014, the Company recognized discrete tax items from provision to return adjustments primarily related to certain foreign earnings and repatriations andthe effect of U.S. tax deductions for manufacturing activities. In addition, during 2014, the Company recognized a gain on the sale of real estate and an operatingfacility in Brazil of $17.7 million, and related income tax expense of $6.2 million. The income tax expense related to the gain was considered an unusual and non-recurring transaction and excluded from the computation of the effective income tax rate.

See Note 6 to the consolidated financial statements in this Annual Report on Form 10-K for further discussion of income taxes.

LIQUIDITY AND CAPITAL RESOURCES

Cash Flows

The following tables detail the change in cash flow for the years ended December 31 :

2016 2015 Change

Operating activities: Net income $ 42.3 $ 75.1 $ (32.8)Depreciation and amortization 39.1 28.9 10.2Stock-based compensation 4.9 2.9 2.0Dividends from unconsolidated affiliates 5.1 2.5 2.6Other (27.7) 4.6 (32.3)Working capital changes, excluding the effect of business acquisitions (112.6) (24.6) (88.0)Net cash provided by (used for) operating activities (48.9) 89.4 (138.3)

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2016 2015 Change

Investing activities: Expenditures for property, plant and equipment (42.7) (46.6) 3.9Proceeds from the sale of property, plant and equipment 13.7 14.4 (0.7)Business acquisitions, net of cash acquired (116.1) 0.9 (117.0)Net cash used for investing activities (145.1) (31.3) (113.8)

Cash flow before financing activities $ (194.0) $ 58.1 $ (252.1)

The change in net cash provided by (used for) operating activities in 2016 compared with 2015 was primarily the result of changes in working capital items, lowernet income and changes in other operating activities. The change in working capital was mainly due to an increase in inventory at Nuvera, accounts receivable inthe Americas and a decrease in accounts payable primarily in the Americas and Bolzoni. The decrease in accounts payable was primarily due to an unplannedsystems-related acceleration of supplier payments in December 2016 in the Americas.

The change in net cash used for investing activities during 2016 compared with 2015 is mainly the result of the acquisition of Bolzoni in the second quarter of2016.

2016 2015 Change

Financing Activities: Net addition of long-term debt and revolving credit agreements $ 99.0 $ 11.4 $ 87.6Cash dividends paid (19.2) (18.4) (0.8)Cash dividends paid to noncontrolling interest (0.2) — (0.2)Financing fees paid (1.7) — (1.7)Purchase of treasury stock — (0.1) 0.1

Net cash provided by (used for) financing activities $ 77.9 $ (7.1) $ 85.0

The change in net cash provided by (used for) financing activities during 2016 compared with 2015 was primarily due to borrowings under the Facility (as definedbelow) during 2016, mainly as a result of the decrease in accounts payable in the Americas in December 2016 and the acquisition of Bolzoni.

Financing Activities

The Company has a $240.0 million secured, floating-rate revolving credit facility (the "Facility”) that expires in April 2021. There were $106.0 million borrowingsoutstanding under the facility at December 31, 2016 . The excess availability under the Facility, at December 31, 2016 , was $127.7 million , which reflectsreductions of $6.3 million for letters of credit. The Facility consists of a U.S. revolving credit facility of $140.0 million and a non-U.S. revolving credit facility of$100.0 million. The Facility can be increased up to $340.0 million over the term of the agreement in minimum increments of $10.0 million subject to certainconditions. The obligations under the Facility are generally secured by a lien on the working capital assets of the borrowers in the Facility, which include but arenot limited to, cash and cash equivalents, accounts receivable and inventory. The approximate book value of assets held as collateral under the Facility was $530million as of December 31, 2016 .

Borrowings bear interest at a floating rate that can be a base rate or LIBOR, as defined in the Facility, plus an applicable margin. The applicable margins, effectiveDecember 31, 2016 , for U.S. base rate loans and LIBOR loans were 0.50% and 1.50% , respectively. The applicable margins, effective December 31, 2016 , fornon-U.S. base rate loans and LIBOR loans was 1.50% . The applicable LIBOR interest rates under the Facility on December 31, 2016 were 2.25% and 1.50% forthe U.S. and non-U.S facility, respectively, including the applicable floating rate margin. The Facility also requires the payment of a fee on the unusedcommitments. As of December 31, 2016 , the applicable unused fee was 0.350% per annum.

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The Facility includes restrictive covenants, which, among other things, limit additional borrowings and investments of the Company and its subsidiaries subject tocertain thresholds, as defined in the Facility, and limits the payment of dividends. If the minimum availability threshold, as defined in the Facility, is greater thanfifteen percent and less than twenty percent for both total and U.S. revolving credit facilities, the Company may pay dividends subject to maintaining a certain levelof availability prior to and upon payment of a dividend and achieving a minimum fixed charge coverage ratio of 1.00 to 1.00, as defined in the Facility. If theminimum availability threshold, as defined in the Facility, is greater than twenty percent for both total and U.S. revolving credit facilities, the Company may paydividends without any minimum fixed charge coverage ratio requirement. The Facility also requires the Company to achieve a minimum fixed charge coverageratio in certain circumstances in which total excess availability is less than ten percent of the total commitments under the Facility or excess availability under theU.S. revolving credit facility is less than ten percent of the U.S. revolver commitments, as defined in the Facility. At December 31, 2016, the Company was incompliance with the covenants in the Facility.

In addition, the Company had other borrowings outstanding, excluding capital leases, of approximately $78.5 million at December 31, 2016 . In addition to theexcess availability under the Facility, the Company had remaining availability of $47.5 million related to other non-U.S. revolving credit agreements.

The Company believes funds available from cash on hand, the Facility, other available lines of credit and operating cash flows will provide sufficient liquidity tomeet its operating needs and commitments during the next twelve months and until the expiration of the Facility in April 2021.

Contractual Obligations, Contingent Liabilities and Commitments

Following is a table summarizing the contractual obligations as of December 31, 2016 :

Payments Due by Period

Contractual Obligations Total 2017 2018 2019 2020 2021 Thereafter

Facility $ 106.0 $ 69.0 $ 37.0 $ — $ — $ — $ —Variable interest payments on Facility 3.1 2.4 0.7 — — — —Other Revolving Facilities 10.0 10.0 — — — — —Variable interest payments on other revolving facilities 0.1 0.1 — — — — —Other debt 68.5 42.5 13.0 9.0 3.8 0.2 —Variable interest payments on other debt 1.5 1.1 0.3 0.1 — — —Capital lease obligations including principal and interest 27.6 8.0 7.2 5.6 4.6 2.2 —Operating leases 48.4 18.4 14.2 7.6 4.5 1.7 2.0Purchase and other obligations 391.0 386.6 1.1 1.0 0.9 — 1.4

Total contractual cash obligations $ 656.2 $ 538.1 $ 73.5 $ 23.3 $ 13.8 $ 4.1 $ 3.4

The Company has a contingent consideration arrangement which requires the Company to pay additional consideration to Nuvera's selling shareholders forpayments based on future deployment of certain elements of the acquired technology through 2029. The fair value of the contingent consideration arrangement atDecember 31, 2016 was $0.6 million. The actual payments related to the contingent consideration arrangement can vary significantly each year due to changes inthe actual results of Nuvera, as a result, the contingent consideration arrangement has not been included in the table above. No payments have been made underthis arrangement.

The Company has a long-term liability of approximately $6.4 million for unrecognized tax benefits, including interest and penalties, as of December 31, 2016 . Atthis time, the Company is unable to make a reasonable estimate of the timing of payments due to, among other factors, the uncertainty of the timing and outcomeof the Company's audits.

An event of default, as defined in the agreements governing the Facility, other debt agreements, and in operating and capital lease agreements, could cause anacceleration of the payment schedule. No such event of default has occurred or is anticipated under these agreements.

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The Company's interest payments are calculated based upon the anticipated payment schedule and the December 31, 2016 applicable rates and applicable marginsas described in the Facility and other debt agreements. A 1/8% increase in the LIBOR rate would increase the Company's estimated total interest payments on debtby less than $0.1 million.

The purchase and other obligations are primarily for accounts payable, open purchase orders and accrued payroll and incentive compensation.

Pension funding can vary significantly each year due to plan amendments, changes in the market value of plan assets, legislation and the Company's fundingdecisions to contribute any excess above the minimum legislative funding requirements. As a result, pension funding has not been included in the table above.Pension benefit payments are made from assets of the pension plans. The Company expects to contribute approximately $3.0 million to its non-U.S. pension plansin 2017 . No contributions to the Company's U.S. pension plans are expected in 2017 .

In addition, the Company has recourse and repurchase obligations with a maximum undiscounted potential liability of $149.3 million at December 31, 2016 .Recourse and repurchase obligations primarily represent contingent liabilities assumed by the Company to support financing agreements made between theCompany's customers and third-party finance companies for the customer’s purchase of lift trucks from the Company. For these transactions, the Company or athird-party finance company retains a perfected security interest in the lift truck, such that the Company would take possession of the lift truck in the event it wouldbecome liable under the terms of the recourse and repurchase obligations. Generally, these commitments are due upon demand in the event of default by thecustomer. The security interest is normally expected to equal or exceed the amount of the commitment. To the extent the Company would be required to providefunding as a result of these commitments, the Company believes the value of its perfected security interest and amounts available under existing credit facilities areadequate to meet these commitments in the foreseeable future.

The amount of the recourse or repurchase obligations increases and decreases over time as obligations under existing arrangements expire and new obligationsarise in the ordinary course of business. Losses anticipated under the terms of the recourse or repurchase obligations were not significant at December 31, 2016 andreserves have been provided for such losses in the consolidated financial statements included elsewhere in this Annual Report on Form 10-K. See also “RelatedParty Transactions” below.

Capital Expenditures

The following table summarizes actual and planned capital expenditures:

Planned 2017 Actual 2016 Actual 2015

Lift truck business $ 40.4 $ 36.5 $ 43.9Bolzoni 5.0 4.0 —Nuvera 4.1 2.2 2.7

$ 49.5 $ 42.7 $ 46.6

Planned expenditures in 2017 are primarily for product development, improvements to information technology infrastructure, improvements at manufacturinglocations and manufacturing equipment. The principal sources of financing for these capital expenditures are expected to be internally generated funds and bankfinancing.

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Capital Structure

December 31

2016 2015 Change

Cash and cash equivalents $ 43.2 $ 155.1 $ (111.9)Other net tangible assets 531.5 357.1 174.4Intangible assets 56.2 3.6 52.6Goodwill 50.7 — 50.7

Net assets 681.6 515.8 165.8Total debt (211.2) (53.1) (158.1)

Total equity $ 470.4 $ 462.7 $ 7.7

Debt to total capitalization 31% 10% 21%

RELATED PARTY TRANSACTIONS

The Company has a 20% ownership interest in HYG Financial Services, Inc. ("HYGFS"), a joint venture with Wells Fargo Financial Leasing, Inc. (“WF”), formedprimarily for the purpose of providing financial services to independent Hyster ® and Yale ® lift truck dealers and National Account customers in the United States.The Company’s ownership in HYGFS is accounted for using the equity method of accounting.

Generally, the Company sells lift trucks through its independent dealer network or directly to customers. These dealers and customers may enter into a financingtransaction with HYGFS or other unrelated third parties. HYGFS provides debt financing to dealers and lease financing to both dealers and customers. HYGFS’total purchases of Hyster ® and Yale ® lift trucks from dealers, and directly from the Company, such that HYGFS could provide retail lease financing to customers,for the years ended December 31, 2016 , 2015 and 2014 were $438.8 million , $483.2 million and $465.9 million , respectively. Of these amounts, $69.4 million ,$78.6 million and $94.6 million for the years ended December 31, 2016 , 2015 and 2014 , respectively, were invoiced directly from the Company to HYGFS sothat the customer could obtain operating lease financing from HYGFS. Amounts receivable from HYGFS were $12.1 million and $7.7 million at December 31,2016 and 2015 , respectively.

Under the terms of the joint venture agreement with WF, the Company provides recourse for wholesale financing provided by HYGFS to the Company's dealers.Additionally, the credit quality of a customer or concentration issues within WF may require providing recourse or repurchase obligations for lift trucks purchasedby customers and financed through HYGFS. At December 31, 2016 , approximately $130.3 million of the Company’s total recourse or repurchase obligations of$149.3 million related to transactions with HYGFS. The Company has reserved for losses under the terms of the recourse or repurchase obligations in itsconsolidated financial statements. Historically, the Company has not had significant losses with respect to these obligations. During 2016 , 2015 and 2014 , the netlosses resulting from customer defaults did not have a material impact on the Company’s results of operations or financial position.In connection with the joint venture agreement, the Company also provides a guarantee to WF for 20% of HYGFS’ debt with WF, such that the Company wouldbecome liable under the terms of HYGFS’ debt agreements with WF in the case of default by HYGFS. At December 31, 2016 , loans from WF to HYGFS totaled$860.7 million . Although the Company's contractual guarantee was $172.1 million , the loans by WF to HYGFS are secured by HYGFS’ customer receivables, ofwhich the Company guarantees $130.3 million . Excluding the $130.3 million of HYGFS receivables guaranteed by the Company from HYGFS’ loans to WF, theCompany’s incremental obligation as a result of this guarantee to WF is $151.4 million , which is secured by 20% of HYGFS' customer receivables and othersecured assets of $229.7 million . HYGFS has not defaulted under the terms of this debt financing in the past and although there can be no assurances, theCompany is not aware of any circumstances that would cause HYGFS to default in future periods.

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The following table includes the exposure amounts related to the Company's guarantees at December 31, 2016 :

HYGFS TotalTotal recourse or repurchase obligations $ 130.3 $ 149.3Less: exposure limited for certain dealers 33.5 33.5Plus: 7.5% of original loan balance 7.1 7.1 103.9 122.9Incremental obligation related to guarantee to WF 151.4 151.4

Total exposure related to guarantees $ 255.3 $ 274.3

In addition to providing financing to the Company’s dealers, HYGFS provides operating lease financing to the Company. Operating lease obligations primarilyrelate to specific sale-leaseback-sublease transactions for certain customers whereby the Company sells lift trucks to HYGFS, leases these lift trucks back under anoperating lease agreement and then subleases those lift trucks to customers under an operating lease agreement. Total obligations to HYGFS under the operatinglease agreements were $17.2 million and $14.3 million at December 31, 2016 and 2015 , respectively. In addition, the Company provides certain subsidies to itsdealers that are paid directly to HYGFS. Total subsidies were $2.8 million , $2.8 million and $3.0 million for 2016 , 2015 and 2014 , respectively.

The Company provides certain services to HYGFS for which it receives compensation under the terms of the joint venture agreement. These services consistprimarily of administrative functions and remarketing services. Total income recorded by the Company related to these services was $9.8 million in 2016 , $14.6million in 2015 and $12.0 million in 2014 . In addition, in December 2015, the Company received $5.0 million as an amendment fee that was deferred and will berecognized over the remaining term of the agreement which expires in December 2018.

The Company has a 50% ownership interest in Sumitomo NACCO Forklift Co., Ltd. (“SN”), a limited liability company that was formed in 1970 primarily tomanufacture and distribute Sumitomo-branded lift trucks in Japan and export Hyster ® - and Yale ® -branded lift trucks and related components and service partsoutside of Japan. Sumitomo Heavy Industries, Ltd. owns the remaining 50% interest in SN. Each shareholder of SN is entitled to appoint directors representing50% of the vote of SN’s board of directors. All matters related to policies and programs of operation, manufacturing and sales activities require mutual agreementbetween the Company and Sumitomo Heavy Industries, Ltd. prior to a vote of SN’s board of directors. As a result, the Company accounts for its ownership in SNusing the equity method of accounting. The Company purchases products from SN for sale outside of Japan under agreed-upon terms. In 2016 , 2015 and 2014 ,purchases from SN were $55.0 million , $57.1 million and $70.7 million , respectively. Amounts payable to SN at December 31, 2016 and 2015 were $16.5 millionand $15.8 million , respectively.

Additionally, the Company recognized income of $0.5 million , $0.3 million and $1.1 million during 2016 , 2015 and 2014 , respectively, for payments from SNfor use of technology developed by the Company.

OUTLOOK

Americas Outlook

After a stronger than expected market in 2016, the Company expects the Americas market to moderate in 2017, primarily as a result of a modestly weaker NorthAmerica market, partly offset by an anticipated partial market recovery in Brazil. Despite these market conditions, unit shipments, revenues and parts sales areexpected to increase in 2017 over 2016 due to an increase in sales of higher-priced Class 2 and Class 5 internal combustion engine trucks and anticipated marketshare increases. Revenues are expected to increase in each 2017 quarter over the prior year comparable quarter, with the strongest growth in the second half of theyear.

Full-year 2017 operating profit in the Americas segment is also expected to increase compared with 2016, largely as a result of an increase in sales of higher-margin units and an increase in product pricing, partially offset by material cost inflation and higher operating expenses.

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EMEA Outlook

During 2015, EMEA had currency hedges in place that mitigated the unfavorable effect of the strengthening U.S. dollar. As these hedges have expired, they havebeen replaced with contracts with less favorable currency rates. Further, the strong U.S. dollar is expected to continue to have an unfavorable impact on the EMEAresults in 2017. However, over the longer term, the decline in the British pound is expected to improve the competitive position of the Company's plant in NorthernIreland.

In 2017, moderate overall growth in the EMEA markets is expected to be driven by strength in Eastern and Western Europe partially offset by continued lowerdemand in the Middle East and Africa market, as well as moderating market demand for Class 5 Big Trucks. As a result of these market conditions, anticipatedmarket share gains and product price increases, units and parts revenues are expected to increase in 2017, with greater revenue growth anticipated in the first halfof the year, particularly the first quarter, against lower 2016 comparable revenues.

Full-year 2017 operating profit in the EMEA segment is expected to decrease compared with 2016. Operating profit in the first half of 2017 is anticipated to becomparable to the first half of 2016 as improved unit and parts revenues are expected to be offset by higher operating expenses and material cost inflation.However, as the revenue improvements moderate in the second half of the year, operating profit is expected to decrease compared with the second half of 2016.

JAPIC Outlook

In 2017, the JAPIC market is expected to be comparable to 2016, with improvements in the Asia and China markets mostly offset by moderating Japan and Pacificmarkets. However, as a result of the continued implementation of the Company's strategic initiatives, revenues and operating results are expected to improvecompared with 2016. Operating results in the first half of 2017 are expected to be lower than the first half of 2016, but are expected to be more than offset byimprovements in the second half of the year.

Overall Lift Truck Outlook

Full-year 2016 lift truck results were significantly affected by up-front investments made to move forward the Company's share gain initiatives. Overall, full-yearlift truck net income declined as a result of the unfavorable effect of lower pricing, including deal-specific pricing, at less than target margins and reduced salesvolumes, which led to lower absorption of fixed costs and higher manufacturing variances. Increased selling, general and administrative expenses, includingacquisition-related costs and higher marketing-related expenses also contributed to the decrease in net income as the Company invested to position itself to achieveits targeted objectives.

In contrast, in 2017, progress toward achieving these targeted objectives is expected due to the continued focus on gaining market share, the development of newproducts and the 2016 investments made in the share gain initiatives. The global lift truck market in 2017 is expected to be comparable to 2016. Despite thismarket environment, the Company expects these activities to result in increasing sales volumes and enhanced margins through pricing, while maintainingheadcount near current levels.

More specifically, unit and parts revenues and operating profit are expected to increase in 2017 compared with 2016 as a result of the anticipated market sharegains. Net income in 2017 is also expected to increase modestly from 2016 as benefits from the improvement in operating profit are expected to be partially offsetby a higher income tax rate and the absence of tax benefits recognized in 2016.

Commodity costs declined throughout 2016, but are expected to increase in 2017 from the low 2016 levels. Commodities, including steel in particular, remainvolatile and sensitive to changes in the global economy and the Company will continue to monitor these closely.

The Company remains focused on implementing its key strategic initiatives of understanding customer needs, providing the lowest cost of ownership over the life-cycle of the truck, enhancing its independent distribution, increasing its warehouse market position, increasing the Company's success in the Asia markets,increasing its Big Truck market position, strengthening its sales and marketing organization, and leveraging its solutions and technology drivers.

The Company is also developing new products in many segments that are expected to support its market share growth. Production began on the new standard 2.0-3.0 ton Class 5 internal combustion engine lift truck late in the third quarter of

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2016, and shipments began early in the fourth quarter. Production also began on the Company's new European 1-1.6 ton pedestrian pallet stacker during the thirdquarter of 2016 and shipments began late in the fourth quarter. Early in the second quarter of 2017, the Company expects to launch a new economy ReachStackerBig Truck dedicated to high volume container handling applications in defined markets. As these new products gain traction and other new products in the pipelineare introduced, these new products are expected to help increase market share, improve revenues and enhance operating margins in 2017 and in the long term.

Bolzoni Outlook

The majority of Bolzoni's revenues are generated in the EMEA market, primarily Eastern and Western Europe, and, to a lesser degree, in the North Americamarket. As a result of anticipated growth in the EMEA markets, recent OEM commitments and the implementation of sales enhancement programs, Bolzoniexpects 2017 revenues to increase compared with its full-year 2016 revenues and be comparable to the annualized fourth quarter 2016 revenues.

In addition to the increase in revenues, the implementation of integrated lift truck and Bolzoni programs are expected to generate growth in operating profit and netincome and generate more operating leverage from sales growth. In addition, the absence of one-time purchase accounting adjustments recognized in 2016 willcontribute to the improvement in results.

Nuvera Outlook

With initial commercialization now underway, Nuvera is being reorganized to focus on its core competencies of fuel cell stack and engine manufacturing whilecontinuing development of its hydrogen generation appliance and its electro-chemical compressor. Consistent with the Company's original acquisition plan,responsibility for the next generation of battery-box replacements, as well as the integration of Nuvera's fuel cell engines directly into the lift truck product range,will be shifted to the lift truck business during 2017. Nuvera will continue, for now, to manufacture its current generation battery-box replacements but as amanufacturer for the lift truck business and will provide ongoing design assistance to the lift truck business development group. This structure will permit Nuverato focus on its core intellectual property in developing fuel cells and on commercialization of the fuel cell stacks and engines as a fuel cell engine supplier to the lifttruck business. In turn, the lift truck business will focus on its core competency of integrating engines of all types into forklift trucks, using its established expertisein product development, supply chain, manufacturing and end-product and aftermarket sales.

The first shipments of Nuvera's battery-box replacement product began just before the two-year anniversary of the acquisition of Nuvera. While initialcommercialization took longer than anticipated, the Company is pleased with the design innovation Nuvera has shown in its core technologies, as well as in itscurrent generation of battery-box replacements. However, production costs for these units are currently higher than target costs. Nuvera and the Company arefocused on reducing manufacturing costs per unit as production increases and greater economies of scale are achieved through the combination of Nuvera'stechnology and innovation with the lift truck business' supply chain, manufacturing and distribution expertise. After Nuvera’s success of delivering to its launchcustomer and successful trials and demonstrations at other customers, the Company has confidence there is adequate demand to begin volume production of thebattery-box replacements and integrated solutions at its Greenville, North Carolina manufacturing plant during the second half of 2017.

While transition plans continue, new orders are being received and further demonstrations are planned, which are expected to provide additional salesopportunities. As a result, Nuvera ® Fuel Cell System unit shipments and related revenues are expected to increase significantly in 2017 over 2016, mostsubstantially in the second half of the year.

Nuvera plans to build out its current generation inventory prior to transitioning production to Greenville. Until the target cost structure is in place and the supplychain and manufacturing efficiencies are realized, development and inventory costs are expected to result in continued inventory adjustments to reflect currentselling prices, but at a decreasing rate. In 2017, as additional revenues are generated and the Company and Nuvera work to reduce manufacturing costs per unit,Nuvera expects a lower net loss than in 2016, including inventory adjustments, especially in the first half of 2017. Nuvera's objective is to reach a quarterly break-even operating profit during 2018.

The Company believes the commercialization of Nuvera fuel cell-related technologies is an investment that will reinforce the Company’s core strategies and helpdrive further lift truck unit market share growth, as well as meet customer needs. It also provides the Company with the ability to expand its power solutionsofferings, as well as its offering of best-in-class energy

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solutions to customers, by integrating fuel cells with lift trucks in ways that are expected to optimize the performance and energy efficiency of the total lift trucksystem.

RECENTLY ISSUED ACCOUNTING STANDARDS

For information regarding recently issued accounting standards refer to Note 2 to the Consolidated Financial Statements in this Form 10-K.

EFFECTS OF FOREIGN CURRENCY

The Company operates internationally and enters into transactions denominated in foreign currencies. As a result, the Company is subject to the variability thatarises from exchange rate movements. The effects of foreign currency fluctuations on revenues, operating profit and net income are addressed in the previousdiscussions of operating results. The Company's use of foreign currency derivative contracts is discussed in Item 7A, "Quantitative and Qualitative DisclosuresAbout Market Risk,” of this Form 10-K.

FORWARD-LOOKING STATEMENTS

The statements contained in "Management's Discussion and Analysis of Financial Condition and Results of Operations" and elsewhere throughout this AnnualReport on Form 10-K that are not historical facts are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section21E of the Securities Exchange Act of 1934. These forward-looking statements are made subject to certain risks and uncertainties, which could cause actual resultsto differ materially from those presented. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the datehereof. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the datehereof. Among the factors that could cause plans, actions and results to differ materially from current expectations are, without limitation: (1) reduction in demandfor lift trucks, attachments and related aftermarket parts and service on a global basis, (2) the ability of dealers, suppliers and end-users to obtain financing atreasonable rates, or at all, as a result of current economic and market conditions, (3) the political and economic uncertainties in the countries where the Companydoes business, (4) customer acceptance of pricing, (5) delays in delivery or increases in costs, including transportation costs, of raw materials or sourced productsand labor or changes in or unavailability of quality suppliers, (6) exchange rate fluctuations, changes in import tariffs and monetary policies and other changes inthe regulatory climate in the countries in which the Company operates and/or sells products, (7) delays in manufacturing and delivery schedules, (8) bankruptcy ofor loss of major dealers, retail customers or suppliers, (9) customer acceptance of, changes in the costs of, or delays in the development of new products, (10)introduction of new products by, or more favorable product pricing offered by, competitors, (11) product liability or other litigation, warranty claims or returns ofproducts, (12) the effectiveness of the cost reduction programs implemented globally, including the successful implementation of procurement and sourcinginitiatives, (13) changes mandated by federal, state and other regulation, including tax, health, safety or environmental legislation, (14) the successfulcommercialization of Nuvera's technology, (15) the successful integration of Bolzoni’s operations and employees, and (16) unfavorable effects of the UnitedKingdom's exit from the European Union on global operations.

Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

INTEREST RATE RISK

The Company has entered into certain financing arrangements that require interest payments based on floating interest rates. As such, the Company's financialresults are subject to changes in the market rate of interest. The Company has entered into interest rate swap agreements to reduce the exposure to changes in themarket rate of interest. The Company does not enter into interest rate swap agreements for trading purposes. Terms of the interest rate swap agreements require theCompany to receive a variable interest rate and pay a fixed interest rate. See also Note 8 to the Consolidated Financial Statements in this Annual Report on Form10-K.

For purposes of risk analysis, the Company uses sensitivity analysis to measure the potential loss in fair value of financial instruments sensitive to changes ininterest rates. The Company assumes that a loss in fair value is an increase to its liabilities. The fair value of the Company's interest rate swap agreements was a netliability of $0.3 million at December 31, 2016 .

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A hypothetical 10% decrease in interest rates would cause a decrease in the fair value of interest rate swap agreements and the resulting fair value would be aliability of $0.5 million.

FOREIGN CURRENCY EXCHANGE RATE RISK

The Company operates internationally and enters into transactions denominated in foreign currencies. As such, the Company's financial results are subject to thevariability that arises from exchange rate movements. The Company uses forward foreign currency exchange contracts to partially reduce risks related totransactions denominated in foreign currencies and not for trading purposes. These contracts generally mature within 36 months and require the companies to buyor sell euros, U.S. dollars, Japanese yen, British pounds, Swedish kroner and Mexican pesos for its functional currency at rates agreed to at the inception of thecontracts. The fair value of these contracts was a net liability of $22.7 million at December 31, 2016 . See also Note 8 to the Consolidated Financial Statements inthis Annual Report on Form 10-K.

For purposes of risk analysis, the Company uses sensitivity analysis to measure the potential loss in fair value of financial instruments sensitive to changes inforeign currency exchange rates. The Company assumes that a loss in fair value is either a decrease to its assets or an increase to its liabilities. Assuming ahypothetical 10% weakening of the U.S. dollar compared with other foreign currencies at December 31, 2016 , the fair value of foreign currency-sensitive financialinstruments, which primarily represent forward foreign currency exchange contracts, would be decreased by $40.1 million compared with the fair value atDecember 31, 2016 . It is important to note that the change in fair value indicated in this sensitivity analysis would be somewhat offset by changes in therevaluation of the underlying receivables and payables.

Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The information required by this Item 8 is set forth in the Financial Statements and Supplementary Data contained in Part IV of this Annual Report on Form 10-Kand is hereby incorporated herein by reference to such information.

Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

There were no disagreements with accountants on accounting and financial disclosure for the three-year period ended December 31, 2016 .

Item 9A . CONTROLS AND PROCEDURES

Evaluation of disclosure controls and procedures: An evaluation was carried out under the supervision and with the participation of the Company'smanagement, including the principal executive officer and the principal financial officer, of the effectiveness of the Company's disclosure controls and proceduresas of the end of the period covered by this report. Based on that evaluation, these officers have concluded that the Company's disclosure controls and procedureswere effective. Management has excluded Bolzoni from its assessment of the Company's disclosure controls and procedures because the Company acquired amajority interest in Bolzoni on April 1, 2016. As of December 31, 2016, Bolzoni constituted 16% of the Company's total assets.

Management's report on internal control over financial reporting: Management is responsible for establishing and maintaining adequate internal control overfinancial reporting. Under the supervision and with the participation of management, including the principal executive officer and principal financial officer, theCompany conducted an evaluation of the effectiveness of internal control over financial reporting based on the framework in Internal Control — IntegratedFramework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework). Based on this evaluation under the frameworkin Internal Control — Integrated Framework, management concluded that the Company's internal control over financial reporting was effective as of December 31,2016 . As noted above in our evaluation of disclosure controls and procedures, management has excluded Bolzoni from its assessment of the effectiveness of theCompany's internal control over financial reporting. Bolzoni represented 16% of the Company's total assets as of December 31, 2016. Bolzoni's revenues were$115.6 million for the year ended December 31, 2016. The Company's effectiveness of internal control over financial reporting has been audited by Ernst &Young, LLP, an independent registered public accounting firm, as stated in its report, which is included in Item 15 of this Annual Report on Form 10-K and isincorporated herein by reference.

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Changes in internal control: During the fourth quarter of 2016 , there have been no changes in the Company's internal control over financial reporting that havematerially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

Item 9B . OTHER INFORMATION

None

PART III

Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Information with respect to Directors of the Company will be set forth in the 2017 Proxy Statement under the subheadings “Part Two — Proposals to be Voted onat the 2017 Annual Meeting — Election of Directors (Proposal 1) — Director Nominee Information,” which information is incorporated herein by reference.

Information with respect to the audit review committee and the audit review committee financial expert will be set forth in the 2017 Proxy Statement under theheading “Part One — Corporate Governance Information — Directors’ Meetings and Committees,” which information is incorporated herein by reference.

Information with respect to compliance with Section 16(a) of the Securities Exchange Act of 1934 by the Company's Directors, executive officers and holders ofmore than ten percent of the Company's equity securities will be set forth in the 2017 Proxy Statement under the subheading “Part Two — Proposals to be Votedon at the 2017 Annual Meeting — Election of Directors (Proposal 1) — Section 16(a) Beneficial Ownership Reporting Compliance,” which information isincorporated herein by reference.

Information regarding the executive officers of the Company is included in this Annual Report on Form 10-K as Item 4A of Part I as permitted by Instruction 3 toItem 401(b) of Regulation S-K.

Information with respect to compensation committee interlocks and insider participation in compensation decisions will be set forth in the 2017 Proxy Statementunder the heading "Part Three — Compensation Discussion and Analysis — Compensation Committee Interlocks and Insider Participation," which information isincorporated herein by reference.

The Company has adopted a code of ethics applicable to all Company personnel, including the principal executive officer, principal financial officer, principalaccounting officer and controller, or other persons performing similar functions. The code of ethics, entitled the “Code of Corporate Conduct,” is posted on theCompany's website at www.hyster-yale.com under “Corporate Governance.” Amendments and waivers of the Company's Code of Corporate Conduct for directorsor executive officers of the Company, if any, will be disclosed on the Company's website or on a current report on Form 8-K.

Item 11. EXECUTIVE COMPENSATION

Information with respect to executive compensation will be set forth in the 2017 Proxy Statement under the subheadings “Part Two — Proposals to be Voted on atthe 2017 Annual Meeting — Election of Directors (Proposal 1) — Director Compensation” and “Part Three — Executive Compensation Information,” whichinformation is incorporated herein by reference.

Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Information with respect to security ownership of certain beneficial owners and management will be set forth in the 2017 Proxy Statement under the heading“Beneficial Ownership of Class A Common and Class B Common,” which information is incorporated herein by reference.

34

Equity Compensation Plan Information

The following table sets forth information as of December 31, 2016 with respect to our compensation plans (including individual compensation arrangements)under which equity securities are authorized for issuance, aggregated as follows:

Plan Category

Number of Securities to Be IssuedUpon Exercise of OutstandingOptions, Warrants and Rights

Weighted-Average Exercise Priceof Outstanding Options, Warrants

and Rights

Number of Securities RemainingAvailable for Future Issuance

Under Equity Compensation Plans(Excluding Securities Reflected in

Column(a))

Class A Shares: (a) (b) (c)Equity compensation plans approved by securityholders — N/A 601,271Equity compensation plans not approved by securityholders — N/A —

Total — N/A 601,271

Class B Shares: Equity compensation plans approved by securityholders — N/A —Equity compensation plans not approved by securityholders — N/A —

Total — N/A —

Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

Information with respect to director independence, certain relationships and related transactions will be set forth in the 2017 Proxy Statement under thesubheadings “Part One - Corporate Governance Information — Directors’ Meetings and Committees,” which information is incorporated herein by reference.

Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Information with respect to principal accountant fees and services will be set forth in the 2017 Proxy Statement under the heading “Part Two - Proposals to beVoted on at the 2017 Annual Meeting — Confirmation of Appointment of Ernst & Young, LLP, the Independent Registered Public Accounting Firm of theCompany for the Current Fiscal Year (Proposal 2)” which information is incorporated herein by reference.

PART IV

Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a) (1) The response to Item 15(a)(1) is set forth beginning at page F-1 of this Annual Report on Form 10-K.

(a) (2) The response to Item 15(a)(2) is set forth beginning at page F-41 of this Annual Report on Form 10-K.

(a) (3) Listing of Exhibits — See the exhibit index beginning at page X-1 of this Annual Report on Form 10-K.

(b) The response to Item 15(b) is set forth beginning at page X-1 of this Annual Report on Form 10-K.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf bythe undersigned, thereunto duly authorized.

Hyster-Yale Materials Handling, Inc. By: /s/ Kenneth C. Schilling Kenneth C. Schilling

Senior Vice President and Chief Financial Officer (principalfinancial and accounting officer)

February 28, 2017

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Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and inthe capacities and on the dates indicated.

/s/ Alfred M. Rankin, Jr. Chairman, President and Chief Executive Officer (principalexecutive officer), Director

February 28, 2017

Alfred M. Rankin, Jr.

/s/ Kenneth C. Schilling Senior Vice President and Chief Financial Officer (principalfinancial and accounting officer)

February 28, 2017

Kenneth C. Schilling

* J.C. Butler, Jr. Director February 28, 2017J.C. Butler, Jr. * Carolyn Corvi Director February 28, 2017Carolyn Corvi * John P. Jumper Director February 28, 2017John P. Jumper

* Dennis W. LaBarre Director February 28, 2017Dennis W. LaBarre

* F. Joseph Loughrey Director February 28, 2017F. Joseph Loughrey * Claiborne R. Rankin Director February 28, 2017Claiborne R. Rankin * John M. Stropki Director February 28, 2017John M. Stropki * Britton T. Taplin Director February 28, 2017Britton T. Taplin * Eugene Wong Director February 28, 2017Eugene Wong

* Kenneth C. Schilling, by signing his name hereto, does hereby sign this Annual Report on Form 10-K on behalf of each of the above named and designateddirectors of the Company pursuant to a Power of Attorney executed by such persons and filed with the Securities and Exchange Commission.

/s/ Kenneth C. Schilling February 28, 2017Kenneth C. Schilling, Attorney-in-Fact

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ANNUAL REPORT ON FORM 10-K

ITEM 8, ITEM 15(a)(1) AND (2)

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

LIST OF FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULE

FINANCIAL STATEMENTS

FINANCIAL STATEMENT SCHEDULE

YEAR ENDED DECEMBER 31, 2016

HYSTER-YALE MATERIALS HANDLING, INC.

CLEVELAND, OHIO

F-1

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FORM 10-K

ITEM 15(a)(1) AND (2)

HYSTER-YALE MATERIALS HANDLING, INC. AND SUBSIDIARIES

LIST OF FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULE

The following consolidated financial statements of Hyster-Yale Materials Handling, Inc. and Subsidiaries are incorporated by reference in Item 8:

Report of Ernst & Young LLP, Independent Registered Public Accounting Firm — For each of the three years in the period ended December 31, 2016 F-3Report of Ernst & Young LLP, Independent Registered Public Accounting Firm on Internal Control over Financial Reporting — as of December 31, 2016 F-4Consolidated Statements of Operations F-5Consolidated Statements of Comprehensive Income (Loss) F-6Consolidated Balance Sheets F-7Consolidated Statements of Cash Flows F-8Consolidated Statements of Equity F-9Notes to Consolidated Financial Statements. F-10

The following consolidated financial statement schedule of Hyster-Yale Materials Handling, Inc. and Subsidiaries are included in Item 15(a):

Schedule II — Valuation and Qualifying Accounts F-41

All other schedules for which provision is made in the applicable accounting regulation of the SEC are not required under the related instructions or areinapplicable, and therefore have been omitted.

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Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders of Hyster-Yale Materials Handling, Inc.

We have audited the accompanying consolidated balance sheets of Hyster-Yale Materials Handling, Inc. and Subsidiaries (collectively “the Company”) as ofDecember 31, 2016 and 2015, and the related consolidated statements of operations, comprehensive income (loss), cash flows and equity for each of the three yearsin the period ended December 31, 2016. Our audits also included the financial statement schedule listed in the Index at Item 15(a). These financial statements andschedule are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements and schedule based on ouraudits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that weplan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining,on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used andsignificant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basisfor our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Company at December31, 2016 and 2015, and the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, 2016, inconformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule, when considered in relation to thebasic financial statements taken as a whole, presents fairly, in all material respects the information set forth therein.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the Company's internal control overfinancial reporting as of December 31, 2016, based on criteria established in Internal Control - Integrated Framework issued by the Committee of SponsoringOrganizations of the Treadway Commission (2013 Framework) and our report dated February 28, 2017 expressed an unqualified opinion thereon.

/s/ Ernst & Young LLPCleveland, Ohio February 28, 2017

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Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders of Hyster-Yale Materials Handling, Inc.

We have audited Hyster-Yale Materials Handling, Inc. and Subsidiaries' (collectively "the Company") internal control over financial reporting as of December 31,2016, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission(2013 Framework) (the COSO criteria). The Company's management is responsible for maintaining effective internal control over financial reporting, and for itsassessment of the effectiveness of internal control over financial reporting included in the accompanying Management's Report on Internal Control over FinancialReporting in Item 9A of the Form 10-K. Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that weplan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in thecircumstances. We believe that our audit provides a reasonable basis for our opinion.

A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financialreporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation offinancial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only inaccordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation ofeffectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance withthe policies or procedures may deteriorate.

As indicated in the accompanying Management’s Report on Internal Control Over Financial Reporting, management’s assessment of and conclusion on theeffectiveness of internal control over financial reporting did not include the internal controls of Bolzoni, which is included in the 2016 consolidated financialstatements of the Company and constituted 16% of total assets as of December 31, 2016 and 4% of revenues for the year then ended. Our audit of internal controlover financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of Bolzoni.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2016, based on the COSOcriteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of theCompany as of December 31, 2016 and 2015, and the related consolidated statements of operations, comprehensive income (loss), cash flows and equity for eachof the three years in the period ended December 31, 2016 of the Company and our report dated February 28, 2017 expressed an unqualified opinion thereon.


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HYSTER-YALE MATERIALS HANDLING, INC. AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF OPERATIONS


2016 2015 2014 (In millions, except per share data)Revenues $ 2,569.7 $ 2,578.1 $ 2,767.2Cost of sales 2,142.2 2,147.3 2,319.5Gross Profit 427.5 430.8 447.7Operating Expenses

Selling, general and administrative expenses 392.9 327.3 316.7Gain on the sale of assets (0.3) — (17.8)

392.6 327.3 298.9Operating Profit 34.9 103.5 148.8Other (income) expense

Interest expense 6.7 4.7 3.9Income from unconsolidated affiliates (7.1) (6.1) (5.6)Other, net (3.0) 0.4 0.4

(3.4) (1.0) (1.3)Income Before Income Taxes 38.3 104.5 150.1Income tax provision (benefit) (4.0) 29.4 39.9Net Income 42.3 75.1 110.2Net (income) loss attributable to noncontrolling interest 0.5 (0.4) (0.4)

Net Income Attributable to Stockholders $ 42.8 $ 74.7 $ 109.8

Basic Earnings per Share Attributable to Stockholders $ 2.61 $ 4.58 $ 6.61

Diluted Earnings per Share Attributable to Stockholders $ 2.61 $ 4.57 $ 6.58

See Notes to Consolidated Financial Statements.

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HYSTER-YALE MATERIALS HANDLING, INC. AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)


2016 2015 2014 (In millions)Net Income $ 42.3 $ 75.1 $ 110.2Other comprehensive income (loss)

Foreign currency translation adjustment (1.9) (49.7) (41.7)Current period cash flow hedging activity, net of $6.5 tax benefit in 2016, net of $6.4tax benefit in 2015 and net of $6.4 tax benefit in 2014 (9.0) (4.7) (3.8)Reclassification of hedging activities into earnings, net of $2.2 tax expense in 2016,net of $6.0 tax expense in 2015 and net of $2.5 tax expense in 2014 0.8 2.7 3.7Current period pension adjustment, net of $3.8 tax benefit in 2016, net of $1.5 taxbenefit in 2015 and net of $3.6 tax benefit in 2014 (17.4) (3.4) (7.0)Reclassification of pension into earnings, net of $0.7 tax expense in 2016, net of $0.9tax expense in 2015 and net of $1.5 tax expense in 2014 2.0 2.3 3.7

Comprehensive Income $ 16.8 $ 22.3 $ 65.1Other comprehensive income (loss) attributable to noncontrolling interests

Net (income) loss attributable to noncontrolling interests 0.5 (0.4) (0.4)Foreign currency translation adjustment attributable to noncontrolling interests 2.2 — —

Comprehensive Income Attributable to Stockholders $ 19.5 $ 21.9 $ 64.7


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HYSTER-YALE MATERIALS HANDLING, INC. AND SUBSIDIARIESCONSOLIDATED BALANCE SHEETS

December 31

2016 2015 (In millions, except share data)ASSETS Current Assets

Cash and cash equivalents $ 43.2 $ 155.1

Accounts receivable, net of allowances of $10.3 in 2016 and $8.3 in 2015 375.3 324.1

Inventories, net 352.2 304.6

Prepaid expenses and other 39.3 35.1

Total Current Assets 810.0 818.9

Property, Plant and Equipment, Net 255.1 184.5

Intangible Assets 56.2 3.6

Goodwill 50.7 —

Deferred Income Taxes 43.9 32.7

Investment in Unconsolidated Affiliates 45.9 42.9

Other Non-current Assets 25.3 13.3

Total Assets $ 1,287.1 $ 1,095.9

LIABILITIES AND EQUITY Current Liabilities

Accounts payable $ 242.4 $ 279.6

Accounts payable, affiliates 16.5 15.8

Revolving credit facilities 79.0 —

Current maturities of long-term debt 50.0 33.5

Accrued payroll 43.7 47.7

Accrued warranty obligations 27.8 29.1

Other current liabilities 117.1 99.5

Total Current Liabilities 576.5 505.2

Long-term Debt 82.2 19.6

Self-insurance Liabilities 19.7 17.5

Pension Obligations 37.2 22.3

Deferred Income Taxes 11.4 —

Other Long-term Liabilities 89.7 68.6

Total Liabilities 816.7 633.2

Stockholders’ Equity Common stock: Class A, par value $0.01 per share, 12,466,463 shares outstanding (2015 - 12,377,994 shares outstanding) 0.1 0.1Class B, par value $0.01 per share, convertible into Class A on a one-for-one basis, 3,924,291 shares outstanding (2015 -3,945,822 shares outstanding) 0.1 0.1

Capital in excess of par value 319.6 320.3

Treasury stock (36.9) (42.5)

Retained earnings 360.3 336.7

Accumulated other comprehensive loss (179.4) (153.9)

Total Stockholders’ Equity 463.8 460.8

Noncontrolling Interest 6.6 1.9

Total Equity 470.4 462.7

Total Liabilities and Equity $ 1,287.1 $ 1,095.9


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HYSTER-YALE MATERIALS HANDLING, INC. AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF CASH FLOWS


2016 2015 2014 (In millions)Operating Activities

Net income $ 42.3 $ 75.1 $ 110.2

Adjustments to reconcile net income to net cash provided (used for) by operating activities: Depreciation and amortization 39.1 28.9 29.7

Amortization of deferred financing fees 1.1 1.2 1.2

Deferred income taxes (7.4) (1.4) 1.8

Gain on sale of assets (0.3) — (17.8)

Stock-based compensation 4.9 2.9 6.0

Dividends from unconsolidated affiliates 5.1 2.5 —

Other non-current liabilities (6.0) 3.8 0.7

Other (15.1) 1.0 0.3

Working capital changes, excluding the effect of business acquisitions: Accounts receivable (27.5) 6.2 (8.5)

Inventories (14.9) 6.2 (28.8)

Other current assets (3.2) (0.6) 1.0

Accounts payable (53.8) (39.3) 4.7

Other liabilities (13.2) 2.9 (0.5)

Net cash provided by (used for) operating activities (48.9) 89.4 100.0

Investing Activities Expenditures for property, plant and equipment (42.7) (46.6) (48.5)

Proceeds from the sale of assets 13.7 14.4 8.7

Business acquisition, net of cash acquired (116.1) 0.9 (3.9)

Other — — (0.7)

Net cash used for investing activities (145.1) (31.3) (44.4)

Financing Activities Additions to long-term debt 40.1 46.4 31.1

Reductions of long-term debt (56.5) (35.0) (37.1)

Net additions (reductions) to revolving credit agreements 115.4 — (38.3)

Cash dividends paid (19.2) (18.4) (17.8)

Cash dividends paid to noncontrolling interest (0.2) — —

Financing fees paid (1.7) — —

Purchase of treasury stock — (0.1) (48.2)

Other — — (0.2)

Net cash provided by (used for) financing activities 77.9 (7.1) (110.5)

Effect of exchange rate changes on cash 4.2 (7.3) (9.4)

Cash and Cash Equivalents Increase (decrease) for the year (111.9) 43.7 (64.3)

Balance at the beginning of the year 155.1 111.4 175.7

Balance at the end of the year $ 43.2 $ 155.1 $ 111.4


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HYSTER-YALE MATERIALS HANDLING, INC. AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF EQUITY

Accumulated Other Comprehensive

Income (Loss)

Class ACommon

Stock

Class BCommon

StockTreasury

Stock

Capitalin Excess

of ParValue

RetainedEarnings

ForeignCurrency

TranslationAdjustment

DeferredGain

(Loss) onCash FlowHedging

PensionAdjustment

TotalStockholders'

EquityNoncontrolling

InterestTotal

Equity (In millions)

Balance, January 1, 2014 $ 0.1 $ 0.1 $ (3.4) $ 320.6 $ 188.4 $ 1.3 $ (1.9) $ (55.4) $ 449.8 $ 1.1 $ 450.9

Stock-based compensation — — — 6.0 — — — — 6.0 — 6.0Stock issued under stock compensationplans — — 2.5 (2.5) — — — — — — —

Purchase of treasury stock — — (48.2) — — — — — (48.2) — (48.2)

Net income — — — — 109.8 — — — 109.8 0.4 110.2Cash dividends on common stock:$1.075 per share — — — — (17.8) — — — (17.8) — (17.8)Current period other comprehensiveincome (loss) — — — — — (41.7) (3.8) (7.0) (52.5) — (52.5)Reclassification adjustment to netincome — — — — — — 3.7 3.7 7.4 — 7.4

Balance, December 31, 2014 $ 0.1 $ 0.1 $ (49.1) $ 324.1 $ 280.4 $ (40.4) $ (2.0) $ (58.7) $ 454.5 $ 1.5 $ 456.0


Purchase of treasury stock — — (0.1) — — — — — (0.1) — (0.1)

Net income — — — — 74.7 — — — 74.7 0.4 75.1Cash dividends on common stock:$1.130 per share — — — — (18.4) — — — (18.4) — (18.4)Current period other comprehensiveincome (loss) — — — — — (49.7) (4.7) (3.4) (57.8) — (57.8)Reclassification adjustment to netincome — — — — — — 2.7 2.3 5.0 — 5.0



Net income (loss) — — — — 42.8 — — — 42.8 (0.5) 42.3Cash dividends on common stock:$1.170 per share — — — — (19.2) — — — (19.2) — (19.2)Current period other comprehensiveincome (loss) — — — — — (1.9) (9.0) (17.4) (28.3) — (28.3)Reclassification adjustment to netincome — — — — — — 0.8 2.0 2.8 — 2.8

Acquisition of Bolzoni — — — — — — — — — 69.8 69.8

Purchase of noncontrolling interest — — — — — — — — — (62.2) (62.2)Cash dividends paid to noncontrollinginterest — — — — — — — — — (0.2) (0.2)Foreign currency translation onnoncontrolling interest — — — — — — — — — (2.2) (2.2)



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NOTES TO CONSOLIDATED FINANCIAL STATEMENTSHYSTER-YALE MATERIALS HANDLING, INC. AND SUBSIDIARIES(TabularAmountsinMillions,ExceptPerShareandPercentageData)

NOTE 1—Principles of Consolidation and Nature of OperationsThe consolidated financial statements include the accounts of Hyster-Yale Materials Handling, Inc., a Delaware corporation, and the accounts of Hyster-Yale'swholly owned domestic and international subsidiaries and majority-owned joint ventures (collectively, "Hyster-Yale" or the "Company"). All intercompanyaccounts and transactions among the consolidated companies are eliminated in consolidation.

The Company, through its wholly owned operating subsidiary, Hyster-Yale Group, Inc. ("HYG"), designs, engineers, manufactures, sells and services acomprehensive line of lift trucks and aftermarket parts marketed globally primarily under the Hyster ® and Yale ® brand names, mainly to independent Hyster ® andYale ® retail dealerships. Lift trucks and component parts are manufactured in the United States, Northern Ireland, Mexico, Italy, the Netherlands, Vietnam, Japan,the Philippines, Brazil and China. The sale of service parts represents approximately 13% of total revenues as reported for each of 2016 , 2015 and 2014 .


On April 1, 2016, the Company completed the acquisition of the majority interest in Bolzoni S.p.A. ("Bolzoni"). On July 6, 2016, the Company completed theacquisition of the remaining outstanding interest in Bolzoni. Bolzoni is a leading worldwide producer of attachments, forks and lift tables under the BolzoniAuramo and Meyer brand names. The acquisition allows the Company to provide integrated solutions for attachments and lift trucks and expand market reachwhile leveraging Bolzoni’s manufacturing capacity. Bolzoni products are manufactured in Italy, China, Germany, Finland and the United States. Through thedesign, production and distribution of a wide range of attachments, Bolzoni has a strong presence in the market niche of lift-truck attachments and industrialmaterial handling. See Note 15 to the consolidated financial statements for additional information.

Investments in Sumitomo NACCO Forklift Co., Ltd. (“SN”), a 50% owned joint venture, and HYG Financial Services, Inc. ("HYGFS"), a 20% owned jointventure, are accounted for by the equity method. SN operates manufacturing facilities in Japan, the Philippines and Vietnam from which the Company purchasescertain components, service parts and lift trucks. Sumitomo Heavy Industries, Ltd. owns the remaining 50% interest in SN. Each stockholder of SN is entitled toappoint directors representing 50% of the vote of SN’s board of directors. All matters related to policies and programs of operation, manufacturing and salesactivities require mutual agreement between the Company and Sumitomo Heavy Industries, Ltd. prior to a vote of SN’s board of directors. HYGFS is a jointventure with Wells Fargo Financial Leasing, Inc. (“WF”), formed primarily for the purpose of providing financial services to independent Hyster ® and Yale ® lifttruck dealers and National Account customers in the United States. National Account customers are large customers with centralized purchasing andgeographically dispersed operations in multiple dealer territories. The Company’s percentage share of the net income or loss from these equity investments isreported on the line “Income from unconsolidated affiliates” in the “Other income (expense)” portion of the Consolidated Statements of Operations.

NOTE 2—Significant Accounting PoliciesUse of Estimates: The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to makeestimates and judgments. These estimates and judgments affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities(if any) at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from thoseestimates.

Cash and Cash Equivalents: Cash and cash equivalents include cash in banks and highly liquid investments with original maturities of three months or less.

Accounts Receivable, Net of Allowances: Allowances are maintained against accounts receivable for doubtful accounts. Allowances for doubtful accounts aremaintained for estimated losses resulting from the inability of customers to make required payments. These allowances are based on both recent trends of certaincustomers estimated to be a greater credit risk as well as general trends of the entire customer pool. Accounts are written off against the allowance when it becomesevident collection will not occur.

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Self-insurance Liabilities: The Company is generally self-insured for product liability, environmental liability and medical and workers’ compensation claims.For product liability, catastrophic insurance coverage is retained for potentially significant individual claims. An estimated provision for claims reported and forclaims incurred but not yet reported under the self-insurance programs is recorded and revised periodically based on industry trends, historical experience andmanagement judgment. In addition, industry trends are considered within management judgment for valuing claims. Changes in assumptions for such matters aslegal judgments and settlements, legal defense costs, inflation rates, medical costs and actual experience could cause estimates to change in the near term.

Revenue Recognition: Revenues are recognized based upon the terms of contracts with customers, which is generally when title transfers and risk of loss passesas customer orders are completed and shipped. For National Account customers, revenue is recognized upon customer acceptance.

Products generally are not sold with the right of return with the exception of a small percentage of aftermarket parts. Based on the Company’s historicalexperience, a portion of these aftermarket parts sold is estimated to be returned and, subject to certain terms and conditions, the Company will agree to accept. TheCompany records estimated reductions to revenues at the time of the sale based upon this historical experience and the limited right of return provided to theCompany’s dealers.

The Company also records estimated reductions to revenues for customer programs and incentive offerings, including special pricing agreements, pricecompetition, promotions and other volume-based incentives. Lift truck sales revenue is recorded net of estimated discounts. The estimated discount amount isbased upon historical trends for each lift truck model. In addition to standard discounts, dealers can also request additional discounts that allow them to offer priceconcessions to customers. From time to time, the Company offers special incentives to increase market share or dealer stock and offers certain customers volumerebates if a specified cumulative level of purchases is obtained. Additionally, the Company provides for the estimated cost of product warranties at the timerevenues are recognized.

Advertising Costs: Advertising costs are expensed as incurred. Total advertising expense was $10.8 million , $11.7 million and $11.9 million in 2016 , 2015 and2014 , respectively.

Product Development Costs: Expenses associated with the development of new products and changes to existing products are charged to expense as incurred.These costs amounted to $107.0 million , $88.3 million and $71.4 million in 2016 , 2015 and 2014 , respectively.

Shipping and Handling Costs: Shipping and handling costs billed to customers are recognized as revenue and shipping and handling costs incurred by theCompany are included on the line “Cost of sales” within the Consolidated Statements of Operations.

Taxes Collected from Customers and Remitted to Governmental Authorities: The Company collects various taxes and fees as an agent in connection withthe sale of products and remits these amounts to the respective taxing authorities. These taxes and fees have been presented on a net basis in the ConsolidatedStatements of Operations and are recorded as an asset or liability until received by or remitted to the respective taxing authority.

Foreign Currency: Assets and liabilities of non-U.S. operations are translated into U.S. dollars at the fiscal year-end exchange rate. The related translationadjustments are recorded as a separate component of equity, except for the Company’s Mexican operations. The U.S. dollar is considered the functional currencyfor the Company’s Mexican operations and, therefore, the effect of translating assets and liabilities from the Mexican peso to the U.S. dollar is recorded in resultsof operations. Revenues and expenses of all non-U.S. operations are translated using average monthly exchange rates prevailing during the year.

Reclassification: Certain amounts in the prior period’s audited consolidated financial statements have been reclassified to conform to the current period’spresentation.

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The following table includes other significant accounting policies that are described in other notes to the consolidated financial statements, including the footnotenumber:

Significant Accounting Policy Note

Reportable segments Business Segments (Note 3)Stock-based compensation Common Stock and Earnings per Share (Note 5)Income taxes Income Taxes (Note 6)Derivatives and hedging activities Financial Instruments and Derivative Financial Instruments (Note 8)

Fair value of financial instruments Financial Instruments and Derivative Financial Instruments (Note 8) and Retirement Benefit Plans (Note 9)

Pension Retirement Benefit Plans (Note 9)Inventories Inventories (Note 10)Property, plant and equipment Property, Plant and Equipment, Net (Note 11)Impairment or disposal of long-lived assets Property, Plant and Equipment, Net (Note 11)Goodwill and intangible assets Goodwill and Intangible Assets (Note 12)Contingencies Contingencies (Note 16)

Recently Issued Accounting Standards

The following table provides a brief description of recent accounting pronouncements adopted during 2016. The adoption of these standards did not have a materialeffect on the Company's financial position, results of operations, cash flows or related disclosures.

Standard Description

ASU No. 2015-03, Interest—Imputation of Interest (Subtopic 835-30):Simplifying the Presentation of Debt Issuance Costs

The guidance is intended to simplify the presentation of debt issuance costs. Theguidance requires that debt issuance costs related to a recognized debt liability bepresented in the balance sheet as a direct deduction from the carrying amount ofthat debt liability, consistent with debt discounts.

ASU No. 2015-05, Intangibles—Goodwill and Other—Internal-Use Software(Subtopic 350-40): Customer's Accounting for Fees Paid in a CloudComputing Arrangement

The guidance clarifies the accounting for cloud computing arrangements includinga software license and cloud computing arrangements that do not include asoftware license that should be accounted for as a service contract.

ASU No. 2015-16, Business Combinations (Topic 805): Simplifying theAccounting for Measurement-Period Adjustments

The guidance requires an acquirer to recognize adjustments to provisionalamounts that are identified during the measurement period in the reporting periodin which the adjustment amounts are determined. The guidance requires theacquirer to record, in the same period’s financial statements, the effect on earningsof changes in depreciation, amortization, or other income effects, as a result of thechange to the provisional amounts, calculated as if the accounting had beencompleted at the acquisition date. In addition, the guidance requires an entity topresent separately on the face of the income statement or disclose in the notes theportion of the amount recorded in current-period earnings by line item that wouldhave been recorded in previous reporting periods if the adjustment to theprovisional amounts had been recognized as of the acquisition.

ASU No. 2014-15, Presentation of Financial Statements—Going Concern(Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability toContinue as a Going Concern

The guidance requires management to evaluate whether there are conditions andevents that raise substantial doubt about the entity's ability to continue as a goingconcern within one year after the financial statements are issued.

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The following table provides a brief description of recent accounting pronouncements not yet adopted:

Standard Description Required Date of

Adoption Effect on the financial statements or other

significant mattersASU No. 2015-11, Inventory(Topic 330): Simplifying theMeasurement of Inventory

The guidance requires inventory to be measured at the lower of costor net realizable value. The guidance defines net realizable value asthe estimated selling price in the ordinary course of business, lessreasonably predictable costs of completion, disposal andtransportation.

January 1, 2017

The Company does not expect the adoption ofthe guidance to have a material effect on itsfinancial position, results of operations, cashflows or related disclosures.

ASU No. 2016-07,Investments - Equity Methodand Joint Ventures (Topic 323)

The guidance eliminates the requirement that an entity retroactivelyadopt the equity method of accounting if an investment qualifies foruse of the equity method as a result of an increase in the level ofownership or degree of influence. In addition, the guidance requiresthat the equity method investor add the cost of acquiring theadditional interest in the investee to the current basis of the investor’spreviously held interest and adopt the equity method of accounting asof the date the investment becomes qualified for equity methodaccounting.

January 1, 2017


ASU No. 2016-09, StockCompensation (Topic 718):Improvements to EmployeeShare-Based PaymentAccounting

The guidance simplifies several aspects of the accounting foremployee share-based payment transactions, including the income taxconsequences, classification of awards as either equity or liabilities,and classification on the statement of cash flows.

January 1, 2017


ASU No. 2014-09, Revenuefrom Contracts withCustomers (Topic 606)(Subsequent ASUs have beenissued in 2015 and 2016 toupdate or clarify this guidance)

The new guidance is based on the principle that revenue is recognizedto depict the transfer of goods or services to customers in an amountthat reflects the consideration to which the entity expects to beentitled in exchange for those goods or services. The new guidancealso requires additional disclosures about the nature, amount, timingand uncertainty of revenue and cash flows arising from customercontracts, including significant judgments and changes in judgmentsand assets recognized from costs incurred to obtain or fulfill acontract.

January 1, 2018

The Company is currently evaluating the impactof the new standard and subsequently issuedclarifications. As part of the assessment work,the Company has formed an implementationwork team, completed training of the newASU's revenue recognition model and beguncontract review and documentation. TheCompany's evaluation process includes, but isnot limited to, identifying contracts within thescope of the guidance, reviewing anddocumenting the accounting for these contractsand identifying and determining the accountingfor any related contract costs. The Company hassubstantially completed the review of a sampleof contracts within the scope of the guidanceand is currently evaluating the impact of thenew standard on its financial statements,business processes and internal controls overfinancial reporting. At this time, the Companyhas not identified its method of adoption.

ASU No. 2016-01, FinancialInstruments-Overall (Subtopic825-10): Recognition andMeasurement of FinancialAssets and FinancialLiabilities

The guidance requires equity investments previously accounted forunder the cost method of accounting to be measured at fair value andrecognized in net income. In addition, the guidance definesmeasurement and presentation of financial instruments.

January 1, 2018

The Company is currently evaluating theadoption and the effect on its financial position,results of operations, cash flows and relateddisclosures.

ASU No. 2016-05, Derivativesand Hedging (Topic 815):Effect of Derivative ContractNovations on Existing HedgeAccounting Relationships

The guidance clarifies that a change in the counterparty to aderivative instrument that has been designated as the hedginginstrument does not, in and of itself, require dedesignation of thathedging relationship, provided that all other hedge accounting criteriacontinue to be met.

January 1, 2018


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Standard Description Required Date of

Adoption Effect on the financial statements or other

significant mattersASU No. 2016-15, Statementof Cash Flows (Topic 230):Classification of Certain CashReceipts and Cash Payments

The guidance clarifies the classification of certain types of cashreceipts and cash payments. In addition, the guidance provides for theapplication of the predominance principle when certain cash receiptsand payments have aspects of more than one class of cash flows.

January 1, 2018


ASU No. 2016-16, IncomeTaxes (Topic 740)

The guidance allows for recognition of current and deferred incometaxes for an intra-entity transfer of an asset other than inventory. Theguidance allows for more accurate representation of the economics ofan intra-entity asset transfer which will require income taxconsequences of the transfer, including income taxes payable or paid.

January 1, 2018


ASU No. 2016-18, Statementof Cash Flows (Topic 230):Restricted Cash

The guidance requires that a statement of cash flows explain thechange during the period in the total of cash, cash equivalents, andamounts generally described as restricted cash or restricted cashequivalents.

January 1, 2018


ASU No. 2017-01, BusinessCombinations (Topic 805):Clarifying the Definition of aBusiness

The guidance clarifies the definition of a business to assist entities inevaluating whether transactions should be accounted for asacquisitions or disposals of businesses.

January 1, 2018


ASU No. 2016-02, Leases(Topic 842)

The guidance requires lessees (with the exception of short-termleases) to recognize, at the commencement date, a lease liability,which is a lessee's obligation to make lease payments arising from alease, measured on a discounted basis; and a right-of-use asset, whichis an asset that represents the lessee’s right to use, or control the useof, a specified asset for the lease term.

January 1, 2019

The Company is currently evaluating thealternative methods of adoption and the effecton its financial position, results of operations,cash flows and related disclosures.

ASU No. 2016-13, FinancialInstruments-Credit Losses(Topic 326)

The guidance eliminates the probable initial recognition threshold andrequires an entity to reflect its current estimate of all expected creditlosses. The guidance also requires additional disclosures in certaincircumstances.

January 1, 2020

The Company is currently evaluating thealternative methods of adoption and the effecton its financial position, results of operations,cash flows and related disclosures.

ASU No. 2017-04, Intangibles- Goodwill and Other (Topic350): Simplifying the Test forGoodwill Impairment

The guidance removes the second step of the two-step test for themeasurement of goodwill impairment. The guidance allows for earlyadoption for impairment testing dates after January 1, 2017.

January 1, 2020

The Company is currently evaluating the timingof adoption and the effect on its currentimpairment testing process.

NOTE 3—Business SegmentsThe Company’s reportable segments for the lift truck business include the following three management units: the Americas, EMEA and JAPIC. Americas includesoperations in the United States, Canada, Mexico, Brazil, Latin America and its corporate headquarters. EMEA includes operations in Europe, the Middle East andAfrica. JAPIC includes operations in the Asia and Pacific regions including China, as well as the equity earnings of SN operations. Certain amounts are allocatedto these geographic management units and are included in the segment results presented below, including product development costs, corporate headquarter'sexpenses and certain information technology infrastructure costs. These allocations among geographic management units are determined by senior managementand not directly incurred by the geographic operations. In addition, other costs are incurred directly by these geographic management units based upon the locationof the manufacturing plant or sales units, including manufacturing variances, product liability, warranty and sales discounts, which may not be associated with thegeographic management unit of the ultimate end user sales location where revenues and margins are reported. Therefore, the reported results of each segment forthe lift truck business cannot be considered stand-alone entities as all segments are inter-related and integrate into a single global lift truck business.

The Company reports the results of Nuvera as a separate segment. Nuvera was acquired on December 18, 2014 and results of operations have been included sincethe acquisition date. In addition, Nuvera recorded income of $0.6 million and $0.9 million in 2016 and 2015, respectively, which was recognized in the line"Selling, general and administrative expenses" in the Consolidated Statement of Operations, related to an adjustment of contingent consideration from theacquisition.

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On April 1, 2016, the Company acquired a majority interest in Bolzoni, which is also reported as a separate segment. Bolzoni's results of operations have beenincluded since the acquisition date. See Note 19 to the consolidated financial statements for additional information.

Financial information for each of the reportable segments is presented in the following table. See Note 1 for a discussion of the Company’s product lines. Refer toNote 2 for a description of the accounting policies of the reportable segments as well as a reference table for the remaining accounting policies described in theaccompanying footnotes.

2016 2015 2014

Revenues from external customers Americas $ 1,669.2 $ 1,775.5 $ 1,866.9EMEA 612.9 606.4 686.3JAPIC 169.5 193.7 214.0

Lift truck business 2,451.6 2,575.6 2,767.2Bolzoni 115.6 — —Nuvera 2.5 2.5 —

Total $ 2,569.7 $ 2,578.1 $ 2,767.2

Gross profit (loss) Americas $ 287.9 $ 308.1 $ 301.3EMEA 89.5 101.3 122.3JAPIC 17.1 23.2 24.1

Lift truck business 394.5 432.6 447.7Bolzoni 35.7 — —Nuvera (2.7) (1.8) —

Total $ 427.5 $ 430.8 $ 447.7

Selling, general and administrative expenses Americas $ 214.1 $ 191.2 $ 194.1EMEA 81.9 88.3 96.2JAPIC 24.1 25.0 24.2

Lift truck business 320.1 304.5 314.5Bolzoni 35.9 — —Nuvera 36.9 22.8 2.2

Total $ 392.9 $ 327.3 $ 316.7

Operating profit (loss) Americas $ 73.7 $ 116.9 $ 124.9EMEA 7.6 13.0 26.2JAPIC (6.7) (1.8) (0.1)

Lift truck business 74.6 128.1 151.0Bolzoni (0.1) — —Nuvera (39.6) (24.6) (2.2)

Total $ 34.9 $ 103.5 $ 148.8

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2016 2015 2014

Interest expense Americas $ 5.4 $ 4.4 $ 3.3EMEA 0.4 0.1 0.1JAPIC 0.1 0.2 0.5

Lift truck business 5.9 4.7 3.9Bolzoni 0.8 — —Nuvera — — —

Total $ 6.7 $ 4.7 $ 3.9

Interest income Americas $ (1.0) $ (1.0) $ (1.0)EMEA (0.5) (0.3) —JAPIC (0.5) (0.2) (0.1)

Lift truck business (2.0) (1.5) (1.1)Bolzoni — — —Nuvera — — —

Total $ (2.0) $ (1.5) $ (1.1)

Other (income) expense Americas $ (5.7) $ (2.7) $ (3.4)EMEA 1.0 1.0 1.6JAPIC (3.2) (2.5) (2.3)

Total (7.9) (4.2) (4.1)Bolzoni (0.2) — —Nuvera — — —

Total $ (8.1) $ (4.2) $ (4.1)

Income tax provision (benefit) Americas $ 15.4 $ 39.9 $ 37.4EMEA (2.7) 1.6 4.0JAPIC (0.5) (2.1) (0.7)


Total $ (4.0) $ 29.4 $ 39.9

Net income (loss) attributable to stockholders Americas $ 59.6 $ 76.3 $ 88.6EMEA 9.4 10.6 20.5JAPIC (2.1) 2.4 2.1


Total $ 42.8 $ 74.7 $ 109.8

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2016 2015 2014

Total assets Americas $ 831.9 $ 680.7 $ 638.1EMEA 462.3 412.0 439.4JAPIC 127.0 140.6 170.3Eliminations (185.3) (130.9) (144.0)

Lift truck business 1,235.9 1,102.4 1,103.8Bolzoni 206.9 — —Nuvera 36.9 17.4 17.0Eliminations (192.6) (23.9) —

Total $ 1,287.1 $ 1,095.9 $ 1,120.8

Depreciation and amortization Americas $ 18.5 $ 16.2 $ 16.6EMEA 6.5 5.9 6.3JAPIC 3.1 5.2 6.7

Lift truck business 28.1 27.3 29.6Bolzoni 9.5 — —Nuvera 1.5 1.6 0.1

Total $ 39.1 $ 28.9 $ 29.7

Capital expenditures Americas $ 27.6 $ 33.5 $ 34.0EMEA 7.3 8.7 11.9JAPIC 1.6 1.7 2.6

Lift truck business 36.5 43.9 48.5Bolzoni 4.0 — —Nuvera 2.2 2.7 —

Total $ 42.7 $ 46.6 $ 48.5

Cash Americas $ 10.4 $ 54.2 $ 26.8EMEA 14.4 82.2 69.9JAPIC 8.2 18.5 13.6

Lift truck business 33.0 154.9 110.3Bolzoni 10.2 — —Nuvera — 0.2 1.1

Total $ 43.2 $ 155.1 $ 111.4

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Data by Geographic RegionNo single country outside of the United States comprised 10% or more of revenues from unaffiliated customers. The “Other” category below includes Canada,Mexico, South America and the Asia and Pacific regions. In addition, no single customer comprised 10% or more of revenues from unaffiliated customers.

UnitedStates

Europe, Africa andMiddle East Other Consolidated

2016 Revenues from unaffiliated customers, based on the customers’ location $ 1,437.6 $ 701.9 $ 430.2 $ 2,569.7

Long-lived assets $ 159.1 $ 59.8 $ 82.1 $ 301.0





NOTE 4—Quarterly Results of Operations (Unaudited)

A summary of the unaudited results of operations for the year ended December 31 is as follows:

2016

First

Quarter SecondQuarter

ThirdQuarter

FourthQuarter

Revenues $ 604.2 $ 645.6 $ 629.3 $ 690.6Gross profit $ 97.9 $ 114.0 $ 104.6 $ 111.0Operating profit $ 9.7 $ 11.4 $ 5.4 $ 8.4Net income $ 9.9 $ 8.3 $ 12.0 $ 12.1Net income attributable to stockholders $ 10.0 $ 8.3 $ 12.3 $ 12.2

Basic earnings per share $ 0.61 $ 0.51 $ 0.75 $ 0.74

Diluted earnings per share $ 0.61 $ 0.51 $ 0.75 $ 0.74

2015

First

Quarter SecondQuarter

ThirdQuarter

FourthQuarter

Revenues $ 622.3 $ 658.7 $ 652.1 $ 645.0Gross profit $ 102.9 $ 110.6 $ 106.7 $ 110.6Operating profit $ 21.0 $ 27.3 $ 29.0 $ 26.2Net income $ 14.0 $ 22.8 $ 21.0 $ 17.3Net income attributable to stockholders $ 13.9 $ 22.7 $ 20.9 $ 17.2

Basic earnings per share $ 0.85 $ 1.39 $ 1.28 $ 1.05

Diluted earnings per share $ 0.85 $ 1.39 $ 1.28 $ 1.05

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NOTE 5—Common Stock and Earnings per Share

The Company's Class A common stock is traded on the New York Stock Exchange under the ticker symbol “HY.” Because of transfer restrictions on Class Bcommon stock, no trading market has developed, or is expected to develop, for the Company's Class B common stock. The Class B common stock is convertibleinto Class A common stock on a one-for-one basis at any time at the request of the holder. The Company's Class A common stock and Class B common stock havethe same cash dividend rights per share. The Class A common stock has one vote per share and the Class B common stock has ten votes per share. The totalnumber of authorized shares of Class A common stock and Class B common stock at December 31, 2016 was 125 million shares and 35 million shares,respectively. Treasury shares of Class A common stock totaling 497,353 and 564,291 at December 31, 2016 and 2015 , respectively, have been deducted fromshares outstanding.

Stock Compensation: The Company has stock compensation plans for certain employees in the U.S. that allow the grant of shares of Class A common stock,subject to restrictions, as a means of retaining and rewarding them for long-term performance and to increase ownership in the Company. Shares awarded under theplans are fully vested and entitle the stockholder to all rights of common stock ownership except that shares may not be assigned, pledged or otherwise transferredduring the restriction period. In general, the restriction period ends at the earliest of (i) five years after the participant's retirement date, (ii) ten years from the awarddate, or (iii) the participant's death or permanent disability. Pursuant to the plans, the Company issued 56,002 , 49,185 and 70,024 shares related to the years endedDecember 31, 2016 , 2015 and 2014 , respectively. After the issuance of these shares, there were 497,392 shares of Class A common stock available for issuanceunder these plans. Compensation expense related to these share awards was $3.8 million ( $2.3 million net of tax), $1.9 million ( $1.2 million net of tax) and $5.2million ( $3.2 million net of tax) for the years ended December 31, 2016 , 2015 and 2014 , respectively. Compensation expense at the grant date represents fairvalue based on the market price of the shares of Class A common stock. The Company also has a stock compensation plan for non-employee directors of theCompany under which a portion of the non-employee directors’ annual retainer is paid in restricted shares of Class A common stock. For the year endedDecember 31, 2016 , $102,000 of each non-employee director's retainer of $158,000 was paid in restricted shares of Class A common stock. For the year endedDecember 31, 2015 , $94,000 of each non-employee director's retainer of $150,000 was paid in restricted shares of Class A common stock. For the year endedDecember 31, 2014 , $69,000 of $125,000 was paid in restricted shares of Class A common stock. Shares awarded under the plan are fully vested and entitle thestockholder to all rights of common stock ownership except that shares may not be assigned, pledged or otherwise transferred during the restriction period. Ingeneral, the restriction period ends at the earliest of (i) ten years from the award date, (ii) the date of the director's death or permanent disability, (iii) five years (orearlier with the approval of the Board of Directors) after the director's date of retirement from the Board of Directors, or (iv) the date on which the director has bothretired from the Board of Directors and reached 70 years of age. Pursuant to this plan, the Company issued 15,426 , 13,683 and 8,220 shares related to the yearsended December 31, 2016 , 2015 and 2014 , respectively. In addition to the mandatory retainer fee received in restricted stock, directors may elect to receive sharesof Class A common stock in lieu of cash for up to 100% of the balance of their annual retainer, meeting attendance fees, committee retainer and any committeechairman's fees. These voluntary shares are not subject to any restrictions. Total shares issued under voluntary elections were 2,352 , 2,150 and 1,572 in 2016 ,2015 and 2014 , respectively. After the issuance of these shares, there were 43,603 shares of Class A common stock available for issuance under this directors'plan. Compensation expense related to these awards was $1.1 million ( $0.7 million net of tax), $1.0 million ( $0.6 million net of tax) and $0.8 million ( $0.5million net of tax) for the years ended December 31, 2016 , 2015 and 2014 , respectively. Compensation expense at the grant date represents fair value based on themarket price of the shares of Class A common stock.Earnings per Share: For purposes of calculating earnings per share, no adjustments have been made to the reported amounts of net income attributable tostockholders. In addition, basic and diluted earnings per share for Class A common stock are the same as Class B common stock. The weighted average number ofshares of Class A common stock and Class B common stock outstanding used to calculate basic and diluted earnings per share were as follows:

2016 2015 2014

Basic weighted average shares outstanding 16.376 16.307 16.607Dilutive effect of restricted stock awards 0.051 0.048 0.068

Diluted weighted average shares outstanding 16.427 16.355 16.675

Basic earnings per share $ 2.61 $ 4.58 $ 6.61Diluted earnings per share $ 2.61 $ 4.57 $ 6.58

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NOTE 6—Income Taxes

The components of income before income taxes and provision for income taxes for the years ended December 31 are as follows:

2016 2015 2014

Income before income taxes U.S. $ (1.2) $ 71.2 $ 69.1Non-U.S. 39.5 33.3 81.0

$ 38.3 $ 104.5 $ 150.1

Income tax provision (benefit) Current tax provision:

Federal $ (1.3) $ 22.1 $ 25.0State (0.3) 3.4 2.6Non-U.S. 5.0 5.3 10.5Total current $ 3.4 $ 30.8 $ 38.1

Deferred tax provision (benefit): Federal $ (5.8) $ (0.4) $ (3.3)State 0.8 1.2 0.7Non-U.S. (2.4) (2.2) 4.4Total deferred $ (7.4) $ (1.4) $ 1.8

$ (4.0) $ 29.4 $ 39.9

The Company made income tax payments of $19.3 million , $32.7 million and $34.7 million during 2016 , 2015 and 2014 , respectively. The Company receivedincome tax refunds of $11.1 million , $0.2 million and $1.2 million during 2016 , 2015 and 2014 , respectively.

A reconciliation of the federal statutory and reported income tax rate for the year ended December 31 is as follows:

2016 2015 2014

Income before income taxes $ 38.3 $ 104.5 $ 150.1

Statutory taxes at 35.0% $ 13.4 $ 36.6 $ 52.5Non-U.S. rate differences (9.6) (10.5) (10.6)Unremitted Non-U.S. earnings (3.9) 0.1 0.1Equity interest earnings (2.2) (1.9) (1.7)Sale of non-U.S. investment (1.9) (3.7) —R&D and other federal credits (1.8) (1.7) (0.9)State income taxes (0.6) 4.1 2.7Valuation allowance (0.2) 5.9 (1.5)Tax controversy resolution 2.1 (0.2) (0.5)Other 0.7 0.7 (0.2)

Income tax provision (benefit) $ (4.0) $ 29.4 $ 39.9

Reported income tax rate n.m. 28.1% 26.6%n.m. - not meaningful

The Company continually evaluates its deferred tax assets to determine if a valuation allowance is required. A valuation allowance is required where realization isdetermined to no longer meet the "more likely than not" standard. During 2014 and 2015, a significant downturn was experienced in the Company's Brazilianoperations. This significant decrease in operations and actions taken by management to reduce its manufacturing activity to more appropriate levels, coupled withthe continued low expectations in the near term for the Brazilian lift truck market and the continuing devaluation of the Brazilian real, caused the Company in 2015to forecast a three-year cumulative loss for its Brazilian operations. Although the Company projects

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earnings over the longer term for its Brazilian operations, such longer-term forecasts are not sufficient positive evidence to support the future utilization of deferredtax assets when a three-year loss is determined. Accordingly, in 2015, the Company recorded a valuation allowance adjustment of $1.9 million against its deferredtax assets in Brazil as a discrete tax adjustment. The Company also recognized $2.4 million and $5.6 million in 2016 and 2015, respectively, of valuationallowances related to pre-tax losses in Brazil included in its effective tax rate.

During 2016, the Company received a notice from the Italian Tax Authority approving the transfer of certain tax losses as part of an internal restructuring. As aresult, the Company believes it is more likely than not that deferred tax assets for such losses of approximately $3.2 million will be realized in the foreseeablefuture, and has released the valuation allowance previously provided.

During 2015, the Company came to a tentative agreement in negotiating an Advance Pricing Agreement with the Australian Tax Authority. The terms of theagreement were finalized in 2016 and will extend through 2020. As a result of this agreement, in 2015, the Company released a portion of the valuation allowanceof $4.4 million , related to the deferred tax asset that it expected would be utilized in the foreseeable future.

As of December 31, 2016 , the cumulative unremitted earnings of the Company's non-U.S. subsidiaries are approximately $310 million . The Company repatriatedearnings of its European subsidiaries of $25.1 million , $23.6 million and $20.3 million during 2016 , 2015 and 2014 , respectively. As a result of the Bolzoniacquisition, the Company changed its previous reinvestment assertion; and consequently, all of the earnings of its European operations are now consideredpermanently reinvested and the previously provided deferred tax liability of $4.0 million is no longer required. It is impracticable to determine the total amount ofunrecognized deferred taxes with respect to these permanently reinvested earnings; however, non-U.S. tax credits would be available to partially reduce the U.S.income taxes in the event of a distribution.

The Company has continued to provide a deferred tax liability on unremitted non-U.S. earnings for which no reinvestment plan has been identified and that may berepatriated in the foreseeable future. As such, the Company has provided a deferred tax liability with respect to these earnings of $0.4 million at December 31,2016 .

A detailed summary of the total deferred tax assets and liabilities in the Consolidated Balance Sheets resulting from differences in the book and tax basis of assetsand liabilities follows:

December 31

2016 2015

Deferred tax assets Tax attribute carryforwards $ 31.6 $ 27.1Accrued expenses and reserves 23.2 17.4Product warranties 13.7 15.8Accrued product liability 9.3 8.7Accrued pension benefits 8.2 6.4Other employee benefits 5.2 5.7Other 2.2 2.5

Total deferred tax assets 93.4 83.6Less: Valuation allowance 29.3 28.6

64.1 55.0Deferred tax liabilities

Depreciation and amortization 25.4 8.9Inventories 5.8 8.7Unremitted earnings 0.4 4.7

Total deferred tax liabilities 31.6 22.3

Net deferred tax asset $ 32.5 $ 32.7

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The following table summarizes the tax carryforwards and associated carryforward periods and related valuation allowances where the Company has determinedthat realization is uncertain:

December 31, 2016

Net deferred tax

asset Valuationallowance

Carryforwardsexpire during:

Non-U.S. net operating loss $ 25.2 $ 15.7 2017 - IndefiniteNon-U.S. capital losses 5.9 5.9 2017 - IndefiniteState net operating losses and credits 2.8 2.0 2017 - 2031U.S. foreign tax credit 2.5 — 2017 - 2026U.S. net operating loss 0.8 — 2017 - 2036Less: Unrecognized tax benefits (5.6) —

Total $ 31.6 $ 23.6

December 31, 2015

Net deferred tax

asset Valuationallowance

Carryforwardsexpire during:

Non-U.S. net operating loss $ 19.1 $ 14.7 2016-IndefiniteNon-U.S. capital losses 6.1 6.1 2016-IndefiniteState net operating losses and credits 1.9 0.9 2016-2030

Total $ 27.1 $ 21.7

The establishment of a valuation allowance does not have an impact on cash, nor does such an allowance preclude the Company from using its loss carryforwardsor other deferred tax assets in future periods. The tax net operating losses attributable to Brazil and Australia comprise a substantial portion of the deferred taxassets and do not expire under local law.

During 2016 and 2015 , the net valuation allowance provided against certain deferred tax assets increased by $0.7 million and $1.7 million , respectively. Thechange in the total valuation allowance in 2016 and 2015 included a net decrease in tax expense of $0.2 million and a net increase of $5.9 million , respectively, anet change in the overall U.S. dollar value of valuation allowances previously recorded in non-U.S. currencies and amounts recorded directly in equity of a netincrease of $0.9 million and net decrease of $4.2 million in 2016 and 2015 , respectively.

Based upon a review of historical earnings and trends, forecasted earnings and the relevant expiration of carryforwards, the Company believes the valuationallowances provided are appropriate. At December 31, 2016 , the Company had gross net operating loss carryforwards in U.S. jurisdictions of $2.4 million , U.S.state jurisdictions of $32.6 million and non-U.S. jurisdictions of $85.9 million

The following is a reconciliation of total gross unrecognized tax benefits, defined as the aggregate tax effect of differences between tax return positions and thebenefits recognized in the consolidated financial statements for the years ended December 31, 2016 , 2015 and 2014 . Approximately $11.1 million , $3.8 millionand $4.2 million of these amounts as of December 31, 2016 , 2015 and 2014 , respectively, relate to permanent items that, if recognized, would impact the reportedincome tax rate. This amount differs from gross unrecognized tax benefits presented in the table below for December 31, 2016 and 2014 due to the increase in U.S.federal income taxes which would occur upon the recognition of the state tax benefits included herein.

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2016 2015 2014

Balance at January 1 $ 3.8 $ 4.3 $ 5.3Additions for business acquisitions 6.3 — —Additions based on tax positions related to the current year 2.8 0.7 0.9Additions for tax positions of prior years 0.1 0.1 —Reductions due to settlements with taxing authorities and the lapse of the applicable statute oflimitations (0.9) (1.1) (1.6)Other changes in unrecognized tax benefits including foreign currency translation adjustments (0.9) (0.2) (0.3)

Balance at December 31 $ 11.2 $ 3.8 $ 4.3

The Company records interest and penalties on uncertain tax positions as a component of the income tax provision. The Company recorded a net increase of $0.1million during 2016 and 2015 and a net decrease of $0.1 million during 2014 in interest and penalties. In addition, during 2016, the balance of accrued interest andpenalty was increased for uncertain tax positions related to business acquisitions by $0.5 million . The total amount of interest and penalties accrued was $0.9million , $0.3 million and $0.2 million as of December 31, 2016 , 2015 and 2014 , respectively.

The Company expects the amount of unrecognized tax benefits will change within the next twelve months; however, the change in unrecognized tax benefits whichis reasonably possible within the next twelve months, is not expected to have a significant effect on the Company's financial position or results of operations. It isreasonably possible the Company will record unrecognized tax benefits within the next twelve months in the range of zero to $1.0 million resulting from thepossible expiration of certain statutes of limitation and settlement of audits. If recognized, the previously unrecognized tax benefits will be recorded as discrete taxbenefits in the quarter in which the items are effectively settled.

The tax returns of the Company and its non-U.S. subsidiaries are routinely examined by various taxing authorities. The Company has not been informed of anymaterial assessment for which an accrual has not been previously provided and the Company would vigorously contest any material assessment. Managementbelieves any potential adjustment would not materially affect the Company's financial condition or results of operations.

In general, the Company operates in taxing jurisdictions that provide a statute of limitations period ranging from three to five years for the taxing authorities toreview the applicable tax filings. The examination of U.S. federal tax returns for all years prior to 2013 have been settled with the Internal Revenue Service orotherwise have essentially closed under the applicable statute of limitations. The Company is currently under examination in various state and non-U.S.jurisdictions and in most cases the statute of limitations has not been extended. The Company believes these examinations are routine in nature and are notexpected to result in any material tax assessments.

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NOTE 7—Reclassifications from OCI

The following table summarizes reclassifications out of accumulated other comprehensive income (loss) ("OCI") for each year ended December 31 as recorded inthe Consolidated Statements of Operations:

Details about OCI Components Amount Reclassified from OCI Affected Line Item in the Statement Where

Net Income Is Presented

2016 2015 2014 Gain (loss) on cash flow hedges:

Interest rate contracts $ — $ — $ 0.8 OtherForeign exchange contracts (3.0) (8.7) (7.0) Cost of sales

Total before tax (3.0) (8.7) (6.2) Income before income taxesTax benefit 2.2 6.0 2.5 Income tax provision (benefit)

Net of tax $ (0.8) $ (2.7) $ (3.7) Net income

Amortization of defined benefit pension items:

Actuarial loss $ (3.0) $ (3.5) $ (5.5) (a)Prior service (cost) credit 0.3 0.3 0.3 (a)

Total before tax (2.7) (3.2) (5.2) Income before income taxesTax benefit 0.7 0.9 1.5 Income tax provision (benefit)

Net of tax $ (2.0) $ (2.3) $ (3.7) Net income

Total reclassifications for the period $ (2.8) $ (5.0) $ (7.4) (a) These OCI components are included in the computation of net pension cost (see Note 9 for additional details).

NOTE 8—Financial Instruments and Derivative Financial InstrumentsThe carrying amounts of cash and cash equivalents, accounts receivable and accounts payable approximate fair value due to the short-term maturities of theseinstruments. The fair values of revolving credit agreements and long-term debt, excluding capital leases, were determined using current rates offered for similarobligations taking into account company credit risk. This valuation methodology is Level 2 as defined in the fair value hierarchy. At December 31, 2016 , the totalcarrying value and total fair value of revolving credit agreements and long-term debt, excluding capital leases, was $184.5 million . At December 31, 2015 , thetotal carrying value and total fair value of revolving credit agreements and long-term debt, excluding capital leases, was $32.1 million .

Financial instruments that potentially subject the Company to concentration of credit risk consist principally of accounts receivable and derivatives. The largenumber of customers comprising the Company’s customer base and their dispersion across many different industries and geographies mitigates concentration ofcredit risk on accounts receivable. To further reduce credit risk associated with accounts receivable, the Company performs periodic credit evaluations of itscustomers, but does not generally require advance payments or collateral. The Company enters into derivative contracts with high-quality financial institutions andlimits the amount of credit exposure to any one institution.

Derivative Financial InstrumentsThe Company measures its derivatives at fair value on a recurring basis using significant observable inputs, which is Level 2 as defined in the fair value hierarchy.The Company uses a present value technique that incorporates the yield curves, foreign currency spot rates and foreign currency forward rates to value itsderivatives, including its interest rate swap agreements and foreign currency exchange contracts, and also incorporates the effect of its Company and counterpartycredit risk into the valuation.

Financial instruments held by the Company include cash and cash equivalents, accounts receivable, accounts payable, revolving credit agreements, long-term debt,interest rate swap agreements and forward non-U.S. currency exchange contracts. The Company does not hold or issue financial instruments or derivative financialinstruments for trading purposes.

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The Company uses forward foreign currency exchange contracts to partially reduce risks related to transactions denominated in foreign currencies. These contractshedge firm commitments and forecasted transactions relating to cash flows associated with sales and purchases denominated in non-functional currencies. TheCompany offsets fair value amounts related to foreign currency exchange contracts executed with the same counterparty. Changes in the fair value of forwardforeign currency exchange contracts that are effective as hedges are recorded in OCI. Deferred gains or losses are reclassified from OCI to the ConsolidatedStatements of Operations in the same period as the gains or losses from the underlying transactions are recorded and are generally recognized in cost of sales. Theineffective portion of derivatives that are classified as hedges is immediately recognized in earnings and is also generally recognized in cost of sales.

Certain of the Company's forward foreign currency contracts were designated as net investment hedges of the Company's net investment in its foreign subsidiaries.For derivative instruments that were designated and qualified as a hedge of a net investment in foreign currency, the gain or loss was reported in othercomprehensive income as part of the cumulative translation adjustment to the extent it is effective. The Company utilizes the forward-rate method of assessinghedge effectiveness. Any ineffective portion of net investment hedges would be recognized in the Consolidated Statements of Operations in the same period as thechange.

The Company periodically enters into foreign currency exchange contracts that do not meet the criteria for hedge accounting. These derivatives are used to reducethe Company’s exposure to foreign currency risk related to forecasted purchase or sales transactions or forecasted intercompany cash payments or settlements.Gains and losses on these derivatives are generally recognized in cost of sales. The Company does not currently hold any nonderivative instruments designated ashedges or any derivatives designated as fair value hedges.

The Company has interest rate swap agreements that do not meet the criteria for hedge accounting. The terms of the interest rate swap agreements require theCompany to receive a variable interest rate based upon the three-month LIBOR and pay a fixed interest rate. Changes in the fair value of interest rate swapagreements are immediately recognized in earnings and included on the line “Other” in the “Other (income) expense” section of the consolidated statements ofoperations.

Forward foreign currency exchange contracts held by the Company which qualified as hedges have been designated as hedges of forecasted cash flows.

Cash flows from hedging activities are reported in the Consolidated Statements of Cash Flows in the same classification as the hedged item, generally as acomponent of cash flows from operations.

The Company measures its derivatives at fair value on a recurring basis using significant observable inputs. This valuation methodology is Level 2 as defined inthe fair value hierarchy. The Company uses a present value technique that incorporates yield curves and foreign currency spot rates to value its derivatives and alsoincorporates the effect of the Company's and its counterparties' credit risk into the valuation.

Foreign Currency Derivatives: The Company held forward foreign currency exchange contracts with a total notional amount of $592.9 million at December 31,2016 , primarily denominated in euros, U.S. dollars, Japanese yen, British pounds, Swedish kroner and Mexican pesos. The Company held forward foreigncurrency exchange contracts with total notional amounts of $634.7 million at December 31, 2015 , primarily denominated in euros, U.S. dollars, Japanese yen,Swedish kroner, British pounds, Mexican pesos and Australian dollars. The fair value of these contracts approximated a net liability of $22.7 million and $8.8million at December 31, 2016 and 2015 , respectively.

For the years ended December 31, 2016 and 2015 , there was no material ineffectiveness of forward foreign currency exchange contracts that qualify for hedgeaccounting. Forward foreign currency exchange contracts that qualify for hedge accounting are generally used to hedge transactions expected to occur within thenext 36 months. The mark-to-market effect of forward foreign currency exchange contracts that are considered effective as hedges has been included in OCI.Based on market valuations at December 31, 2016 , $10.3 million of the amount of net deferred loss included in OCI at December 31, 2016 is expected to bereclassified as a loss into the Consolidated Statements of Operations over the next twelve months, as the transactions occur.

Interest Rate Derivatives: During the second quarter of 2014, the Company determined that the hedged forecasted transactions associated with its interest rateswap agreements were probable of not occurring. As such, the Company recognized a gain of $0.8 million in the second quarter of 2014 related to theineffectiveness of these contracts, which began on December 31, 2014 and extend to December 31, 2018, for a notional amount of $100.0 million . Any additionalchanges in the fair value of these interest rate swap agreements are immediately recognized in earnings. Amounts related to interest rate swap agreements

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are recorded in the Consolidated Statements of Operations on the line “Other.” The fair value of interest rate swap agreements was a net liability of $0.3 million atDecember 31, 2016 and 2015 , respectively.

The following table summarizes the fair value of derivative instruments at December 31 as recorded in the Consolidated Balance Sheets:

Asset Derivatives Liability Derivatives

Balance sheet location 2016 2015 Balance sheet location 2016 2015Derivatives designated as hedging instruments Cash Flow Hedges Foreign currency exchange contracts

Current Prepaid expenses and other $ — $ 2.5 Prepaid expenses and other $ — $ 0.6

Other current liabilities 3.7 3.2 Other current liabilities 14.0 10.9Long-Term Other non-current assets — — Other long-term liabilities 10.1 2.1

Total derivatives designated as hedginginstruments

$ 3.7 $ 5.7 $ 24.1 $ 13.6

Derivatives not designated as hedginginstruments

Cash Flow Hedges Interest rate swap agreements

Current Other current liabilities $ — $ — Other current liabilities $ 0.3 $ 0.6

Long-term Other non-current assets 0.2 0.3 Other long-term liabilities 0.2 —

Foreign currency exchange contracts Current Prepaid expenses and other — 1.1 Prepaid expenses and other — 0.3

Other current liabilities 1.6 1.9 Other current liabilities 3.9 3.6Total derivatives not designated as hedginginstruments

$ 1.8 $ 3.3

$ 4.4 $ 4.5

Total derivatives $ 5.5 $ 9.0 $ 28.5 $ 18.1

The following table summarizes the offsetting of the fair value of derivative instruments on a gross basis by counterparty at December 31, 2016 and 2015 asrecorded in the Consolidated Balance Sheets:

Derivative Assets as of December 31, 2016 Derivative Liabilities as of December 31, 2016

Gross Amountsof Recognized

Assets

GrossAmounts

Offset Net Amounts

Presented Net Amount


Liabilities

GrossAmounts

Offset Net Amounts

Presented Net Amount

Cash Flow Hedges

Interest rate swap agreements $ 0.2 $ (0.2) $ — $ — $ 0.5 $ (0.2) $ 0.3 $ 0.3Foreign currency exchangecontracts — — — — 22.7 — 22.7 22.7

Total derivatives $ 0.2 $ (0.2) $ — $ — $ 23.2 $ (0.2) $ 23.0 $ 23.0

Derivative Assets as of December 31, 2015 Derivative Liabilities as of December 31, 2015


Assets Gross Amounts

Offset Net AmountsPresented Net Amount

Gross Amounts ofRecognizedLiabilities

Gross AmountsOffset

Net AmountsPresented Net Amount

Cash Flow Hedges

Interest rate swap agreements $ 0.3 $ (0.3) $ — $ — $ 0.6 $ (0.3) $ 0.3 $ 0.3Foreign currency exchangecontracts 2.7 (2.7) — — 11.5 (2.7) 8.8 8.8

Total derivatives $ 3.0 $ (3.0) $ — $ — $ 12.1 $ (3.0) $ 9.1 $ 9.1

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The following table summarizes the pre-tax impact of derivative instruments for each year ended December 31 as recorded in the Consolidated Statements ofOperations:

Derivatives in Cash FlowHedging Relationships

Amount of Gain or (Loss)Recognized in OCI on

Derivative (Effective Portion)

Location of Gain or(Loss) Reclassifiedfrom OCI into

Income (EffectivePortion)

Amount of Gain or (Loss)Reclassified from OCI

into Income (Effective Portion)

Location of Gain or(Loss) Recognizedin Income onDerivative(Ineffective

Portion and AmountExcluded fromEffectivenessTesting)

Amount of Gain or (Loss) Recognizedin Income on Derivative (IneffectivePortion and Amount Excluded from

Effectiveness Testing)

2016 2015 2014 2016 2015 2014 2016 2015 2014

Cash Flow Hedges Interest rate swapagreements $ — $ — $ (1.6) Interest expense $ — $ — $ — Other $ — $ — $ 0.8Foreign currencyexchange contracts (15.5) (11.1) (8.6) Cost of sales (3.0) (8.7) (7.0) Cost of sales (0.2) 0.1 —

(15.5) (11.1) (10.2) (3.0) (8.7) (7.0) (0.2) 0.1 0.8

Net Investment Hedges Foreign currencyexchange contracts — — 0.4 Cost of sales — — — N/A — — —

Total $ (15.5) $ (11.1) $ (9.8) $ (3.0) $ (8.7) $ (7.0) $ (0.2) $ 0.1 $ 0.8

Derivatives Not Designated as Hedging Instruments Location of Gain or (Loss) Recognized in

Income on Derivative Amount of Gain or (Loss)

Recognized in Income on Derivative

2016 2015 2014

Cash flow hedges

Interest rate swap agreements Other $ (0.6) $ (0.5) $ (0.6)

Foreign currency exchange contracts Cost of sales (2.8) 0.3 (6.8)

Total $ (3.4) $ (0.2) $ (7.4)

NOTE 9—Retirement Benefit PlansDefined Benefit Plans: The Company maintains various defined benefit pension plans that provide benefits based on years of service and average compensationduring certain periods. The Company’s policy is to make contributions to fund these plans within the range allowed by applicable regulations. Plan assets consistprimarily of publicly traded stocks and government and corporate bonds.

Pension benefits for employees covered under the Company’s U.S. and U.K. plans are frozen. Only certain grandfathered employees in the Netherlands still earnretirement benefits under defined benefit pension plans. All other eligible employees of the Company, including employees whose pension benefits are frozen,receive retirement benefits under defined contribution retirement plans.

During 2016, 2015 and 2014, the Company recognized a settlement loss of $0.9 million , $1.3 million and $2.6 million , respectively, resulting from lump-sumdistributions exceeding the total projected interest cost for the plan year for its U.S. pension plans.

The assumptions used in accounting for the defined benefit plans were as follows for the years ended December 31 :

2016 2015 2014

United States Plans Weighted average discount rates 3.75% 4.00% 3.65%Expected long-term rate of return on assets 7.50% 7.50% 7.75%

Non-U.S. Plans Weighted average discount rates 0.86% - 2.50% 2.10% - 3.70% 1.80% - 3.60%Rate of increase in compensation levels 1.50% - 2.50% 2.00% - 2.50% 2.00% - 2.50%Expected long-term rate of return on assets 3.00% - 7.00% 3.00% - 7.00% 3.00% - 7.25%

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Each year, the assumptions used to calculate the benefit obligation are used to calculate the net periodic pension expense for the following year.

Set forth below is a detail of the net periodic pension expense for the defined benefit plans for the years ended December 31 :

2016 2015 2014

United States Plans Service cost $ — $ — $ —Interest cost 3.0 2.9 3.4Expected return on plan assets (5.0) (5.5) (5.7)Amortization of actuarial loss 1.6 1.5 1.5Amortization of prior service credit (0.3) (0.3) (0.3)Settlements 0.9 1.3 2.6

Net periodic pension expense (benefit) $ 0.2 $ (0.1) $ 1.5

Non-U.S. Plans Service cost $ 0.2 $ 0.2 $ 2.2Interest cost 5.0 5.6 6.9Expected return on plan assets (8.8) (9.6) (10.3)Amortization of actuarial loss 1.4 2.0 4.0

Net periodic pension expense (benefit) $ (2.2) $ (1.8) $ 2.8

Set forth below is a detail of other changes in plan assets and benefit obligations recognized in other comprehensive income (loss) for the year ended December 31:

2016 2015 2014

United States Plans Current year actuarial loss $ 1.6 $ 4.3 $ 8.4Amortization of actuarial loss (1.6) (1.5) (1.5)Amortization of prior service credit 0.3 0.3 0.3Settlements (0.9) (1.3) (2.6)

Total recognized in other comprehensive income (loss) $ (0.6) $ 1.8 $ 4.6

Non-U.S. Plans Current year actuarial loss $ 20.5 $ 2.0 $ 10.7Amortization of actuarial loss (1.4) (2.0) (4.0)Current year prior service cost — (0.1) —Curtailments — — (5.9)

Total recognized in other comprehensive income (loss) $ 19.1 $ (0.1) $ 0.8

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The following table sets forth the changes in the benefit obligation and the plan assets during the year and the funded status of the defined benefit plans atDecember 31 :

2016 2015

U.S. Plans Non-U.S.

Plans U.S. Plans Non-U.S.Plans

Change in benefit obligation Projected benefit obligation at beginning of year $ 77.3 $ 156.1 $ 83.4 $ 170.8Service cost — 0.2 — 0.2Interest cost 3.0 5.0 2.9 5.6Actuarial (gain) loss 1.2 34.6 (1.4) (4.6)Benefits paid (4.2) (5.4) (4.2) (6.9)Employee contributions — 0.1 — 0.1Settlements (1.6) — (3.4) —Business combination benefit obligation — 2.5 — —Foreign currency exchange rate changes — (27.9) — (9.1)

Projected benefit obligation at end of year $ 75.7 $ 165.2 $ 77.3 $ 156.1

Accumulated benefit obligation at end of year $ 75.7 $ 164.7 $ 77.3 $ 155.6

Change in plan assets Fair value of plan assets at beginning of year $ 68.4 $ 144.7 $ 76.3 $ 155.9Actual return on plan assets 4.6 21.1 (0.3) 2.9Employer contributions — 3.2 — 0.8Employee contributions — 0.1 — 0.1Benefits paid (4.2) (5.4) (4.2) (6.9)Settlements (1.6) — (3.4) —Foreign currency exchange rate changes — (24.8) — (8.1)

Fair value of plan assets at end of year $ 67.2 $ 138.9 $ 68.4 $ 144.7

Funded status at end of year $ (8.5) $ (26.3) $ (8.9) $ (11.4)

Amounts recognized in the consolidated balance sheets consist of: Noncurrent liabilities $ (8.5) $ (26.3) $ (8.9) $ (11.4)

Components of accumulated other comprehensive income (loss) consist of: Actuarial loss $ 42.7 $ 53.3 $ 43.6 $ 40.8Prior service credit (0.6) (0.1) (0.9) (0.1)Deferred taxes (14.4) (9.0) (14.6) (6.2)Change in statutory tax rate (1.2) (1.6) (1.2) (1.5)Foreign currency translation adjustment — 6.1 — (0.1)

$ 26.5 $ 48.7 $ 26.9 $ 32.9

The projected benefit obligation included in the table above represents the actuarial present value of benefits attributable to employee service rendered to date,including the effects of estimated future pay increases. The accumulated benefit obligation also reflects the actuarial present value of benefits attributable toemployee service rendered to date, but does not include the effects of estimated future pay increases.

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Expected amortization of amounts included in accumulated other comprehensive income (loss) to be recognized in net periodic benefit cost in 2017 are:

Amount Net of taxActuarial loss $ 4.1 $ 2.7Prior service credit $ (0.3) $ (0.2)

The Company expects to contribute $3.0 million to its non-U.S. pension plans in 2017 . The Company does no t expect to contribute to its U.S. pension plans in2017 .

Pension benefit payments are made from assets of the pension plans. Future pension benefit payments expected to be paid from assets of the pension plans are:

U.S. Plans Non-U.S. Plans

2017 $ 6.5 $ 5.32018 6.2 5.42019 6.2 6.22020 5.8 6.02021 5.7 6.22021 - 2025 25.4 34.4

$ 55.8 $ 63.5

The expected long-term rate of return on defined benefit plan assets reflects management’s expectations of long-term rates of return on funds invested to providefor benefits included in the projected benefit obligations. The Company has established the expected long-term rate of return assumption for plan assets byconsidering the historical rates of return over a period of time that is consistent with the long-term nature of the underlying obligations of these plans as well as aforward-looking rate of return. The historical and forward-looking rates of return for each of the asset classes used to determine the Company's estimated rate ofreturn assumption were based upon the rates of return earned or expected to be earned by investments in the equivalent benchmark market indices for each of theasset classes.

Expected returns for most of the Company's pension plans are based on a calculated market-related value of assets. Under this methodology, asset gains and lossesresulting from actual returns that differ from the Company’s expected returns are recognized in the market-related value of assets ratably over three years.

The pension plans maintain an investment policy that, among other things, establishes a portfolio asset allocation methodology with percentage allocation bandsfor individual asset classes. The investment policy provides that investments are reallocated between asset classes as balances exceed or fall below the appropriateallocation bands.

The following is the actual allocation percentage and target allocation percentage for the Company's U.S. pension plan assets at December 31:

2016 Actual

Allocation

2015 Actual

Allocation Target Allocation

Range

U.S. equity securities 45.4% 51.9% 36.0% - 54.0%Non-U.S. equity securities 19.7% 12.4% 16.0% - 24.0%Fixed income securities 33.9% 35.1% 30.0% - 40.0%Money market 1.0% 0.6% 0.0% - 10.0%

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The following is the actual allocation percentage and target allocation percentage for the Company's U.K. pension plan assets at December 31 :

2016 Actual

Allocation

2015 Actual

Allocation Target Allocation

U.K. equity securities 21.2% 21.2% 21.0%Non-U.K. equity securities 48.8% 48.3% 49.0%Fixed income securities 30.0% 30.5% 30.0%

The Company maintains a pension plan for certain employees in the Netherlands which has purchased annuity contracts to meet its obligations.

The defined benefit pension plans do not have any direct ownership of Hyster-Yale common stock.

The fair value of each major category of U.S. plan assets for the Company’s pension plans are valued using quoted market prices in active markets for identicalassets, or Level 1 in the fair value hierarchy. The fair value of each major category of Non-U.S. plan assets for the Company’s pension plans are valued usingobservable inputs, either directly or indirectly, other than quoted market prices in active markets for identical assets, or Level 2 in the fair value hierarchy.Following are the values as of December 31 :

Level 1 Level 2

2016 2015 2016 2015

U.S. equity securities $ 30.5 $ 35.5 $ 20.4 $ 21.1U.K. equity securities — — 26.7 28.1Non-U.S., non-U.K. equity securities 13.3 8.5 42.0 43.0Fixed income securities 22.7 24.0 49.8 52.5Money market 0.7 0.4 — —

Total $ 67.2 $ 68.4 $ 138.9 $ 144.7

Defined Contribution Plans: The Company has defined contribution (401(k)) plans for substantially all U.S. employees and similar plans for employees outsideof the United States. The Company generally matches employee contributions based on plan provisions. In addition, the Company has defined contributionretirement plans whereby the contribution to participants is determined annually based on a formula that includes the effect of actual compared with targetedoperating results and the age and compensation of the participants. Total costs, including Company contributions, for these plans were $21.2 million , $23.5 millionand $21.6 million in 2016 , 2015 and 2014 , respectively.

NOTE 10—Inventories

Inventories are stated at the lower of cost or market. Cost is determined under the last-in, first-out (“LIFO”) method primarily for manufactured inventories,including service parts, in the United States. At December 31, 2016 and 2015 , 54% and 58% , respectively, of total inventories were determined using the LIFOmethod.

The first-in, first-out (“FIFO”) method is used with respect to all other inventories. Reserves are maintained for estimated obsolescence or excess inventory equalto the difference between the cost of inventory and the net realizable value based upon assumptions about future demand and market conditions. Upon asubsequent sale or disposal of the impaired inventory, the corresponding reserve for impaired value is relieved to ensure that the cost basis of the inventory reflectsany write-downs.

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Inventories are summarized as follows:

December 31

2016 2015

Finished goods and service parts $ 171.9 $ 153.0Work in process 26.1 7.2Raw materials 191.4 184.8

Total manufactured inventories 389.4 345.0LIFO reserve (37.2) (40.4)

Total inventory $ 352.2 $ 304.6

NOTE 11—Property, Plant and Equipment, Net

Property, plant and equipment are recorded at cost. Depreciation and amortization are provided in amounts sufficient to amortize the cost of the assets, includingassets recorded under capital leases, over their estimated useful lives using the straight-line method. Buildings are generally depreciated using a 20, 40 or 50-yearlife, improvements to land and buildings are depreciated over estimated useful lives ranging up to 40 years and equipment is depreciated over estimated usefullives ranging from three to 15 years. Capital grants received for the acquisition of equipment are recorded as reductions of the related equipment cost and reducefuture depreciation expense. Repairs and maintenance costs are expensed when incurred.

The Company periodically evaluates long-lived assets, including intangible assets with finite lives, for impairment when changes in circumstances or theoccurrence of certain events indicate the carrying amount of an asset may not be recoverable. Upon identification of indicators of impairment, the Companyevaluates the carrying value of the asset by comparing the estimated future undiscounted cash flows generated from the use of the asset and its eventual dispositionwith the asset’s net carrying value. If the carrying value of an asset is considered impaired, an impairment charge is recorded for the amount that the carrying valueof the long-lived asset exceeds its fair value. Fair value is estimated as the price that would be received to sell an asset or paid to transfer a liability in an orderlytransaction between market participants at the measurement date.

Property, plant and equipment, net includes the following:

December 31

2016 2015

Land and land improvements $ 26.3 $ 19.6Plant and equipment 645.1 569.3

Property, plant and equipment, at cost 671.4 588.9Allowances for depreciation and amortization (416.3) (404.4)

$ 255.1 $ 184.5

Total depreciation and amortization expense on property, plant and equipment was $34.5 million , $28.4 million and $29.7 million during 2016 , 2015 , and 2014 ,respectively.

NOTE 12—Goodwill and Intangible Assets

The Company evaluates the carrying amount of goodwill and indefinite-lived intangible assets for impairment annually as of May 1 st and between annualevaluations if changes in circumstances or the occurrence of certain events indicate potential impairment. The Company uses either a qualitative or quantitativeanalysis to determine whether fair value exceeds carrying value. Goodwill impairment testing for 2016 was performed using a qualitative analysis by assessingcertain trends and factors, including projected market outlook and growth rates, forecasted and actual sales and operating profit margins, discount rates, industrydata and other relevant qualitative factors. Indefinite lived intangible asset testing was performed for 2016 using a qualitative analysis. The results of the testingindicated goodwill and indefinite-lived intangible assets were not impaired.

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The following table summarizes intangible assets, other than goodwill, recorded in the consolidated balance sheets:

December 31, 2016 Gross Carrying Amount Accumulated Amortization Net Balance

Intangible assets not subject to amortization Trademarks $ 15.8 $ — $ 15.8

Intangible assets subject to amortization Customer and contractual relationships 27.9 (2.9) 25.0Patents and technology 16.3 (2.0) 14.3Trademarks 1.2 (0.1) 1.1

Total $ 61.2 $ (5.0) $ 56.2

December 31, 2015 Gross Carrying Amount Accumulated Amortization Net Balance

Customer and contractual relationships $ 0.1 $ — $ 0.1Patents and technology 2.8 (0.4) 2.4Trademarks 1.2 (0.1) 1.1

Total $ 4.1 $ (0.5) $ 3.6

Amortization expense for intangible assets, which is recognized on a straight-line basis over the estimated useful life of the related asset, was $4.6 million and $0.5million in 2016 and 2015 , respectively. Expected annual amortization expense of other intangible assets, based upon December 31, 2016 U.S. dollar values, for thenext five years is as follows: $5.0 million in 2017 , $5.0 million in 2018 , $4.7 million in 2019 , $4.6 million in 2020 and $3.7 million in 2021 . The weighted-average amortization period for intangible assets is as follows:

Intangible assets subject to amortization Weighted-Average Useful Lives (Years)

Customer relationships 11Engineering drawings 10Non-compete agreement 3Patents 8Trademarks 20

The following table summarizes goodwill by segment as of December 31, 2016:

Carrying Amount of Goodwill

Americas Bolzoni Total

Balance at January 1, 2016 $ — $ — $ —Additions 1.7 54.2 55.9Foreign currency translation — (5.2) (5.2)

Balance at December 31, 2016 $ 1.7 $ 49.0 $ 50.7

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NOTE 13—Current and Long-Term Financing

The following table summarizes available and outstanding borrowings:

December 31

2016 2015

Total outstanding borrowings: Revolving credit agreements $ 116.0 $ —Other debt 68.5 32.1Capital lease obligations 26.7 21.0

Total debt outstanding $ 211.2 $ 53.1

Current portion of borrowings outstanding $ 129.0 $ 33.5

Long-term portion of borrowings outstanding $ 82.2 $ 19.6

Total available borrowings, net of limitations, under revolving credit agreements $ 291.2 $ 242.4

Unused revolving credit agreements $ 175.2 $ 242.4

Weighted average stated interest rate on total borrowings 4.4% 9.1%

Annual maturities of total debt, excluding capital leases, are as follows:

2017 $ 121.52018 50.02019 9.02020 3.82021 0.2

$ 184.5

Interest paid on total debt was $5.6 million , $3.6 million and $2.7 million during 2016 , 2015 and 2014 , respectively.

The Company has a $240.0 million secured, floating-rate revolving credit facility (the "Facility”) that expires in April 2021. There were $106.0 million borrowingsoutstanding under the facility at December 31, 2016 . The excess availability under the Facility, at December 31, 2016 , was $127.7 million , which reflectsreductions of $6.3 million for letters of credit. The Facility consists of a U.S. revolving credit facility of $140.0 million and a non-U.S. revolving credit facility of$100.0 million. The Facility can be increased up to $340.0 million over the term of the agreement in minimum increments of $10.0 million subject to certainconditions. The obligations under the Facility are generally secured by a lien on the working capital assets of the borrowers in the Facility, which include but arenot limited to, cash and cash equivalents, accounts receivable and inventory. The approximate book value of assets held as collateral under the Facility was $530million as of December 31, 2016 .

Borrowings bear interest at a floating rate that can be a base rate or LIBOR, as defined in the Facility, plus an applicable margin. The applicable margins, effectiveDecember 31, 2016 , for U.S. base rate loans and LIBOR loans were 0.50% and 1.50% , respectively. The applicable margins, effective December 31, 2016 , fornon-U.S. base rate loans and LIBOR loans was 1.50% . The applicable LIBOR interest rates under the Facility on December 31, 2016 were 2.25% and 1.50% ,respectively, for the U.S. and non-U.S. facility including the applicable floating rate margin. The interest rate under the Facility on December 31, 2016 was 2.25%including the applicable floating rate margin. The Facility also requires the payment of a fee on the unused commitments. As of December 31, 2016 , the applicableunused fee was 0.350% per annum.

The Facility includes restrictive covenants, which, among other things, limit additional borrowings and investments of the Company and its subsidiaries subject tocertain thresholds, as defined in the Facility, and limits the payment of dividends. If the minimum availability threshold, as defined in the Facility, is greater thanfifteen percent and less than twenty percent for both total and U.S. revolving credit facilities, the Company may pay dividends subject to maintaining a certain levelof availability prior to and upon payment of a dividend and achieving a minimum fixed charge coverage ratio of 1.00 to 1.00, as defined in the Facility. If theminimum availability threshold, as defined in the Facility, is greater than twenty percent for both total and U.S. revolving credit facilities, the Company may paydividends without any minimum fixed charge coverage ratio requirement. The

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Facility also requires the Company to achieve a minimum fixed charge coverage ratio in certain circumstances in which total excess availability is less than tenpercent of the total commitments under the Facility or excess availability under the U.S. revolving credit facility is less than ten percent of the U.S. revolvercommitments, as defined in the Facility. At December 31, 2016, the Company was in compliance with the covenants in the Facility.

As part of the acquisition of Bolzoni, the Company acquired debt with the fair value of $44.3 million as of April 1, 2016. The debt acquired included short-termand long-term borrowings with variable rates based on the Euribor. The variable rates range from 0.60% to 7.00% with maturities from 2017 to 2020.

The Company had other borrowings outstanding, excluding capital leases, of approximately $78.5 million at December 31, 2016 , including $38.6 million relatingto Bolzoni. In addition to the excess availability under the Facility, the Company had remaining availability of $47.5 million related to other non-U.S. revolvingcredit agreements.

NOTE 14—Leasing Arrangements

The Company leases certain office, manufacturing and warehouse facilities and machinery and equipment under noncancellable capital and operating leases thatexpire at various dates through 2023. Many leases include renewal and/or fair value purchase options.

Future minimum capital and operating lease payments at December 31, 2016 are:

CapitalLeases

OperatingLeases

2017 $ 8.0 $ 18.42018 7.2 14.22019 5.6 7.62020 4.6 4.52021 2.2 1.7Subsequent to 2021 — 2.0

Total minimum lease payments 27.6 $ 48.4

Amounts representing interest 0.9 Present value of net minimum lease payments 26.7 Current maturities 7.5

Long-term capital lease obligation $ 19.2

Rental expense for all operating leases was $17.3 million , $18.3 million and $18.4 million for 2016 , 2015 and 2014 , respectively. The Company also recognized$5.3 million , $2.7 million and $5.3 million for 2016 , 2015 and 2014 , respectively, in rental income on subleases of equipment. These subleases were primarilyrelated to lift trucks in which the Company records revenues over the term of the lease in accordance with the rental agreements with its customers. The subleaserental income for these lift trucks is included in “Revenues” and the related rent expense is included in “Cost of sales” in the Consolidated Statements ofOperations for each period. Aggregate future minimum rentals to be received under noncancellable subleases of lift trucks as of December 31, 2016 are $21.8million .

Assets recorded under capital leases are included in property, plant and equipment and consist of the following:

December 31

2016 2015

Plant and equipment $ 37.5 $ 30.6Less accumulated amortization (8.1) (7.4)

$ 29.4 $ 23.2

Amortization of plant and equipment under capital leases is included in depreciation expense. Capital lease obligations of $12.8 million , $15.2 million and $6.5million were incurred in connection with lease agreements to acquire machinery and equipment during 2016 , 2015 and 2014 , respectively.

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NOTE 15—Product Warranties

The Company provides a standard warranty on its lift trucks, generally for six to twelve months or 1,000 to 2,000 hours . For certain components in some series oflift trucks, the Company provides a standard warranty of two to three years or 4,000 to 6,000 hours . The Company estimates the costs which may be incurredunder its standard warranty programs and records a liability for such costs at the time product revenue is recognized.

In addition, the Company sells separately-priced extended warranty agreements that generally provide a warranty for an additional two to five years or up to 2,400to 10,000 hours . The specific terms and conditions of those warranties vary depending upon the product sold and the country in which the Company does business.Revenue received for the sale of extended warranty contracts is deferred and recognized in the same manner as the costs incurred to perform under the warrantycontracts.

The Company also maintains a quality enhancement program under which it provides for specifically identified field product improvements in its warrantyobligation. Accruals under this program are determined based on estimates of the potential number of claims and the cost of those claims based on historical costs.

The Company periodically assesses the adequacy of its recorded warranty liabilities and adjusts the amounts as necessary. Factors that affect the warranty liabilityinclude the number of units sold, historical and anticipated rates of warranty claims and the cost per claim.

Changes in the Company's current and long-term warranty obligations, including deferred revenue on extended warranty contracts, are as follows:

2016 2015

Balance at January 1 $ 55.5 $ 51.1Current year warranty expense 35.4 34.7Change in estimate related to pre-existing warranties (10.1) (3.1)Payments made (27.9) (25.8)Foreign currency effect (0.6) (1.4)

Balance at December 31 $ 52.3 $ 55.5

NOTE 16—Contingencies

Various legal and regulatory proceedings and claims have been or may be asserted against the Company relating to the conduct of its businesses, including productliability, environmental and other claims. These proceedings and claims are incidental to the ordinary course of business. Management believes that it hasmeritorious defenses and will vigorously defend the Company in these actions. Any costs that management estimates will be paid as a result of these claims areaccrued when the liability is considered probable and the amount can be reasonably estimated. Although the ultimate disposition of these proceedings is notpresently determinable, management believes, after consultation with its legal counsel, that the likelihood is remote that costs will be incurred materially in excessof accruals already recognized.

NOTE 17—Guarantees

Under various financing arrangements for certain customers, including independent retail dealerships, the Company provides recourse or repurchase obligationssuch that it would be obligated in the event of default by the customer. Terms of the third-party financing arrangements for which the Company is providingrecourse or repurchase obligations generally range from one to five years. Total amounts subject to recourse or repurchase obligations at December 31, 2016 and2015 were $149.3 million and $179.8 million , respectively. As of December 31, 2016 , losses anticipated under the terms of the recourse or repurchase obligationswere not significant and reserves have been provided for such losses based on historical experience in the accompanying consolidated financial statements. TheCompany generally retains a security interest in the related assets financed such that, in the event the Company would become obligated under the terms of therecourse or repurchase obligations, the Company would take title to the assets financed. The fair value of collateral held at December 31, 2016 was approximately$195.6 million based on Company estimates. The Company estimates the fair value of the collateral using

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information regarding the original sales price, the current age of the equipment and general market conditions that influence the value of both new and used lifttrucks. The Company also regularly monitors the external credit ratings of the entities for which it has provided recourse or repurchase obligations. As ofDecember 31, 2016 , the Company did not believe there was a significant risk of non-payment or non-performance of the obligations by these entities; however,there can be no assurance that the risk may not increase in the future. In addition, the Company has an agreement with WF to limit its exposure to losses at certaineligible dealers. Under this agreement, losses related to $33.5 million of recourse or repurchase obligations for these certain eligible dealers are limited to 7.5% oftheir original loan balance, or $7.1 million as of December 31, 2016 . The $33.5 million is included in the $149.3 million of total amounts subject to recourse orrepurchase obligations at December 31, 2016 .

Generally, the Company sells lift trucks through its independent dealer network or directly to customers. These dealers and customers may enter into a financingtransaction with HYGFS or other unrelated third parties. HYGFS provides debt and lease financing to both dealers and customers. On occasion, the credit qualityof a customer or credit concentration issues within WF may require the Company to provide recourse or repurchase obligations of the lift trucks purchased bycustomers and financed through HYGFS. At December 31, 2016 , approximately $130.3 million of the Company's total recourse or repurchase obligations of$149.3 million related to transactions with HYGFS. In connection with the joint venture agreement, the Company also provides a guarantee to WF for 20% ofHYGFS’ debt with WF, such that the Company would become liable under the terms of HYGFS’ debt agreements with WF in the case of default by HYGFS. AtDecember 31, 2016 , loans from WF to HYGFS totaled $860.7 million . Although the Company’s contractual guarantee was $172.1 million , the loans by WF toHYGFS are secured by HYGFS’ customer receivables, of which the Company guarantees $130.3 million . Excluding the HYGFS receivables guaranteed by theCompany from HYGFS’ loans to WF, the Company’s incremental obligation as a result of this guarantee to WF is $151.4 million , which is secured by 20% ofHYGFS' customer receivables and other secured assets of $229.7 million . HYGFS has not defaulted under the terms of this debt financing in the past, andalthough there can be no assurances, the Company is not aware of any circumstances that would cause HYGFS to default in future periods.

The following table includes the exposure amounts related to the Company's guarantees at December 31, 2016 :

HYGFS TotalTotal recourse or repurchase obligations $ 130.3 $ 149.3Less: exposure limited for certain dealers 33.5 33.5Plus: 7.5% of original loan balance 7.1 7.1 103.9 122.9Incremental obligation related to guarantee to WF 151.4 151.4

Total exposure related to guarantees $ 255.3 $ 274.3

NOTE 18—Equity Investments and Related Party TransactionsThe Company maintains an interest in one variable interest entity, HYGFS. HYGFS is a joint venture with WF formed primarily for the purpose of providingfinancial services to independent Hyster ® and Yale ® lift truck dealers and National Account customers in the United States and is included in the Americassegment. The Company does not have a controlling financial interest or have the power to direct the activities that most significantly affect the economicperformance of HYGFS. Therefore, the Company has concluded that the Company is not the primary beneficiary and uses the equity method to account for its20% interest in HYGFS. The Company does not consider its variable interest in HYGFS to be significant.

Generally, the Company sells lift trucks through its independent dealer network or directly to customers. These dealers and customers may enter into a financingtransaction with HYGFS or other unrelated third parties. HYGFS provides debt financing to dealers and lease financing to both dealers and customers. HYGFS’total purchases of Hyster ® and Yale ® lift trucks from dealers, and directly from the Company such that HYGFS could provide retail lease financing to customersfor the years ended December 31, 2016 , 2015 and 2014 were $438.8 million , $483.2 million and $465.9 million , respectively. Of these amounts, $69.4 million ,$78.6 million and $94.6 million for the years ended December 31, 2016 , 2015 and 2014 , respectively, were invoiced directly from the Company to HYGFS sothat the customer could obtain operating lease financing from HYGFS. Amounts receivable from HYGFS at December 31, 2016 and 2015 were $12.1 million and$7.7 million , respectively. The Company provides recourse for certain financing provided by HYGFS to its dealers and customers. In addition, the Company alsoprovides a guarantee to WF for their portion of HYGFS' debt. Refer to Note 17 for additional details relating to the guarantees provided to WF.

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In addition to providing financing to dealers, HYGFS provides operating lease financing to the Company. Operating lease obligations primarily relate to specificsale-leaseback-sublease transactions for certain customers whereby the Company sells lift trucks to HYGFS, leases these lift trucks back under an operating leaseagreement and then subleases those lift trucks to customers under an operating lease agreement. Total obligations to HYGFS under the operating lease agreementswere $17.2 million and $14.3 million at December 31, 2016 and 2015 , respectively. In addition, the Company provides certain subsidies to its dealers that are paiddirectly to HYGFS. Total subsidies were $2.8 million , $2.8 million and $3.0 million for 2016 , 2015 and 2014 , respectively.

The Company provides certain services to HYGFS for which it receives compensation under the terms of the joint venture agreement. The services consistprimarily of administrative functions and remarketing services. Total income recorded by the Company related to these services was $9.8 million in 2016 , $14.6million in 2015 and $12.0 million in 2014 . In addition, in December 2015, the Company received $5.0 million as an amendment fee, that was deferred and is beingrecognized over the remaining term of the agreement which expires in December 2018.

The Company has a 50% ownership interest in SN, a limited liability company which was formed primarily to manufacture and distribute Sumitomo-branded lifttrucks in Japan and export Hyster ® - and Yale ® - branded lift trucks and related components and service parts outside of Japan. The Company purchases productsfrom SN under agreed-upon terms. The Company’s ownership in SN is also accounted for using the equity method of accounting and is included in the JAPICsegment. The Company purchases products from SN under normal trade terms based on current market prices. In 2016 , 2015 and 2014 , purchases from SN were$55.0 million , $57.1 million and $70.7 million , respectively. Amounts payable to SN at December 31, 2016 and 2015 were $16.5 million and $15.8 million ,respectively.

The Company recognized income of $0.5 million , $0.3 million and $1.1 million for payments from SN for use of technology developed by the Company that isincluded in “Revenues” in the Consolidated Statements of Operations for the years ended December 31, 2016 , 2015 and 2014 , respectively.

Summarized unaudited financial information for equity investments is as follows:

2016 2015 2014

Statement of Operations Revenues $ 326.7 $ 315.0 $ 361.9Gross profit $ 103.4 $ 98.7 $ 108.3Income from continuing operations $ 25.5 $ 23.1 $ 21.7Net income $ 25.5 $ 23.1 $ 21.7Balance Sheet Current assets $ 115.5 $ 103.2 Non-current assets $ 1,272.2 $ 1,148.0 Current liabilities $ 117.2 $ 138.0 Non-current liabilities $ 1,138.0 $ 985.1

At December 31, 2016 and 2015 , the investment in HYGFS was $13.8 million and $14.8 million , respectively, and the investment in SN was $31.6 million and$28.1 million , respectively. Bolzoni's investment in unconsolidated affiliates was $0.5 million at December 31, 2016 . The investments are included in“Investment in Unconsolidated Affiliates” in the Consolidated Balance Sheets. The Company received dividends of $4.8 million and $2.3 million from HYGFS in2016 and 2015 , respectively. The Company received dividends of $0.3 million and $0.2 million from SN in 2016 and 2015 , respectively. No dividends werereceived from HYGFS or SN in 2014 . The Company contributed $0.7 million to HYGFS in 2014 . No contributions were made in 2016 or 2015 .

NOTE 19—Acquisitions

On April 1, 2016, the Company's indirect wholly owned subsidiary, Hyster-Yale Capital Holding Italy S.r.l. (“HY Italy”), acquired 100% of the outstanding sharesof Penta Holding S.p.A. ("Penta") from its shareholders for an aggregatecash purchase price of €53.5 million (approximately $60.9 million as of April 1, 2016), which includes the value of the majority stake (approximately 50.5% ) ofBolzoni owned by Penta, as well as Penta's other assets and other liabilities.

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Subsequent to the completion of the acquisition of Penta, HY Italy, in compliance with Italian law and CONSOB regulations, commenced the steps to launch amandatory tender offer in Italy for all of the remaining outstanding shares of Bolzoni, with the intention to achieve the delisting of Bolzoni following completion ofthe mandatory tender offer and the processes related thereto.

During the second and third quarters of 2016, HY Italy acquired the remaining outstanding interest in Bolzoni for €55.4 million or approximately $62.2 million ,which was funded using cash on hand and borrowings under the Facility. On July 6, 2016, Bolzoni was delisted from the Italian stock exchange.

The acquisition of Bolzoni adds a broader range of forklift truck attachments, forks and lift tables to the Company's suite of products and provides an importantplatform for additional growth. The acquisition of Bolzoni has been accounted for using the acquisition method of accounting, which requires, among other things,the assets acquired and liabilities assumed be recognized at their respective fair values as of the acquisition date. The process of estimating the fair values ofintangible assets and certain tangible assets and assumed liabilities requires the use of judgment in determining the appropriate assumptions and estimates. Theallocation of the purchase price is preliminary as the Company has not yet finalized its analysis of the fair value of contingent obligations and income taxes.

The following table summarizes the preliminary estimated fair values of the assets acquired and the liabilities assumed of Bolzoni as of April 1, 2016:

Acquired Assets and Liabilities Preliminary Fair Value

Cash $ 8.0Accounts receivable 34.0Inventories 31.5Property, plant and equipment 43.3Intangible Assets 54.8Other assets 0.5Total assets acquired $ 172.1Accounts payable 32.7Total debt 44.3Long-term deferred tax liabilities 11.5Other liabilities 8.0Total liabilities assumed $ 96.5Noncontrolling interest 5.7Net assets acquired $ 69.9Initial purchase price $ 60.9Interest acquired in mandatory tender offer $ 63.2

Goodwill $ 54.2

Acquired Intangible Assets Fair Value Weighted-Average Useful Lives (Years) Valuation Method

Customer relationships $ 22.1 13 Excess EarningsTrademarks 17.1 Indefinite Relief from RoyaltyEngineering drawings 12.5 10 Reproduction CostPatents 2.1 10 Relief from RoyaltyNon-compete agreement 1.0 3 Lost ProfitTotal $ 54.8

The fair value of accounts receivable acquired was $34.0 million with the gross contractual amount being $34.0 million . At the time of the acquisition, theCompany expected to collect all accounts receivable. The $54.2 million of goodwill was assigned to the Bolzoni segment. The goodwill recognized is attributableprimarily to expected synergies and the assembled workforce of

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Bolzoni. None of the goodwill is expected to be deductible for income tax purposes. The results of Bolzoni’s operations have been included in the consolidatedfinancial statements since the acquisition date and are reflected in the Bolzoni segment. Pro forma information has not been presented as it would not be materiallydifferent from historical reported results of operations.

In April 2016, the Company entered into a non-cash working capital transaction to acquire a telematics installation and distribution business with intangibles ofapproximately $8.1 million . The results of operations of this acquired business have been included in the America's segment since the date of acquisition and arenot material to the Company's results of operations, financial position or cash flows.

The Company recognized $6.6 million of acquisition-related costs during 2016, which is included in the Americas segment. These costs are included in the line“Selling, general and administrative expenses” in the Consolidated Statement of Operations.

NOTE 20—Other Events and Transactions

In June 2014, Hyster-Yale Brasil Empilhadeiras Ltda. (“HYG Brasil”), an indirect, wholly-owned subsidiary of the Company, completed the sale of real estate andan operating facility to Synergy Empreendimentos E Participacoes Ltda. During 2014, HYG Brasil received $8.2 million related to the sale and recognized a gainof $17.7 million , which is included on the line “Gain on sale of assets” in the Consolidated Statements of Operations. The proceeds from the sale are included inthe Investing Activities section of the Consolidated Statements of Cash Flows and were used for the construction of a new facility in Brazil. An upfront payment of$9.9 million was received in 2013, when the sale agreement was executed. In addition, $0.8 million was deposited into an escrow account which will be released toHYG Brasil upon conclusion of certain environmental remediation activities.

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SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTSHYSTER-YALE MATERIALS HANDLING, INC. AND SUBSIDIARIES

YEAR ENDED DECEMBER 31, 2016 , 2015 AND 2014

Additions

Description

Balance atBeginning of

Period

Charged toCosts andExpenses

Charged toOther Accounts— Describe (A)

Deductions— Describe

Balance atEnd of

Period (B)

(In millions)2016

Reserves deducted from asset accounts: Allowance for doubtful accounts (C) $ 12.8 $ 6.3 $ (2.7) $ 1.5 (D) $ 14.9

2015 Reserves deducted from asset accounts:

Allowance for doubtful accounts (C) $ 16.3 $ 4.9 $ (2.1) $ 6.3 (D) $ 12.82014

Reserves deducted from asset accounts: Allowance for doubtful accounts (C) $ 15.4 $ 2.1 $ (0.7) $ 0.5 (D) $ 16.3

(A) Foreign currency translation adjustments and other.(B) Balances which are not required to be presented and those which are immaterial have been omitted.(C) Includes allowance of receivables classified as long-term of $4.6 million , $4.5 million and $5.4 million in 2016 , 2015 and 2014 , respectively.(D) Write-offs, net of recoveries.

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EXHIBIT INDEX

(2) Plan of Acquisition, Reorganization, Arrangement, Liquidation or Succession.

2.1 Separation Agreement, dated as of September 28, 2012, by and between NACCO Industries, Inc. and Hyster-Yale Materials Handling, Inc. isincorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, dated October 4, 2012, Commission File No. 1-35646.

2.2

Purchase Agreement, dated February 14, 2016, by and among Hyster-Yale Materials Handling, Inc., as Purchaser, and Emilio Bolzoni, RobertoScotti, Franco Bolzoni, Paolo Mazzoni and Pier Luigi Magnelli, as Sellers is incorporated by reference to Exhibit 2.1 to the Company's CurrentReport on Form 8-K, dated February 14, 2016, Commission File Number 000-54799.

2.3

Amendment Agreement, dated April 1, 2016, by and among Hyster-Yale Capital Holding Italy S.r.l., as Purchaser, and Emilio Bolzoni, RobertoScotti, Franco Bolzoni, Paolo Mazzoni and Pier Luigi Magnelli, as Sellers is incorporated by reference to Exhibit 2.1 to the Company's CurrentReport on Form 8-K, dated April 1, 2016, Commission File Number 000-54799.

(3) Articles of Incorporation and By-laws.

3.1(i)

Second Amended and Restated Certificate of Incorporation of Hyster-Yale Materials Handling, Inc. is incorporated by reference to Exhibit 3.1 toHyster-Yale Materials Handling, Inc.'s Amendment No. 5 to the Registration Statement on Form S-1, dated September 26, 2012, Commission FileNo. 333-182388.

3.1(ii) Amended and Restated By-laws of Hyster-Yale Materials Handling, Inc. are incorporated by reference to Exhibit 3.1 to the Company's CurrentReport on Form 8-K, dated February 17, 2015, Commission File No. 000-54799.

(4) Instruments defining the rights of security holders, including indentures.

4.1 Specimen of Hyster-Yale Materials Handling, Inc. Class A Common Stock certificate is incorporated by reference to Exhibit 4.1 to Hyster-YaleMaterials Handling, Inc.'s Registration Statement on Form S-1, dated June 28, 2012, Commission File No. 333-182388.

4.2 Specimen of Hyster-Yale Materials Handling, Inc. Class B Common Stock certificate is incorporated by reference to Exhibit 4.2 to Hyster-YaleMaterials Handling, Inc.'s Registration Statement on Form S-1, dated June 28, 2012, Commission File No. 333-182388.

(10) Material Contracts.

10.1

Separation Agreement, dated as of September 28, 2012, by and between NACCO Industries, Inc. and Hyster-Yale Materials Handling, Inc. isincorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, dated October 4, 2012, Commission File Number 1-35646.

10.2

Transition Services Agreement, dated as of September 28, 2012, by and between NACCO Industries, Inc. and Hyster-Yale Materials Handling, Inc.is incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K, dated October 4, 2012, Commission File Number 1-35646.

10.3

Amendment No. 1, effective April 1, 2013, to the Transition Services Agreement, dated as of September 28, 2012, by and between NACCOIndustries, Inc. and Hyster-Yale Materials Handling, Inc. is incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form10-Q for the quarter ended March 31, 2013, Commission File Number 000-54799.

10.4

Amendment No. 2, effective July 1, 2013, to the Transition Services Agreement, dated as of September 28, 2012, by and between NACCOIndustries, Inc. and Hyster-Yale Materials Handling, Inc. is incorporated by reference to Exhibit 10.3 to the Company's Quarterly Report on Form10-Q for the quarter ended June 30, 2013, Commission File Number 000-54799.

10.5

Tax Allocation Agreement, dated September 28, 2012, by and between NACCO Industries, Inc. and Hyster-Yale Materials Handling, Inc. isincorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K, dated October 4, 2012, Commission File Number 1-35646.

10.6

Stockholders' Agreement, dated as of September 28, 2012, by and among the Participating Stockholders (as defined therein), Hyster-Yale MaterialsHandling, Inc. and the Depository (as defined therein) is incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K,dated October 4, 2012, Commission File No. 1-35646.

10.7

First Amendment to Stockholders' Agreement, dated as of December 31, 2012, by and among the Depository, Hyster-Yale Materials Handling, Inc.,the new Participating Stockholder identified on the signature pages thereto and the Participating Stockholders under the Stockholders' Agreement,dated as of September 28, 2012, as amended, by and among the Depository, Hyster-Yale Materials Handling, Inc. and the ParticipatingStockholders is incorporated by reference to Exhibit 10.5 to the Company's Annual Report on Form 10-K, filed by the Company on February 19,2013, Commission File Number 000-54799.

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10.8

Second Amendment to Stockholders' Agreement, dated as of January 18, 2013, by and among the Depository, Hyster-Yale Materials Handling,Inc., the new Participating Stockholder identified on the signature pages thereto and the Participating Stockholders under the Stockholders'Agreement, dated as of September 28, 2012, as amended, by and among the Depository, Hyster-Yale Materials Handling, Inc. and the ParticipatingStockholders is incorporated by reference to Exhibit 10.6 to the Company's Annual Report on Form 10-K, filed by the Company on February 19,2013, Commission File Number 000-54799.

10.9

Third Amendment to Stockholders' Agreement, dated as of March 27, 2015, by and among the Depository, Hyster-Yale Materials Handling, Inc.,the new Participating Stockholder identified on the signature pages thereto and the Participating Stockholders under the Stockholders' Agreement,dated as of September 28, 2012, as amended, by and among the Depository, Hyster-Yale Materials Handling, Inc. and the ParticipatingStockholders is incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q, filed by the Company on April 29,2015, Commission File Number 000-54799.

10.10

Fourth Amendment to Stockholders' Agreement, dated as of December 29, 2015, by and among the Depository, Hyster-Yale Materials Handling,Inc., the new Participating Stockholder identified on the signature pages thereto and the Participating Stockholders under the Stockholders'Agreement, dated as of September 28, 2012, as amended, by and among the Depository, Hyster-Yale Materials Handling, Inc. and the ParticipatingStockholders is incorporated by reference to Exhibit 10 filed with Amendment No. 4 to the Statement on Schedule 13D, filed by the ReportingPersons named therein on February 16, 2016, Commission File Number 005-87003.

10.11

Fifth Amendment to Stockholders' Agreement, dated as of December 2, 2016, by and among the Depository, Hyster-Yale Materials Handling, Inc.,the new Participating Stockholder identified on the signature pages thereto and the Participating Stockholders under the Stockholders' Agreement,dated as of September 28, 2012, as amended, by and among the Depository, Hyster-Yale Materials Handling, Inc. and the ParticipatingStockholders is incorporated by reference to Exhibit No. 11 filed with Amendment No. 5 to the Statement on Schedule 13D, filed by the reportingpersons named therein on February 14, 2017, Commission File Number 005-38001.

10.12

Sixth Amendment to Stockholders' Agreement, dated as of December 22, 2016, by and among the Depository, Hyster-Yale Materials Handling,Inc., the new Participating Stockholder identified on the signature pages thereto and the Participating Stockholders under the Stockholders'Agreement, dated as of September 28, 2012, as amended, by and among the Depository, Hyster-Yale Materials Handling, Inc. and the ParticipatingStockholders is incorporated by reference to Exhibit No. 12 filed with Amendment No. 5 to the Statement on Schedule 13D, filed by the reportingpersons named therein on February 14, 2017, Commission File Number 005-38001.

10.13* The Hyster-Yale Group, Inc. Executive Excess Retirement Plan (Effective as of January 1, 2016) is filed herewith.10.14*

Hyster-Yale Materials Handling, Inc. Long-Term Equity Incentive Plan (Effective September 28, 2012) (incorporated by reference to Appendix Cto Hyster-Yale Materials Handling, Inc.'s Definitive Proxy Statement, filed with the Securities and Exchange Commission on March 18, 2013,Commission File No. 000-54799).

10.15*

Form Award Agreement for the Hyster-Yale Materials Handling, Inc. Long-Term Equity Incentive Plan (Effective as of the Spin-Off Date) isincorporated by reference to Exhibit 10.66 to Hyster-Yale Materials Handling, Inc.'s Amendment No. 3 to the Registration Statement on Form S-1,dated September 13, 2012, Commission File Number 333-182388.

10.16*

Form Award Agreement for the Hyster-Yale Materials Handling, Inc. Long-Term Equity Incentive Plan (Effective as of the Spin-Off Date) isincorporated by reference to Exhibit 10.12 to the Company's Annual Report on Form 10-K, filed by the Company on February 19, 2015,Commission File Number 000-54799.

10.17*

Hyster-Yale Materials Handling, Inc. Supplemental Long-Term Equity Incentive Plan (Effective as of the Spin-Off Date) is incorporated byreference to Exhibit 10.67 to Hyster-Yale Materials Handling, Inc.'s Amendment No. 3 to the Registration Statement on Form S-1, dated September13, 2012, Commission File Number 333-182388.

10.18*

Form Award Agreement for the Hyster-Yale Materials Handling, Inc. Supplemental Long-Term Equity Incentive Plan (Effective as of the Spin-OffDate) is incorporated by reference to Exhibit 10.68 to Hyster-Yale Materials Handling, Inc.'s Amendment No. 3 to the Registration Statement onForm S-1, dated September 13, 2012, Commission File Number 333-182388.

10.19*

Hyster-Yale Materials Handling, Inc. Non-Employee Directors' Equity Compensation Plan is incorporated by reference to Exhibit 10.69 to Hyster-Yale Materials Handling, Inc.'s Amendment No. 3 to the Registration Statement on Form S-1, dated September 13, 2012, Commission File Number333-182388.

10.20*

Hyster-Yale Materials Handling, Inc. and Subsidiaries Director Fee Policy (Amended Effective as of January 1, 2015) is incorporated by referenceto Exhibit 10.17 to the Company's Annual Report on Form 10-K, filed by the Company on February 19, 2015, Commission File Number 000-54799.

10.21*

Hyster-Yale Materials Handling, Inc. and Subsidiaries Director Fee Policy (Amended Effective as of January 1, 2016) is incorporated by referenceto Exhibit 10.20 to the Company's Annual Report on Form 10-K, filed by the Company on February 17, 2016, Commission File Number 000-54799.

10.22* Hyster-Yale Materials Handling, Inc. and Subsidiaries Director Fee Policy (Amended Effective as of January 1, 2017) is filed herewith.10.23* The Hyster-Yale Group, Inc. Unfunded Benefit Plan (As Amended and Restated as of January 1, 2016) is filed herewith.10.24* The Hyster-Yale Group, Inc. Long-Term Incentive Compensation Plan (Amended and Restated Effective as of January 1, 2016) is filed herewith.

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Table of Contents

10.25* The Hyster-Yale Group Inc. Annual Incentive Compensation Plan (Amended and Restated Effective as of January 1, 2016) is filed herewith.10.26*

Hyster-Yale Group, Inc. Excess Retirement Plan (Amended and Restated Effective January 1, 2016) is incorporated by reference to Exhibit 10.35to the Company's Annual Report on Form 10-K, filed by the Company on February 17, 2016, Commission File Number 000-54799.

10.27* Offer Letter, dated January 13, 2006, between Ralf A. Mock and NACCO Materials Handling Group is incorporated herein by reference to Exhibit10.29 to Hyster-Yale Materials Handling, Inc.'s Registration Statement on Form S-1, dated June 28, 2012, Commission File No. 333-182388.

10.28* Agreement and Deed, dated July 22, 2015, between Ralf Mock and NACCO Materials Handling Ltd is incorporated by reference to Exhibit 10.40to the Company's Annual Report on Form 10-K, filed by the Company on February 17, 2016, Commission File Number 000-54799.

10.29

Amendment, dated as of January 1, 1994, to the Third Amendment and Restated Operating Agreement dated as of November 7, 1991, betweenNACCO Materials Handling Group and AT&T Commercial Finance Corporation is incorporated by reference to Exhibit 10(c) to the Hyster-YaleQuarterly Report on Form 10-Q for the quarter ended September 30, 1994, Commission File Number 33-28812.

10.30

Equity joint venture contract, dated November 27, 1997, between Shanghai Perfect Jinqiao United Development Company Ltd., People’s Republicof China, NACCO Materials Handling Group, Inc., USA, and Sumitomo-Yale Company Ltd., Japan is incorporated by reference to Exhibit 10.3 toNMHG Holding Co.’s Registration Statement on Form S-4, dated May 28, 2002, Commission File Number 333-89248.

10.31

First Amended and Restated Recourse and Indemnity Agreement, dated November 21, 2013, by and among General Electric Capital Corporation,NMHG Financial Services, Inc, and NACCO Materials Handling Group, Inc. is incorporated by reference to Exhibit 10.36 to the Company'sAnnual Report on Form 10-K, filed by the Company on February 19, 2014, Commission File Number 000-54799.

10.32

Second Amended and Restated Joint Venture and Shareholders Agreement between General Electric Capital Corporation and NACCO MaterialsHandling Group, Inc., dated November 21, 2013 is incorporated by reference to Exhibit 10.37 to the Company's Annual Report on Form 10-K, filedby the Company on February 19, 2014, Commission File Number 000-54799.

10.33

Amendment to Second Amended and Restated Joint Venture and Shareholders Agreement between General Electric Capital Corporation andNACCO Materials Handling Group, Inc., dated November 21, 2013 is incorporated by reference to Exhibit 10.1 to the Company's Current Reporton Form 8-K, filed by the Company on December 29, 2015, Commission File Number 000-54799.

10.34

International Operating Agreement, dated April 15, 1998, between NACCO Materials Handling Group, Inc. and General Electric Capital Corp. (the“International Operating Agreement”) is incorporated by reference to Exhibit 10.7 to NMHG Holding Co.’s Registration Statement on Form S-4,dated May 28, 2002, Commission File Number 333-89248.

10.35

Guaranty Agreement, dated November 21, 2013, by NACCO Materials Handling Group, Inc. to General Electric Capital Corporation isincorporated by reference to Exhibit 10.41 to the Company's Annual Report on Form 10-K, filed by the Company on February 19, 2014,Commission File Number 000-54799.

10.36 Amendment No. 1 to the International Operating Agreement, dated as of October 21, 1998 is incorporated by reference to Exhibit 10.8 to NMHGHolding Co.’s Registration Statement on Form S-4, dated May 28, 2002, Commission File Number 333-89248.

10.37 Amendment No. 2 to the International Operating Agreement, dated as of December 1, 1999, is incorporated by reference to Exhibit 10.9 to NMHGHolding Co.’s Registration Statement on Form S-4, dated May 28, 2002, Commission File Number 333-89248.

10.38 Amendment No. 3 to the International Operating Agreement, dated as of May 1, 2000, is incorporated by reference to Exhibit 10.10 to NMHGHolding Co.’s Registration Statement on Form S-4, dated May 28, 2002, Commission File Number 333-89248.

10.39

Letter agreement, dated November 22, 2000, between General Electric Capital Corporation and NACCO Materials Handling Group, Inc. amendingthe International Operating Agreement is incorporated by reference to Exhibit 10.11 to NMHG Holding Co.’s Registration Statement on Form S-4,dated May 28, 2002, Commission File Number 333-89248.

10.40

A$ Facility Agreement, dated November 22, 2000, between GE Capital Australia and National Fleet Network Pty Limited is incorporated byreference to Exhibit 10.12 to NMHG Holding Co.’s Registration Statement on Form S-4, dated May 28, 2002, Commission File Number 333-89248.

10.41

Letter Agreement, dated March 12, 2004, between General Electric Capital Corporation and NACCO Materials Handling Group, Inc. amending theInternational Operating Agreement is incorporated by reference to Exhibit 10.36 to NMHG Holding Co.’s Quarterly Report on Form 10-Q for thequarter ended March 31, 2004, Commission File Number 333-89248.

10.42

Letter Agreement, dated December 15, 2004, between General Electric Capital Corporation and NACCO Materials Handling Group, Inc. amendingthe International Operating Agreement is incorporated by reference to Exhibit 10.1 to NMHG Holding Co.’s Current Report on Form 8-K, datedFebruary 18, 2005, Commission File Number 333-89248.

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Table of Contents

10.43

Letter Agreement, dated February 14, 2005, between General Electric Capital Corporation and NACCO Materials Handling Group, Inc. amendingthe International Operating Agreement is incorporated by reference to Exhibit 10.2 to NMHG Holding Co.’s Current Report on Form 8-K, datedFebruary 18, 2005, Commission File Number 333-89248.

10.44 Letter Agreement, dated March 28, 2005, between NACCO Materials Handling Group, Inc. and General Electric Capital Corporation isincorporated by reference to Exhibit 10.1 to NACCO’s Current Report on Form 8-K, dated April 1, 2005, Commission File Number 1-9172.

10.45 Letter Agreement, dated May 31, 2005, between NACCO Materials Handling Group, Inc. and General Electric Capital Corporation is incorporatedby reference to Exhibit 10.1 to NACCO’s Current Report on Form 8-K, dated June 6, 2005, Commission File Number 1-9172.

10.46

Amendment No. 5, dated September 29, 2005, to the International Operating Agreement between NACCO Materials Handling Group, Inc. andGeneral Electric Capital Corporation is incorporated by reference to Exhibit 10.1 to NMHG Holding Co.’s Current Report on Form 8-K, datedOctober 4, 2005, Commission File Number 333-89248.

10.47

Amendment No. 7, effective as of July 1, 2008, to the International Operating Agreement, dated as of April 15, 1998, by and between NACCOMaterials Handling Group, Inc. and General Electric Capital Corporation, is incorporated by reference to Exhibit 10.2 to NACCO’s Current Reporton Form 8-K, dated August 1, 2008, Commission File Number 1-9172.

10.48

Amendment No. 2, effective as of July 1, 2008, to the Recourse and Indemnity Agreement, dated as of October 21, 1998, by and among NACCOMaterials Handling Group, Inc., NMHG Financial Services, Inc. and General Electric Capital Corporation, is incorporated by reference toExhibit 10.3 to NACCO’s Current Report on Form 8-K, dated August 1, 2008, Commission File Number 1-9172.

10.49 Letter Agreement executed October 15, 2008 by and between NACCO Materials Handling Group, Inc. and General Electric Capital Corporation isincorporated by reference to Exhibit 10.1 to NACCO’s Current Report on Form 8-K, dated October 20, 2008, Commission File Number 1-9172.

10.50 Guarantee Agreement, dated March 1, 2016, by Hyster-Yale Materials Handling, Inc. in favor of Wells Fargo Financial Leasing, Inc. isincorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, dated March 1, 2016.

10.51 Guarantee Agreement, dated March 1, 2016, by Hyster-Yale Group, Inc. in favor of Wells Fargo Financial Leasing, Inc. is incorporated byreference to Exhibit 10.2 to the Company's Current Report on Form 8-K, dated March 1, 2016.

10.52

Loan, Security and Guaranty Agreement dated as of April 28, 2016 among Hyster-Yale Materials Handling, Inc. and Hyster-Yale Group, Inc., asU.S. Borrowers, Hyster-Yale Nederland B.V., Hyster-Yale International B.V., Hyster-Yale Holding B.V. and Hyster-Yale Capital Holding B.V., asDutch Borrowers, Hyster-Yale UK Limited and Hyster-Yale Capital UK Limited, as UK Borrowers, any other Borrowers party thereto from time totime and certain Persons party thereto from time to time as Guarantors, certain financial institutions, as Lenders, Bank of America, N.A., asAdministrative Agent and Security Trustee, Merrill Lynch, Pierce, Fenner & Smith Incorporated and CitiGroup Global Markets Inc., as Joint LeadArrangers and Joint Book Managers, and CitiBank, N.A., as Syndication Agent is incorporated by reference to Exhibit 10.1 to the Company'sCurrent Report on Form 8-K, dated April 28, 2016.

10.53

Commitment Agreement for the Purchase and Sale of Real Estate and Other Covenants, dated May 23, 2013, by and between NACCO MaterialsHandling Group Brasil Ltda. and Synergy Empreendimentos E Participacoes Ltda. is incorporated by reference to Exhibit 10.1 to the Company'sQuarterly Report on Form 10-Q for the quarter ended June 30, 2013, Commission File Number 000-54799.

10.54

Amendment to the Commitment Agreement for the Purchase and Sale of Real Estate and Other Covenants, dated May 23, 2013, by and betweenNACCO Materials Handling Group Brasil Ltda. and Synergy Empreendimentos E Participacoes Ltda. is incorporated by reference to Exhibit 10.2to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2013, Commission File Number 000-54799.

10.55

Letter Agreement, dated August 1, 2013, between Synergy Empreendimentos E Participacoes Ltda. and NACCO Materials Handling Group BrasilLtda. Amending the Commitment Agreement for the Purchase and Sale of Real Estate and Other Covenants is incorporated by reference to Exhibit10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2013, Commission File Number 000-54799.

10.56

Construction Agreement, dated October 31, 2013, between NACCO Materials Handling Group Brasil Ltda. and Constructora Toda Do Brasil S/A isincorporated by reference to Exhibit 10.68 to the Company's Annual Report on Form 10-K, filed by the Company on February 19, 2014,Commission File Number 000-54799.

10.57* Consulting Agreement, dated August 29, 2014, by and between NMHG and Michael P. Brogan is incorporated by reference to Exhibit 10.1 to theCompany's Current Report on Form 8-K, dated September 5, 2014, Commission File Number 000-54799.

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Table of Contents

(21) Subsidiaries. A list of the subsidiaries of the Company is attached hereto.

(23) Consents of experts and counsel.

23.1 Consent of Ernst & Young LLP.

(24) Powers of Attorney.

24.1 A copy of a power of attorney for John C. Butler Jr. is attached hereto.24.2 A copy of a power of attorney for Carolyn Corvi is attached hereto.24.3 A copy of a power of attorney for John P. Jumper is attached hereto.24.4 A copy of a power of attorney for Dennis W. LaBarre is attached hereto.24.5 A copy of a power of attorney for F. Joseph Loughrey is attached hereto.24.6 A copy of a power of attorney for Claiborne R. Rankin is attached hereto.24.7 A copy of a power of attorney for John M. Stropki is attached hereto.24.8 A copy of a power of attorney for Britton T. Taplin is attached hereto.24.9 A copy of a power of attorney for Eugene Wong is attached hereto.(31) Rule 13a-14(a)/15d-14(a) Certifications.

31(i)(1) Certification of Alfred M. Rankin, Jr. pursuant to Rule 13a-14(a)/15d-14(a) of the Exchange Act is attached hereto.31(i)(2) Certification of Kenneth C. Schilling pursuant to Rule 13a-14(a)/15d-14(a) of the Exchange Act is attached hereto.(32)

Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed and dated byAlfred M. Rankin, Jr. and Kenneth C. Schilling

101.SCH XBRL Taxonomy Extension Schema Document101.CAL XBRL Taxonomy Extension Calculation Linkbase Document101.DEF XBRL Taxonomy Extension Definition Linkbase Document101.LAB XBRL Taxonomy Extension Label Linkbase Document101.PRE XBRL Taxonomy Extension Presentation Linkbase Document*

Management contract or compensation plan or arrangement required to be filed as an exhibit pursuant to Item15(b) of this Annual Report on Form10-K.

X-5

Exhibit 10.13

HYSTER-YALE GROUP, INC. EXECUTIVE EXCESS RETIREMENT PLAN

NACCO Materials Handling Group, Inc. (the “Company”) originally adopted this NACCO Materials Handling Group, Inc. ExecutiveExcess Retirement Plan (the “Plan”) to be effective as of, and contingent upon, the “Spin Off Date,” as such term is defined in the 2012Separation Agreement between NACCO Industries, Inc. and Hyster-Yale Materials Handling, Inc.

Effective as of the Spin-Off Date, the Company agreed to a partial spin-off from the NACCO Materials Handling Group, Inc. ExcessRetirement Plan (the “Excess Plan”) and the transfer of the liabilities attributable to the Chairman of the Company (the “Participant”) in theExcess Plan to the Plan. The Participant ceased to be a participant in the Excess Plan immediately upon such spin-off and transfer, and theExcess Plan has no liability or obligation thereafter to the Participant. Immediately after the spin-off and transfer, the Participant had anAccount balance in this Plan equal to the Account balance of the Participant in the Excess Plan immediately before such spin-off and transfer.This Plan shall be a continuation of the Excess Plan as to the Participant.

Effective January 1, 2016, NACCO Materials Handling Group, Inc. was renamed Hyster-Yale Group, Inc. Accordingly, Hyster-YaleGroup, Inc., hereby amends, restates and renames the Plan as the Hyster-Yale Group, Inc. Executive Excess Retirement Plan effective as ofJanuary 1, 2016 (the “Effective Date”) to read as follows:

ARTICLE I - PREFACE

Section 1.1. Purpose of the Plan . The purpose of this Plan is to provide the Participant with the benefits he would have receivedunder the Profit Sharing Plan if he was a participant in such plan.

Section 1.2. Governing Law. This Plan shall be regulated, construed and administered under the laws of the State of NorthCarolina, except where preempted by federal law.

Section 1.3. Application of Code Section 409A .

(a) The Excess 401(k) Sub-Accounts under the Plan are subject to the requirements of Code Section 409A. The remainder ofthe Plan is intended to be exempt from the requirements of Code Section 409A.

(b) It is intended that the compensation arrangements under the Plan be in full compliance with the requirements of, orexceptions to, Code Section 409A. The Plan shall be interpreted and administered in a manner to give effect to suchintent. Notwithstanding the foregoing, the Company does not guarantee the Participant any particular tax result withrespect to any payments provided hereunder, including tax treatment under Code Section 409A.

ARTICLE II - DEFINITIONS

2

Except as otherwise provided in this Plan, terms defined in the Profit Sharing Plan as it may be amended from time to time shall havethe same meanings when used herein, unless a different meaning is clearly required by the context of this Plan. In addition, the followingwords and phrases shall have the following respective meanings for purposes of this Plan:

Section 2.1. Account shall mean the record maintained by the Company in accordance with Section 4.1 as the sum of theParticipant's Excess Retirement Benefits hereunder. The Participant's Account shall be further divided into the Sub-Accounts described in Article III hereof.

Section 2.2. Beneficiary shall mean the person or persons designated by the Participant as his Beneficiary under this Plan, on aform acceptable to the Plan Administrator prior to the Participant’s death. In the absence of a valid designation, aParticipant’s Beneficiary shall be his surviving spouse or, if none, his estate.

Section 2.3. Bonus shall mean any bonus under the Company’s annual incentive compensation plan(s) that would be taken intoaccount as Compensation under the Profit Sharing Plan, which is earned with respect to services performed by theParticipant during a Plan Year (whether or not such Bonus is actually paid to the Participant during such Plan Year).

Section 2.4. Company shall mean Hyster-Yale Group, Inc. (formerly known as NACCO Materials Handling Group, Inc.) or anyentity that succeeds Hyster-Yale Group, Inc. by merger, reorganization or otherwise.

Section 2.5. Compensation shall have the same meaning as under the Profit Sharing Plan, except that Compensation shall bedeemed to include (i) the amount of compensation deferred by the Participant under this Plan, (ii) amounts in excess ofthe limitation imposed by Code Section 401(a)(17). Notwithstanding the foregoing, the timing and crediting ofBonuses hereunder shall be as specified in Section 3.2.

Section 2.6. Excess Retirement Benefit or Benefit shall mean an Excess Profit Sharing Benefit, Excess 401(k) Benefit, ExcessEmployer Contribution Benefit or Excess Transitional Benefit (all as described in Article III) which is payable to orwith respect to the Participant under this Plan.

Section 2.7. Fixed Income Fund shall mean the Vanguard Retirement Savings Trust IV investment fund under the Profit SharingPlan or any equivalent fixed income fund thereunder which is designated by the Company’s Retirement FundsInvestment Committee as the successor thereto.

Section 2.8. Key Employee. A Participant shall be classified as a Key Employee if he meets the following requirements:

(a)The Participant, with respect to the Participant’s relationship with the Company and the Controlled Group Members, met therequirements of Section 416(i)(1)(A)(i), (ii) or (iii) of the Code (without regard to Section 416(i) (5)) and the TreasuryRegulations issued thereunder) at any time during the 12-month period ending on the most recent Identification

3

Date (defined below) and his Termination of Employment occurs during the 12-month period beginning on the most recent KeyEmployee Effective Date (defined below). When applying the provisions of Code Section 416(i)(1)(A)(i), (ii) or (iii) for thispurpose: (i) the definition of “compensation” (A) shall be the definition under Treasury Regulation Section 1.415(c)-2(d)(4) (i.e.,the wages and other compensation for which the Employer is required to furnish the Employee with a Form W-2 under CodeSections 6041, 6051 and 6052, plus amounts deferred at the election of the Employee under Code Sections 125, 132(f)(4) or401(k)) and (B) shall apply the rule of Treasury Regulation Section 1.415-2(g)(5)(ii) which excludes compensation of non-resident alien employees and (ii) the number of officers described in Code Section 416(i)(1)(A)(i) shall be 60 instead of 50.

(b)The Identification Date for Key Employees is each December 31 st and the Key Employee Effective Date is the following April 1 st. As such, any Employee who is classified as a Key Employee as of December 31 st of a particular Plan Year shall maintainsuch classification for the 12-month period commencing on the following April 1 st .

(c)Notwithstanding the foregoing, the Participant shall not be classified as a Key Employee unless the stock of NACCO Industries,Inc. (or a related entity) (for periods prior to the Spin-Off Date) or Hyster-Yale Materials Handling, Inc. (for periods after theSpin Off Date) (subject to any applicable transitional rules contained in Code Section 409A and the regulations issuedthereunder) is publicly traded on an established securities market or otherwise on the date of the Participant’s Termination ofEmployment..

Section 2.9. Participant shall mean the Chairman of the Company on the Spin Off Date.

Section 2.10. Plan Administrator shall mean the Hyster-Yale Group, Inc. Benefits Committee (the “Benefits Committee”).

Section 2.11. Plan Year shall mean the calendar year.

Section 2.12. Profit Sharing Plan shall mean the Hyster-Yale Group, Inc. Profit Sharing Retirement Plan or any successor thereto.

Section 2.13. Termination of Employment means, with respect to the Participant’s relationship with the Company and theControlled Group Members, a separation from service as defined in Code Section 409A (and the regulations or otherguidance issued thereunder).

Section 2.14. Valuation Date shall mean the last day of each calendar month and any other date chosen by the Plan Administrator.

ARTICLE III - EXCESS RETIREMENT BENEFITS – CALCULATION OF AMOUNT

Section 3.1. Excess Profit Sharing Benefits. Each Plan Year, the Company shall credit to a Sub-Account (the "Excess ProfitSharing Sub-Account") established for the Participant an amount equal to the amount of the Company’s Profit SharingContribution which would have been made to the profit sharing portion of the Profit Sharing Plan on behalf of theParticipant if (a) the Participant was a participant in such Plan; (b) the Plan did not contain the limitations imposedunder

4

Sections 401(a)(17) and 415 of the Code or any limits on the amount of Profit Sharing Contributions that may be paidto Highly Compensated Employees and (c) the term "Compensation" (as defined in Section 2.5 hereof) were used forpurposes of determining the amount of profit sharing contributions under the Profit Sharing Plan (the "Excess ProfitSharing Benefits").

Section 3.2. Basic and Additional Excess 401(k) Benefits .

(a) Applicability . The provisions of this Section 3.2 shall apply during the 2012 Plan Year (and the 2013 Plan Year, but solelywith respect to the Participant’s Bonus that was earned in 2012 and will be paid in 2013). The Participant’s deferralelection under the Excess Plan relating to his 2012 Compensation (including his Bonus that will be paid in 2013) shallcontinue in full force and effect under this Plan after the Spin Off Date. All amounts deferred by the Participant underthis Section 3.2 shall be referred to herein collectively as the “Excess 401(k) Benefits.” Notwithstanding anything inthe Plan to the contrary, in no event shall the Participant be entitled to receive Excess 401(k) Benefits under the Planfor Plan Years commencing on and after January 1, 2014.

(b) Classification of Excess 401(k) Benefits . The Excess 401(k) Benefits for the 2012 Plan Year (and the 2013 Plan Year, butsolely with respect to the Participant’s Bonus that was earned in 2012 and will be paid in 2013) shall be calculatedmonthly and shall be further divided into the "Basic Excess 401(k) Benefits" and the "Additional Excess 401(k)Benefits" as follows:

(i)The Basic Excess 401(k) Benefits shall be determined by multiplying each Excess 401(k) Benefit by a fraction, thenumerator of which is the lesser of the percentage of Compensation elected to be deferred in the deferral election formfor such Plan Year or 7% and the denominator of which is the percentage of Compensation elected to be deferred; and

(ii)The Additional Excess 401(k) Benefits (if any) shall be determined by multiplying each Excess 401(k) Benefit by afraction, the numerator of which is the excess (if any) of (1) the percentage of Compensation elected to be deferred inthe deferral election form for such Plan Year over (2) 7%, and the denominator of which is the percentage ofCompensation elected to be deferred.

The Basic Excess 401(k) Benefits shall be credited to the Basic Excess 401(k) Sub-Account under this Plan and the AdditionalExcess 401(k) Benefits shall be credited to the Additional Excess 401(k) Sub-Account hereunder. The Basic and Additional Excess 401(k)Sub-Accounts shall be referred to collectively as the “Excess 401(k) Sub-Account.”

Section 3.3. Excess Employer Contributions . For each Plan Year beginning on and after January 1, 2013, the Company shall creditto a Sub-Account (the "Excess Employer Contribution Sub-Account") established for the Participant an amount equalto 3% of his Compensation (the "Excess Employer Contribution Benefits"). Notwithstanding the foregoing, for 2012,the Participant's Excess Employer Contribution Benefit shall be an amount equal to the Matching EmployerContributions attributable to the Excess 401(k) Benefits he is prevented from

5

receiving under the Profit Sharing Plan because of various Code limitations or as a result of his deferral ofCompensation under this Plan.

Section 3.4. Transitional Benefits . The Company shall credit to a Sub-Account (the “Transitional Sub-Account”) established forthe Participant an amount equal to $37,710 (the “Transitional Benefit”) on December 31, 2012 and on each followingDecember 31st; provided, however, that the Participant remains employed by the Company on each such date.

ARTICLE IV - ACCOUNTS

Section 4.1. Participant Accounts . The Company shall establish and maintain on its books an Account for the Participant whichshall contain the following entries:

(a) Credits to an Excess Profit Sharing Sub-Account for the Excess Profit Sharing Benefits described in Section 3.1, whichshall be credited to the Sub-Account at the time the Profit Sharing Contributions would otherwise be credited to theParticipant’s account under the Profit Sharing Plan.

(b) Credits to a Basic or Additional Excess 401(k) Sub-Account for the Basic and Additional Excess 401(k) Benefitsdescribed in Section 3.2, which shall be credited to the Sub-Account when the Participant is prevented from making aBefore-Tax Contribution under the Profit Sharing Plan.

(c) Credits to an Excess Employer Contribution Sub-Account for the Excess Employer Contribution Benefits described inSection 3.3, which amounts shall be credited to the Sub-Account as of the last day of each calendar month; provided ,however , that amounts credited to the Participant’s Excess Employer Contribution Sub-Account in 2012 shall becredited when the Participant is prevented from receiving Matching Employer Contributions under the Profit SharingPlan.

(d) Credits to the Transitional Sub-Account for the Transitional Benefit at the time(s) described in Section 3.4.

(e) Credits to all Sub-Accounts for the earnings and the uplift described in Article V.

(f) Debits for any distributions made from the Sub-Accounts.

(g) Any amounts that were credited to the Participant’s corresponding sub-accounts under the Excess Plan shall be transferredto the appropriate sub-accounts under this Plan as of the Spin Off Date.

ARTICLE V – EARNINGS/UPLIFT

Section 5.1. Earnings.

Subject to Section 5.3, at the end of each calendar month during a Plan Year, the Excess 401(k), the Transitional Sub-Account and ExcessEmployer Contribution Sub-Accounts of the Participant shall be credited with an amount determined by multiplying suchParticipant’s Sub-Account

6

balance during such month by the blended rate earned during the prior month by the Fixed Income Fund. Notwithstanding theforegoing, no interest shall be credited for the month in which a Sub-Account is distributed hereunder.

Section 5.2. Uplift on Plan Payments.

Subject to Section 5.3, but in addition to the earnings described in Section 5.1, the balance of the Basic Excess 401(k) Sub-Account, theExcess Employer Contribution Sub-Account, the Transitional Sub-Account and the Excess Profit Sharing Sub-Account as of the lastday of the month prior to the payment date shall each be increased by an additional 15%.

Section 5.3. Changes/Limitations .

(a) The Compensation Committee of Hyster-Yale Materials Handling, Inc. may change (or suspend) (i) the earnings ratecredited on Accounts and/or (ii) the amount of the uplift under the Plan at any time.

(b) Notwithstanding any provision of the Plan to the contrary, in no event will earnings on Accounts for a Plan Year(excluding the uplift under Section 5.2) be credited at a rate which exceeds 14%.

ARTICLE VI - VESTING

Section 6.1. Vesting . The Participant shall always be 100% vested in all amounts credited to his Account hereunder.

ARTICLE VII -TIME AND FORM OF PAYMENT

Section 7.1. Time and Form of Payment . All amounts credited to the Participant’s Sub-Accounts for each Plan Year (a) includingthe Excess Profit Sharing Benefits, earnings and uplift that are credited after the end of a Plan Year but (b) reduced forany applicable withholding taxes shall automatically be paid to the Participant (or his Beneficiary in event of hisdeath) in the form of a single lump sum payment on March 15 th of the immediately following Plan Year.

Section 7.2. Other Payment Rules and Restrictions.

(a) Payments Violating Applicable Law. Notwithstanding any provision of the Plan to the contrary, the payment of all or any portion ofthe amounts payable hereunder will be deferred to the extent that the Company reasonably anticipates that the making of suchpayment would violate Federal securities laws or other applicable law (provided that the making of a payment that would causeincome taxes or penalties under the Code shall not be treated as a violation of applicable law). The deferred amount shall becomepayable at the earliest date at which the Company reasonably anticipates that making the payment will not cause such violation.

(b) Delayed Payments due to Solvency Issues . Notwithstanding any provision of the Plan to the contrary, the Company shall not berequired to make any payment hereunder to the Participant or Beneficiary if the making of the payment would jeopardize the abilityof the Company to continue as a going concern; provided that any missed payment is made during the first calendar

7

year in which the funds of the Company are sufficient to make the payment without jeopardizing the going concern status of theCompany.

(c) Key Employees . Notwithstanding any provision of the Plan to the contrary, to the extent the payment of a Sub-Account is subject toCode Section 409A, the payment of such Sub-Account to a Key Employee made on account of a Termination of Employment maynot be made before the 1 st day of the seventh month following such Termination of Employment (or, if earlier, the date of death)except for payments made on account of (i) a QDRO (as specified in Section 8.5) or (ii) a conflict of interest or the payment of FICAtaxes (as specified in Subsection (e) below). Any amounts that are otherwise payable to the Key Employee during the 6-month periodfollowing his Termination of Employment shall be accumulated and paid in a lump sum make-up payment within 30 days followingthe 1 st day of the 7 th month following Termination of Employment.

(d) Acceleration of Payments . Notwithstanding any provision of the Plan to the contrary, to the extent a Sub-Account is subject to 409A,payments of such Sub-Account hereunder may be accelerated (i) to the extent necessary to comply with federal, state, local or foreignethics or conflicts of interest laws or agreements or (ii) to the extent necessary to pay the FICA taxes imposed on benefits hereunderunder Code Section 3101, and the income withholding taxes related thereto. Payments may also be accelerated if the Plan (or aportion thereof) fails to satisfy the requirements of Code Section 409A; provided that the amount of such payment may not exceed theamount required to be included as income as a result of the failure to comply with Code Section 409A.

(e) Withholding/Taxes . To the extent required by applicable law, the Company shall withhold from the Excess Retirement Benefitshereunder, any income, employment or other taxes required to be withheld by any government or governmental agency.

ARTICLE VIII - MISCELLANEOUS

Section 8.1. Liability of the Company . Nothing in this Plan shall constitute the creation of a trust or other fiduciary relationshipbetween the Company and the Participant, his Beneficiary or any other person.

Section 8.2. Limitation on Rights of Participants and Beneficiaries – No Lien . This Plan is designed to be an unfunded,nonqualified plan. Nothing contained herein shall be deemed to create a trust or lien in favor of the Participant or hisBeneficiary on any assets of the Company. The Company shall have no obligation to purchase any assets that do notremain subject to the claims of the creditors of the Company for use in connection with the Plan. None of theParticipant, his Beneficiary, or any other person shall have any preferred claim on, or any beneficial ownership interestin, any assets of the Company prior to the time that such assets are paid to the Participant or his Beneficiary asprovided herein. The Participant and his Beneficiary shall have the status of a general unsecured creditor of theCompany. The amount standing to the credit of the Participant's Sub-Account is purely notional and affects only thecalculation of benefits payable to or in respect of him. It does not give the Participant any right or entitlement (whetherlegal, equitable or otherwise) to any particular assets held for the purposes of the Plan or otherwise.

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Section 8.3. No Guarantee of Employment . Nothing in this Plan shall be construed as guaranteeing future employment to theParticipant. The Participant continues to be an Employee of the Company solely at the will of the Company subject todischarge at any time, with or without cause.

Section 8.4. Payment to Guardian . If a Benefit payable hereunder is payable to a minor, to a person declared incompetent or to aperson incapable of handling the disposition of his property, the Plan Administrator may direct payment of suchBenefit to the guardian, legal representative or person having the care and custody of such minor, incompetent orperson. The Plan Administrator may require such proof of incompetency, minority, incapacity or guardianship as itmay deem appropriate prior to distribution of the benefit. Such distribution shall completely discharge the Companyfrom all liability with respect to such Benefit.

Section 8.5. Anti-Assignment .

(a) Subject to Subsection (b), no right or interest under this Plan of the Participant or his Beneficiary shall be assignable ortransferable in any manner or be subject to alienation, anticipation, sale, pledge, encumbrance or other legal process orin any manner be liable for or subject to the debts or liabilities of the Participant or his Beneficiary.

(b) Notwithstanding the foregoing, the Plan Administrator shall honor a qualified domestic relations order (“QDRO”) from astate domestic relations court which requires the payment of all or a part of the Participant's or his Beneficiary's vestedinterest under this Plan to an "alternate payee" as defined in Code Section 414(p).

Section 8.6. Severability . If any provision of this Plan or the application thereof to any circumstance(s) or person(s) is held to beinvalid by a court of competent jurisdiction, the remainder of the Plan and the application of such provision to othercircumstances or persons shall not be affected thereby.

Section 8.7. Effect on other Benefits. Benefits payable to or with respect to the Participant under any other Company sponsored(qualified or nonqualified) plan, if any, are in addition to those provided under this Plan.

ARTICLE IX - ADMINISTRATION OF PLAN

Section 9.1. Administration .

(a) In General . The Plan shall be administered by the Plan Administrator. The Plan Administrator shall have discretion tointerpret where necessary all provisions of the Plan (including, without limitation, by supplying omissions from,correcting deficiencies in, or resolving inconsistencies or ambiguities in, the language of the Plan), to make factualfindings with respect to any issue arising under the Plan, to determine the rights and status under the Plan of theParticipant or other persons, to resolve questions (including factual questions) or disputes arising under the Plan and tomake any determinations with respect to the benefits payable under the Plan and the persons entitled thereto as may benecessary for the purposes of the Plan.

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Without limiting the generality of the foregoing, the Plan Administrator is hereby granted the authority to determine ifa person is entitled to Benefits hereunder and, if so, the amount and duration of such Benefits. The Plan Administrator'sdetermination of the rights of any person hereunder shall be final and binding on all persons, subject only to theprovisions of Sections 9.3 and 9.4 hereof.

(b) Delegation of Duties . The Plan Administrator may delegate any of its administrative duties, including, without limitation,duties with respect to the processing, review, investigation, approval and payment of Benefits, to a named administratoror administrators.

Section 9.2. Regulations . The Plan Administrator may promulgate any rules and regulations it deems necessary in order to carryout the purposes of the Plan or to interpret the provisions of the Plan; provided, however, that no rule, regulation orinterpretation shall be contrary to the provisions of the Plan. The rules, regulations and interpretations made by thePlan Administrator shall, subject only to the provisions of Sections 9.3 and 9.4 hereof, be final and binding on allpersons.

Section 9.3. Claims Procedures .

(a) The Plan Administrator shall determine the rights of any person to any Benefits hereunder. Any person who believes thathe has not received the Benefits to which he is entitled under the Plan must file a claim in writing with the PlanAdministrator. The Plan Administrator shall, no later than 90 days after the receipt of a claim (plus an additional periodof 90 days if required for processing, provided that notice of the extension of time is given to the claimant within thefirst 90 day period), either allow or deny the claim in writing.

(b) A written denial of a claim by the Plan Administrator, wholly or partially, shall be written in a manner calculated to beunderstood by the claimant and shall include: (i) the specific reasons for the denial; (ii) specific reference to pertinentPlan provisions on which the denial is based; (iii) a description of any additional material or information necessary forthe claimant to perfect the claim and an explanation of why such material or information is necessary; and (iv) anexplanation of the claim review procedure and the time limits applicable thereto (including a statement of theclaimant’s right to bring a civil action under Section 502(a) of ERISA following an adverse benefit determination onreview).

(c) A claimant whose claim is denied (or his duly authorized representative) who wants to contest that decision must file withthe Plan Administrator a written request for a review of such claim within 60 days after receipt of denial of a claim. Ifthe claimant does not file a request for review of his claim within such 60-day period, the claimant shall be deemed tohave acquiesced in the original decision of the Plan Administrator on his claim. If such an appeal is so filed within such60 day period, the Compensation Committee of Hyster-Yale Materials Handling, Inc. (or its delegate) shall conduct afull and fair review of such claim. During such review, the claimant shall be given the opportunity to review documentsthat are pertinent to his claim and to submit issues and comments in writing. For this purpose, the CompensationCommittee of Hyster-Yale Materials Handling, Inc. (or

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its delegate) shall have the same power to interpret the Plan and make findings of fact thereunder as is given to the PlanAdministrator under Section 9.1(a) above.

(d) The Compensation Committee of Hyster-Yale Materials Handling, Inc. (or its delegate) shall mail or deliver to theclaimant a written decision on the matter based on the facts and the pertinent provisions of the Plan within 60 days afterthe receipt of the request for review (unless special circumstances require an extension of up to 60 additional days, inwhich case written notice of such extension shall be given to the claimant prior to the commencement of suchextension). Such decision shall be written in a manner calculated to be understood by the claimant, shall state thespecific reasons for the decision and the specific Plan provisions on which the decision was based and, to the extentpermitted by law, shall be final and binding on all interested persons. In addition, the notice of adverse determinationshall also include statements that the claimant is entitled to receive, upon request and free of charge, reasonable accessto and copies of all documents, records and other information relevant to the claimant’s claim for benefits and astatement of the claimant’s right to bring a civil action under Section 502(a) of ERISA.

Section 9.4. Revocability/Recovery . Any action taken by the Plan Administrator or the Compensation Committee of Hyster-YaleMaterials Handling, Inc. (or its delegate) a with respect to the rights or benefits under the Plan of any person shall berevocable as to payments not yet made to such person. In addition, the acceptance of any Benefits under the Planconstitutes acceptance of and agreement to the Plan making any appropriate adjustments in future payments to anyperson (or to recover from such person) any excess payment or underpayment previously made to him.

Section 9.5. Amendment . The Company (with the approval or ratification of the Compensation Committee of Hyster-YaleMaterials Handling, Inc.) may at any time prospectively or retroactively amend any or all of the provisions of this Planfor any reason whatsoever, except that, without the prior written consent of the Participant, no such amendment may(a) reduce the amount of any Participant's vested Benefit as of the date of such amendment or (b) alter the time ofpayment provisions described in Article VII of the Plan, except for any amendments that are required to bring suchprovisions into compliance with the requirements of, or exceptions to, Code Section 409A or that accelerate the timeof payment (provided that such amendments comply with the requirements of Code Section 409A as applied to anySub-Account that is subject to the requirements of Code Section 409A). Any amendment shall be in the form of awritten instrument executed by an officer of the Company. Subject to the foregoing provisions of this Section, suchamendment shall become effective as of the date specified in such instrument or, if no such date is specified, on thedate of its execution.

Section 9.6. Termination .

(a) Subject to Subsection (b), the Company (with the approval or ratification of the Compensation Committee of Hyster-YaleMaterials Handling, Inc.), in its sole discretion, may terminate this Plan at any time and for any reason whatsoever,except that, without the prior written consent of the Participant, no such

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termination may (i) reduce the amount of the Participant's vested Benefit as of the date of such termination or (ii) alterthe payment provisions described in Article VII of the Plan, except for changes that are required to bring suchprovisions into compliance with the requirements of, or exceptions to, Code Section 409A or that accelerate the time ofpayment (in a manner permitted under Code Section 409A as applied to any Sub-Account that is subject to therequirements of Code Section 409A). Any such termination shall be expressed in the form of a written instrumentexecuted by an officer of the Company on the order of the Compensation Committee of Hyster-Yale MaterialsHandling, Inc. Subject to the foregoing provisions of this Section, such termination shall become effective as of thedate specified in such instrument or, if no such date is specified, on the date of its execution. Written notice of anytermination shall be given to the Participant at a time determined by the Plan Administrator.

(b) Notwithstanding anything in the Plan to the contrary, in the event of a termination of the Plan (or any portion thereof), theCompany, in its sole and absolute discretion, shall have the right to change the time and form of distribution of theParticipant’s Excess Retirement Benefits but only to the extent such change is permitted by Code Section 409A andTreasury Regulations or other guidance issued thereunder.

Section 9.7. Expenses. The expenses of administering the Plan shall be paid by the Company.

EXECUTED, this 24th day of June, 2016.

HYSTER-YALE GROUP, INC.

By: /s/ Suzanne Schulze Taylor Name: Suzanne Schulze Taylor Title: Senior Vice President, General Counsel and Secretary

Exhibit 10.22

HYSTER-YALE MATERIALS HANDLING, INC. AND SUBSIDIARIES Director Fee Policy (Amended Effective as of January 1, 2017)

This Director fee policy shall apply to each Director of Hyster-Yale Materials Handling, Inc. (Hyster-Yale) or one of its subsidiaries, other than (i) Directors who

are full-time employees of Hyster-Yale or one of its subsidiaries or (ii) Directors who have entered into separate written fee agreements authorized by the Board of

Directors and executed by an authorized officer of Hyster-Yale or one of its subsidiaries.

Each Director of Hyster-Yale will receive an annual retainer, of $166,000, payable quarterly in arrears. Each quarterly payment shall consist of $14,000 in cash and

$27,500 worth of Hyster-Yale Class A Common Stock, transfer of which is restricted pursuant to the terms of the Hyster-Yale Non-Employee Directors’ Equity

Compensation Plan.

Each Director of Hyster-Yale Group, Inc. who is not a Director of Hyster-Yale will receive an annual retainer of $20,000, payable in cash quarterly in arrears in

installments of $5,000.

Each Chairman of a Committee of the Hyster-Yale Board of Directors will receive an additional annual Committee Chairman’s fee of $10,000, payable in cash

quarterly in arrears in installments of $2,500; provided, however, that the Chairman of the Audit Review Committee will receive an annual Committee Chairman’s

fee of $15,000, payable in cash quarterly in arrears in installments of $3,750. 100% of all fees paid for service as Chairman of a Committee is attributable to

services for Hyster-Yale Group, Inc. and its subsidiaries.

Each member of a Committee (other than the Executive Committee) of the Hyster-Yale Board of Directors, including Committee Chairmen, will receive an

additional annual Committee member’s fee of $7,000 for each Committee on which such Director serves, payable in cash quarterly in arrears in installments of

$1,750. 100% of all fees paid for service as a member of a Committee is attributable to services for Hyster-Yale Group, Inc. and its subsidiaries.

Each Director of Hyster-Yale or a Hyster-Yale subsidiary will be paid a meeting fee of (a) $1,000 for each Hyster-Yale or subsidiary Board meeting attended,

provided that no Director shall be paid for attendance at more than one Board meeting on any single day, and (b) $1,000 for each Committee meeting attended. In

the case of either joint meeting or joint committee meetings, the fees associated with that meeting will be allocated among the companies that actually met.

This amended policy is effective as of January 1, 2017

Exhibit 10.23

HYSTER-YALE GROUP, INC. UNFUNDED BENEFIT PLAN

Hyster-Yale Group, Inc. (the "Company") does hereby amend and completely restate the Hyster-Yale Group, Inc. Unfunded BenefitPlan on the terms and conditions described hereinafter, effective as of January 1, 2016:

ARTICLE I - PREFACE

Section 1.1. Effective Date . The original effective date of this Plan was February 10, 1993 and the Plan was previously amended andrestated as of September 1, 2000, January 1, 2005, December 1, 2007, April 24, 2009 and January 1, 2014. The effective date of thisamendment and restatement is January 1, 2016.

Section 1.2. Purpose of the Plan . The purpose of this Plan is to provide for the continued deferral of certain frozen benefits.

Section 1.3. Governing Law . This Plan shall be regulated, construed and administered under the laws of the State of North Carolina,except where preempted by federal law.

Section 1.4. Gender and Number . For purposes of interpreting the provisions of this Plan, the masculine gender shall be deemed toinclude the feminine, the feminine gender shall be deemed to include the masculine, and the singular shall include the plural unless otherwiseclearly required by the context.

Section 1.5. Application of Code Section 409A

(a) As a result of the changes to the payment provisions of this Plan in accordance with the Code Section 409A transitional rules, none ofthe Accounts are "grandfathered" under Code Section 409A.

(b) It is intended that the compensation arrangements under the Plan be in full compliance with the requirements of Code Section 409A.The Plan shall be interpreted and administered in a manner to give effect to such intent. Notwithstanding the foregoing, the Company doesnot guarantee to Participants or Beneficiaries any particular tax result with respect to any amounts deferred or any payments providedhereunder, including tax treatment under Code Section 409A.

Section 1.6. Benefit Freeze/Plan Termination . All Excess Retirement Benefits under the Plan were frozen as of December 31, 2007;provided, however, that earnings shall continue to be credited on the Accounts after such date, as specified in the Plan. The Plan shallautomatically terminate when the last Covered Employee receives a payment of his entire Account hereunder.

ARTICLE II - DEFINITIONS

Except as otherwise provided in this Plan, terms defined in the Profit Sharing Plan (as it may be amended from time to time) andterms defined in the December 1, 2007 restatement of the Plan shall have the same meanings when used herein, unless a different meaning isclearly required by the context of this restatement of the Plan. In addition, the following words and phrases shall have the followingrespective meanings for purposes of this restated Plan:

Section 2.1. Account shall mean the record maintained by the Employer in accordance with Section 4.1 as the sum of the Participant'sExcess Retirement Benefits hereunder.

Section 2.2. Beneficiary shall mean the person or persons designated by the Participant as his Beneficiary under this Plan, in accordancewith the provisions of Article VIII hereof.

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Section 2.3. Change in Control shall mean the occurrence of an event described in Appendix A hereto; provided that such occurrenceoccurs on or after January 1, 2014 and meets the requirements of Treasury Regulation Section 1.409A-3(i)(5) or any successor or replacementthereto.

Section 2.4. Company shall mean Hyster-Yale Group, Inc. (formerly known as NACCO Materials Handling Group, Inc.) or any entitythat succeeds Hyster-Yale Group, Inc. by merger, reorganization or otherwise.

Section 2.5. Committee shall mean the Compensation Committee of the Parent Company (or its delegate).

Section 2.6. Covered Employee shall mean any Participant who, prior to December 31, 2007, is designated by the Company’sCompensation Committee as an actual or potential “covered employee” for purposes of Code Section 162(m) for the 2008 calendar year.

Section 2.7. Excess Retirement Benefit or Benefit shall mean a Participant’s Account balance as of January 1, 2016, plus interest thereon.

Section 2.8. Final Payout Percentage . For each Plan Year, the Final Payout Percentage shall mean the percentage of the Target Payoutthat is paid under the Company’s Long-Term Incentive Compensation Plan (the “Cash LTIP”), as determined by the Committee, in its solediscretion, for the global corporate participants.

Section 2.9. Key Employee . A Participant shall be classified as a Key Employee if he meets the following requirements:

(a) The Participant, with respect to the Participant’s relationship with the Company and the Controlled Group Members, met therequirements of Section 416(i)(1)(A)(i), (ii) or (iii) of the Code (without regard to Section 416(i)(5)) and the Treasury Regulations issuedthereunder at any time during the 12-month period ending on the most recent Identification Date (defined below) and his Termination ofEmployment occurs during the 12-month period beginning on the most recent Effective Date (defined below). When applying the provisionsof Code Section 416(i)(1)(A)(i), (ii) or (iii) for this purpose: (i) the definition of “compensation” (A) shall be as defined in TreasuryRegulation Section 1.415(c)-2(d)(4) (i.e., the wages and other compensation for which the Employer is required to furnish the Employee witha Form W-2 under Code Sections 6041, 6051 and 6052, plus amounts deferred at the election of the Employee under Code Sections 125,132(f)(4) or 401(k)) and (B) shall apply the rule of Treasury Regulation Section 1.415-2(g)(5)(ii) which excludes compensation of non-resident alien employees and (ii) the number of officers described in Code Section 416(i)(1)(A)(i) shall be 60 instead of 50.

(b) The Identification Date for Key Employees is each December 31 st and the Effective Date is the following April 1 st . As such, anyEmployee who is classified as a Key Employee as of December 31 st of a particular Plan Year shall maintain such classification for the 12-month period commencing on the following April 1 st .

(c) Notwithstanding the foregoing, a Participant shall not be classified as a Key Employee unless the stock of the Parent Company (subjectto any applicable transitional rules contained in Code Section 409A and the regulations issued thereunder) is publicly traded on an establishedsecurities market or otherwise on the date of the Participant’s Termination of Employment.

Section 2.10. Parent Company shall mean Hyster-Yale Materials Handling, Inc.

Section 2.11. Participant shall mean the Covered Employees who have Account balances hereunder.

Section 2.12. Plan shall mean the Hyster-Yale Group, Inc. Unfunded Benefit Plan, as herein set forth or as duly amended.

Section 2.13. Plan Administrator shall mean the Administrative Committee of the Profit Sharing Plan.

Section 2.14. Plan Year shall mean the calendar year.

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Section 2.15. Profit Sharing Plan shall mean the Hyster-Yale Group, Inc. Profit Sharing Retirement Plan or any successor thereto.

Section 2.16. Target Payout . For each Plan Year, the Target Payout shall mean the total amount that would be paid out under the CashLTIP if each Performance Objective (as such term is defined in the Cash LTIP) under the Cash LTIP is met exactly at target level, asdetermined by the Committee, in its sole discretion, for the global corporate participants.

Section 2.17. Termination of Employment means, with respect to any Participant’s relationship with the Company and the ControlledGroup Members, a separation from service as defined in Code Section 409A (and the regulations or other guidance issued thereunder).

Section 2.18. True-Up Interest Rate shall mean the interest rate determined under an annual “True-Up Interest Rate Table” and relatedinterpolation chart that is adopted and approved by the Committee within the first 90 days of each Plan Year and is based on the Final PayoutPercentage for such Plan Year.

Section 2.19. Valuation Date shall mean the last day of each calendar quarter and any other date chosen by the Plan Administrator.

ARTICLE III - EXCESS RETIREMENT BENEFITS – CALCULATION OF AMOUNT

Section 3.1. Frozen Benefits. The Accounts of the Participants contain amounts that were allocated for 2007 and prior Plan Years. Noadditional amounts (other than earnings) shall be credited to these Accounts.

ARTICLE IV - ACCOUNTS

Section 4.1. Participants' Accounts . Each Employer shall establish and maintain on its books an Account for each Participant which shallcontain the following entries:

(a) Credits to the Accounts for amounts earned during 2007 and prior Plan Years.

(b) Credits for the earnings described in Article V and the amounts described in Section 7.3.

(c) Debits for any distributions made from the Accounts.

ARTICLE V - EARNINGS

Section 5.1. Earnings .

(a) In General . Except as otherwise described in the Plan, for Plan Years commencing on and after January 1, 2014, at the end of eachcalendar month during a Plan Year through the end of the month prior to the payment date, the Accounts of the Covered Employees shall becredited with an amount determined by multiplying such Participant’s average Sub-Account balance during such month by 2%.Notwithstanding the foregoing, in the event that the True-Up Interest Rate determined for such Plan Year exceeds the rate credited under thepreceding sentence to the Excess Profit Sharing Sub-Account, Basic Excess Deferral Sub-Account, Basic Excess 401(k) Sub-Account andBasic Excess Matching Sub-Account, such Sub-Accounts shall retroactively be credited with the excess (if any) of (i) the amount determinedunder the preceding sentence over (ii) the amount determined by multiplying the Participant's Sub-Account balance during each month ofsuch Plan Year by the True-Up Interest Rate determined for such Plan Year, compounded monthly. If a Participant incurs a Termination ofEmployment, this True-Up Interest Rate calculation shall be made during the month in which the Participant incurs such Termination ofEmployment and shall be based on the year-to-date True-Up Interest Rate for the month ending prior to the date the Participant incurs aTermination of Employment, as determined by the Committee in its sole discretion. For any subsequent month following such Termination ofEmployment, the True-Up Interest Rate calculation shall not apply.

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(b) Prior Plan Years . Notwithstanding anything in the Plan to the contrary, any interest credited to a Participant’s Sub-Accounts withrespect to 2013 or prior Plan Years will be provided under the terms and conditions of the Plan as it existed on December 31, 2013.

Section 5.2. Changes in/Limitations on Earnings Assumption .

(a) The Committee may change (but, for periods prior to the last day of the month prior to the payment date, may not suspend) theearnings rate credited on Accounts under the Plan at any time.

(b) Notwithstanding any provision of the Plan to the contrary, in no event will earnings on Accounts for a Plan Year be credited at a ratewhich exceeds 14%.

ARTICLE VI - VESTING

Section 6.1. Vesting . A Participant shall always be 100% vested in all amounts credited to his Account hereunder.

ARTICLE VII - TIME AND FORM OF PAYMENT TO PARTICIPANTS

Section 7.1. Time and Form of Payment.

(a) Subject to Subsection (b) below and Section 7.2(c), Covered Employees shall receive payment of the amounts allocated to theirAccount under the following rules: (i) his Account balance as of December 31, 2007 (after adjustment for the Excess Profit Sharing Benefitand ROTCE earnings for 2007) shall automatically be paid in the form of a single lump sum payment on the date of his Termination ofEmployment and (ii) the amount of earnings that is credited to his Account each Plan Year commencing on or after January 1, 2008,increased by 15%, shall automatically be paid in the form of annual lump sum payments during the period from January 1 st through March 15th of the immediately following Plan Year. Notwithstanding the foregoing, during the Plan Year in which a Covered Employee receives apayment of his frozen Account balance, such Covered Employee shall also receive payment of the pro-rata earnings (and correspondinguplift) for such Plan Year at the same time he receives payment of such Account balance.

(b) Payment Rules in the Event of a Change in Control. Notwithstanding any provision of the Plan to the contrary, in the event of aChange in Control, all amounts allocated to the Accounts of all Participants shall be paid in the form of a lump sum payment during theperiod that is thirty days prior to, or within two (2) business days after, the date of the Change in Control, as determined by the Committee.Notwithstanding anything in the Plan to the contrary, the earnings credited to a Participant’s Account for the year in which a Change inControl occurs shall be calculated as of the last day of the month prior to the date of the Change in Control. When making such calculation,he True-Up Interest Rate calculation for the year in which a Change in Control occurs shall be based on the year-to-date True-Up InterestRate for the month ending prior to the date of the Change in Control, as determined by the Committee in its sole discretion.

(c) Withholding/Taxes . To the extent required by applicable law, the Company shall withhold from the Excess Retirement Benefitshereunder any income, employment or other taxes required to be withheld therefrom by any governmental agency.

Section 7.2. Other Payment Rules and Restrictions.

(a) Payments Violating Applicable Law. Notwithstanding any provision of the Plan to the contrary, the payment of all or any portion ofthe amounts payable hereunder will be deferred to the extent that the Company reasonably anticipates that the making of such payment wouldviolate Federal securities laws or other applicable law (provided that the making of a payment that would cause income taxes or penaltiesunder the Code shall not be treated as a violation of applicable law). The deferred amount shall become payable at the earliest date at whichthe Company reasonably anticipates that making the payment will not cause such violation.

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(b) Delayed Payments due to Solvency Issues . Notwithstanding any provision of the Plan to the contrary, the Company shall not berequired to make any payment hereunder to any Participant or Beneficiary if the making of the payment would jeopardize its ability tocontinue as a going concern; provided that any missed payment is made during the first calendar year in which the funds of the Company aresufficient to make the payment without jeopardizing the going concern status of the Company.

(c) Key Employees . Notwithstanding any provision of the Plan to the contrary, distributions to Key Employees made on account of aTermination of Employment may not be made before the 1 st day of the seventh month following such Termination of Employment (or, ifearlier, the date of death) except for payments made on account of (i) a QDRO (as specified in Section 9.5), (ii) a conflict of interest or (iii)the payment of FICA taxes (as specified in Subsection (e) below). Any amounts that are otherwise payable to the Key Employee during the 6-month period following his Termination of Employment shall be accumulated and paid in a lump sum make-up payment within 30 daysfollowing the 1 st day of the 7 th month following Termination of Employment.

(d) Time of Payment/Processing . Except as described in Sections 7.1(b) and 7.2(c), all payments under the Plan shall be made on, orwithin 90 days of, the specified payment date.

(e) Acceleration of Payments . Notwithstanding any provision of the Plan to the contrary, to the extent permitted under Code Section 409Aand the Treasury Regulations issued thereunder, payments of Post-2004 Sub-Accounts hereunder may be accelerated (i) to the extentnecessary to comply with federal, state, local or foreign ethics or conflicts of interest laws or agreements or (ii) to the extent necessary to paythe FICA taxes imposed on benefits hereunder under Code Section 3101, and the income withholding taxes related thereto. Payments mayalso be accelerated if the Plan (or a portion thereof) fails to satisfy the requirements of Code Section 409A; provided that the amount of suchpayment may not exceed the amount required to be included as income as a result of the failure to comply with Code Section 409A.

Section 7.3. Additional Payments.

(a) At the time described in clause (b) of this Section 7.3, the Company shall pay to each Participant who is a Covered Employee (i) anamount equal to the positive difference, if any, of I minus II (the “Income Tax Payment”), plus (ii) an additional amount such that, afterpayment by the Participant of all applicable federal, state and local income taxes and employment ( e.g., FICA) taxes on the Income TaxPayment, the Participant will retain an amount equal to the Income Tax Payment (the “Gross-Up Payment”). For purposes of this Section 7.3:

I = The Participant’s federal, state and local income tax and employment ( e.g., FICA) tax liability with respect to thepayment of the amounts described in Section 7.1(b)(ii)(X) (his “Frozen Account Balance”); and

II = The amount of federal, state and local income tax and employment ( e.g., FICA) tax liability the Participant wouldhave incurred with respect to the payment of the Participant’s Frozen Account Balance if the Frozen Account Balancehad been paid to the Participant during the 2008 Plan Year.

For purposes of calculating the amounts described in I and II above and determining the Gross-Up Payment, the Participant willbe considered to pay (A) federal income taxes at the highest rate in effect in the applicable year and (B) state and local income taxesat the highest rate in effect in the state or locality in which the applicable payment would be subject to state or local tax, net of themaximum reduction in federal income tax that could be obtained from deduction of such state and local taxes. All determinationsrequired to be made under this Section 7.3 shall be made by the Company, after receiving applicable information from the Participant.

(b) The payment described in paragraph (a) of this Section 7.3 shall be made at the same time as the payment described in Section 7.1(a)(i).

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ARTICLE VIII - BENEFICIARIES

Section 8.1. Beneficiary Designations . A designation of a Beneficiary hereunder may be made only by an instrument (in form acceptableto the Plan Administrator) signed by the Participant and filed with the Plan Administrator prior to the Participant's death. SeparateBeneficiary designations may be made for each Sub-Account under the Plan (provided that a single Beneficiary must be designated for boththe Excess 401(k) Sub-Account and the corresponding Excess Matching Sub-Account). In the absence of such a designation and at any othertime when there is no existing Beneficiary designated hereunder, (a) the Beneficiary of a Participant for his Excess 401(k) Benefits, hisExcess Matching Benefits and his Excess Profit Sharing Benefits shall be his beneficiary under the Profit Sharing Plan, and (b) theBeneficiary of a Participant for his Excess Deferral Benefits, his LTIP Deferral Benefits and his Yale Short-Term Benefits shall be hissurviving legal spouse or, if none, his estate. A person designated by a Participant as his Beneficiary who or which ceases to exist shall not beentitled to any part of any payment thereafter to be made to the Participant's Beneficiary unless the Participant's designation specificallyprovided to the contrary. If two or more persons designated as a Participant's Beneficiary are in existence with respect to a single Sub-Account, the amount of any payment to the Beneficiary under this Plan shall be divided equally among such persons unless the Participant'sdesignation specifically provides for a different allocation.

Section 8.2. Change in Beneficiary. Anything herein or in the Profit Sharing Plan to the contrary notwithstanding, a Participant may, atany time and from time to time, change a Beneficiary designation hereunder without the consent of any existing Beneficiary or any otherperson. A change in Beneficiary hereunder may be made regardless of whether such a change is also made under the Profit Sharing Plan. Inother words, the Beneficiary hereunder need not be the same as under the Profit Sharing Plan. Any change in Beneficiary shall be made bygiving written notice thereof to the Employer or Plan Administrator and any change shall be effective only if received prior to the death of theParticipant.

Section 8.3. Distributions to Beneficiaries .

(a) Amount of Benefits . Excess Retirement Benefits payable to a Participant's Beneficiary under this Plan shall be equal to the balance inthe applicable Sub-Account of such Participant on the Valuation Date preceding the date of the distribution of the Sub-Account to theBeneficiary.

(b) Time of Payment . Excess Retirement Benefits that are credited to the Account of a Participant as of his date of death shall be payableto the Participant’s Beneficiary in accordance with the rules described in Article VII.

(c) Form of Payment . All Benefits payable to a Beneficiary hereunder shall be paid in the form of a lump sum payment.

ARTICLE IX - MISCELLANEOUS

Section 9.1. Liability of Company . Nothing in this Plan shall constitute the creation of a trust or other fiduciary relationship between theCompany and any Participant, Beneficiary or any other person.

Section 9.2. Limitation on Rights of Participants and Beneficiaries – No Lien . This Plan is designed to be an unfunded, nonqualified plan.Nothing contained herein shall be deemed to create a trust or lien in favor of any Participant or Beneficiary on any assets of the Company.The Company shall have no obligation to purchase any assets that do not remain subject to the claims of the creditors of the Company for usein connection with the Plan. No Participant or Beneficiary or any other person shall have any preferred claim on, or any beneficial ownershipinterest in, any assets of the Company prior to the time that such assets are paid to the Participant or Beneficiary as provided herein. EachParticipant and Beneficiary shall have the status of a general unsecured creditor of the Company. The amount standing to the credit of anyParticipant's Sub-Account is purely notional and affects only the calculation of benefits payable to or in respect of him. It does not give theParticipant any right or entitlement (whether legal, equitable or otherwise) to any particular assets held for the purposes of the Plan orotherwise.

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Section 9.3. No Guarantee of Employment . Nothing in this Plan shall be construed as guaranteeing future employment to Participants. AParticipant continues to be an Employee of the Company solely at the will of the Company subject to discharge at any time, with or withoutcause.

Section 9.4. Payment to Guardian . If a Benefit payable hereunder is payable to a minor, to a person declared incompetent or to a personincapable of handling the disposition of his property, the Plan Administrator may direct payment of such Benefit to the guardian, legalrepresentative or person having the care and custody of such minor, incompetent or person. The Plan Administrator may require such proof ofincompetency, minority, incapacity or guardianship as it may deem appropriate prior to distribution of the benefit. Such distribution shallcompletely discharge the Employers from all liability with respect to such Benefit.

Section 9.5. Assignment .

(a) Subject to Subsection (b), no right or interest under this Plan of any Participant or Beneficiary shall be assignable or transferable in anymanner or be subject to alienation, anticipation, sale, pledge, encumbrance or other legal process or in any manner be liable for or subject tothe debts or liabilities of the Participant or Beneficiary.

(b) Notwithstanding the foregoing, the Plan Administrator shall honor a qualified domestic relations order (“QDRO”) from a statedomestic relations court which requires the payment of all or a part of a Participant's or Beneficiary's vested interest under this Plan to an"alternate payee" as defined in Code Section 414(p).

Section 9.6. Severability . If any provision of this Plan or the application thereof to any circumstance(s) or person(s) is held to be invalidby a court of competent jurisdiction, the remainder of the Plan and the application of such provision to other circumstances or persons shallnot be affected thereby.

Section 9.7. Effect on other Benefits. Benefits payable to or with respect to a Participant under the Profit Sharing Plan or any otherCompany sponsored (qualified or nonqualified) plan, if any, are in addition to those provided under this Plan.

ARTICLE X - ADMINISTRATION OF PLAN

Section 10.1. Administration .

(a) In General . The Plan shall be administered by the Plan Administrator. The Plan Administrator shall have discretion to interpret wherenecessary all provisions of the Plan (including, without limitation, by supplying omissions from, correcting deficiencies in, or resolvinginconsistencies or ambiguities in, the language of the Plan), to make factual findings with respect to any issue arising under the Plan, todetermine the rights and status under the Plan of Participants or other persons, to resolve questions (including factual questions) or disputesarising under the Plan and to make any determinations with respect to the benefits payable under the Plan and the persons entitled thereto asmay be necessary for the purposes of the Plan. Without limiting the generality of the foregoing, the Plan Administrator is hereby granted theauthority (i) to determine whether a particular employee is a Participant, and (ii) to determine if a person is entitled to Benefits hereunder and,if so, the amount and duration of such Benefits. The Plan Administrator's determination of the rights of any person hereunder shall be finaland binding on all persons, subject only to the provisions of Sections 10.3 and 10.4 hereof.

(b) Delegation of Duties . The Plan Administrator may delegate any of its administrative duties, including, without limitation, duties withrespect to the processing, review, investigation, approval and payment of Benefits, to a named administrator or administrators.

Section 10.2. Regulations . The Plan Administrator may promulgate any rules and regulations it deems necessary in order to carry out thepurposes of the Plan or to interpret the provisions of the Plan; provided, however, that no rule, regulation or interpretation shall be contrary tothe provisions of the Plan. The rules, regulations and interpretations

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made by the Plan Administrator shall, subject only to the provisions of Sections 10.3 and 10.4 hereof, be final and binding on all persons.

Section 10.3. Claims Procedures .

(a) The Plan Administrator shall determine the rights of any person to any Benefits hereunder. Any person who believes that he has notreceived the Benefits to which he is entitled under the Plan must file a claim in writing with the Plan Administrator. The Plan Administratorshall, no later than 90 days after the receipt of a claim (plus an additional period of 90 days if required for processing, provided that notice ofthe extension of time is given to the claimant within the first 90 day period), either allow or deny the claim in writing.

(b) A written denial of a claim by the Plan Administrator, wholly or partially, shall be written in a manner calculated to be understood bythe claimant and shall include: (i) the specific reasons for the denial; (ii) specific reference to pertinent Plan provisions on which the denial isbased; (iii) a description of any additional material or information necessary for the claimant to perfect the claim and an explanation of whysuch material or information is necessary; and (iv) an explanation of the claim review procedure and the time limits applicable thereto(including a statement of the claimant’s right to bring a civil action under Section 502(a) of ERISA following an adverse benefitdetermination on review).

(c) A claimant whose claim is denied (or his duly authorized representative) who wants to contest that decision must file with the PlanAdministrator a written request for a review of such claim within 60 days after receipt of denial of a claim. If the claimant does not file arequest for review of his claim within such 60-day period, the claimant shall be deemed to have acquiesced in the original decision of thePlan Administrator on his claim. If such an appeal is so filed within such 60 day period, the Committee shall conduct a full and fair review ofsuch claim. During such review, the claimant shall be given the opportunity to review documents that are pertinent to his claim and to submitissues and comments in writing. For this purpose, the Committee shall have the same power to interpret the Plan and make findings of factthereunder as is given to the Plan Administrator under Section 10.1(a) above.

(d) The Committee shall mail or deliver to the claimant a written decision on the matter based on the facts and the pertinent provisions ofthe Plan within 60 days after the receipt of the request for review (unless special circumstances require an extension of up to 60 additionaldays, in which case written notice of such extension shall be given to the claimant prior to the commencement of such extension). Suchdecision shall be written in a manner calculated to be understood by the claimant, shall state the specific reasons for the decision and thespecific Plan provisions on which the decision was based and, to the extent permitted by law, shall be final and binding on all interestedpersons. In addition, the notice of adverse determination shall also include statements that the claimant is entitled to receive, upon request andfree of charge, reasonable access to and copies of all documents, records and other information relevant to the claimant’s claim for benefitsand a statement of the claimant’s right to bring a civil action under Section 502(a) of ERISA.

Section 10.4. Revocability of Action/Recovery . Any action taken by the Plan Administrator or the Committee with respect to the rights orbenefits under the Plan of any person shall be revocable as to payments not yet made to such person. In addition, the acceptance of anyBenefits under the Plan constitutes acceptance of and agreement to the Plan making any appropriate adjustments in future payments to anyperson (or to recover from such person) any excess payment or underpayment previously made to him.

Section 10.5. Amendment . The Company (with the approval or ratification of the Committee) may at any time prospectively orretroactively amend any or all of the provisions of this Plan for any reason whatsoever, except that, without the prior written consent of theaffected Participant, no such amendment may (a) reduce the amount of any Participant's vested Benefit as of the date of such amendment, (b)suspend the crediting of earnings on the balance of a Participant's Account, until the last day of the month prior to the payment date of suchAccount or (c) alter the time of payment provisions described in Article VII of the Plan, except for any amendments that are required to bringsuch provisions into compliance with the requirements of Code Section 409A or that accelerate the time of payment in a manner permitted byCode Section 409A. Any amendment shall be in the form of a written instrument executed by an

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officer of the Company. Subject to the foregoing provisions of this Section, such amendment shall become effective as of the date specified insuch instrument or, if no such date is specified, on the date of its execution.

Section 10.6. Termination .

(a) This Plan will automatically terminate when the last Participant receives a payment of his entire Account balance hereunder. Inaddition, subject to Subsection (b), the Company ( with the approval or ratification of the Committee), in its sole discretion, may terminatethe remainder of this Plan at any time and for any reason whatsoever, except that, without the prior written consent of the affected Participant,no such termination may (i) adversely affect any Participant's vested Benefit as of the date of such termination, (ii) suspend the crediting ofearnings on the balance of a Participant's Account, until the last day of the month prior to the payment date of such Account or (c) alter thetime of payment provisions described in Article VII of the Plan, except for changes that are required to bring such provisions into compliancewith the requirements of Code Section 409A or that accelerate the time of payment in a manner permitted by Code Section 409A. Any suchtermination shall be expressed in the form of a written instrument executed by an officer of the Company on the order of the Committee.Subject to the foregoing provisions of this Section, such termination shall become effective as of the date specified in such instrument or, ifno such date is specified, on the date of its execution. Written notice of any termination shall be given to the Participants.

(b) Notwithstanding anything in the Plan to the contrary, in the event of a termination of the Plan (or any portion thereof), the Company, inits sole and absolute discretion, shall have the right to change the time and form of distribution of Participants' Excess Retirement Benefitsbut only to the extent such change is permitted by Code Section 409A and Treasury Regulations or other guidance issued thereunder.

HYSTER-YALE GROUP, INC.

By: /s/ Suzanne Schulze Taylor Name: Suzanne Schulze Taylor Title: Senior Vice President, General Counsel and Secretary

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Appendix A. Change in Control.

Change in Control . The term “Change in Control” shall mean the occurrence of any of the events listed in I or II, below; providedthat such occurrence occurs on or after January 1, 2016 and meets the requirements of Treasury Regulation Section 1.409A-3(i)(5) (or any successor or replacement thereto) with respect to a Participant :

I. i. Any “Person” (as such term is used in Sections 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, asamended (the “Exchange Act”)), other than one or more Permitted Holders (as defined below), is or becomes the“beneficial owner”(as defined in Rules 13d-3 and 13d-5 of the Exchange Act), directly or indirectly, of more than50% of the combined voting power of the then outstanding voting securities of a Related Company (as definedbelow) entitled to vote generally in the election of directors (the “Outstanding Voting Securities”), other than anydirect or indirect acquisition, including but not limited to an acquisition by purchase, distribution or otherwise, ofvoting securities by any Person pursuant to an Excluded Business Combination (as defined below); or

ii.The consummation of a reorganization, merger or consolidation or sale or other disposition of all or substantially all ofthe assets of any Related Company or the acquisition of assets of another corporation, or other transactioninvolving a Related Company (“Business Combination”) excluding, however, such a Business Combinationpursuant to which (such a Business Combination, an “Excluded Business Combination”) the individuals andentities who beneficially owned, directly or indirectly, more than 50% of the combined voting power of anyRelated Company immediately prior to such Business Combination beneficially own, directly or indirectly, morethan 50% of the combined voting power of the then Outstanding Voting Securities of the entity resulting fromsuch Business Combination (including, without limitation, an entity that as a result of such transaction owns anyRelated Company or all or substantially all of the assets of any Related Company, either directly or through one ormore subsidiaries).

II. i. Any “Person” (as such term is used in Sections 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended(the “Exchange Act”)), other than one or more Permitted Holders, is or becomes the “beneficial owner”(as defined inRules 13d-3 and 13d-5 of the Exchange Act), directly or indirectly, of more than 50% of the combined voting powerof the then Outstanding Voting Securities of Hyster-Yale Materials Handling, Inc. (“HY”), other than any direct orindirect acquisition, including but not limited to an acquisition by purchase, distribution or otherwise, of votingsecurities:

(A) directly from HY that is approved by a majority of the Incumbent Directors (as defined below); or

(B) by any Person pursuant to an Excluded HY Business Combination (as defined below);

provided, that if at least a majority of the individuals who constitute Incumbent Directors determine in goodfaith that a Person has become the “beneficial owner”(as defined in Rules 13d-3 and 13d-5 of the Exchange Act) ofmore than 50% of the combined voting power of the Outstanding Voting Securities of HY inadvertently, and suchPerson divests as promptly as practicable a sufficient number of shares so that such Person is the “beneficialowner”(as defined in Rules 13d-3 and 13d-5 of the Exchange Act) of 50% or less of the combined voting power ofthe Outstanding Voting Securities of HY, then no Change in Control shall have occurred as a result of such Person’sacquisition; or

ii. a majority of the Board of Directors of HY ceases to be comprised of Incumbent Directors; or

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iii.the consummation of a reorganization, merger or consolidation or sale or other disposition of all or substantially all ofthe assets of HY or the acquisition of assets of another corporation, or other transaction involving HY (“HYBusiness Combination”) excluding, however, such a Business Combination pursuant to which both of thefollowing apply (such a Business Combination, an “Excluded HY Business Combination”):

(A) the individuals and entities who beneficially owned, directly or indirectly, HY immediately prior to such HYBusiness Combination beneficially own, directly or indirectly, more than 50% of the combined voting power ofthe then Outstanding Voting Securities of the entity resulting from such HY Business Combination (including,without limitation, an entity that as a result of such transaction owns HY or all or substantially all of the assets ofHY, either directly or through one or more subsidiaries); and

(B) at the time of the execution of the initial agreement, or of the action of the Board of Directors of HY, providing forsuch HY Business Combination, at least a majority of the members of the Board of Directors of HY wereIncumbent Directors.

III . Definitions. The following terms as used herein shall be defined as follow:

1. “Incumbent Directors” means the individuals who, as of December 31, 2015, are Directors of HY and any individualbecoming a Director subsequent to such date whose election, nomination for election by HY’s stockholders, orappointment, was approved by a vote of at least a majority of the then Incumbent Directors (either by a specific voteor by approval of the proxy statement of HY in which such person is named as a nominee for director, withoutobjection to such nomination); provided, however, that an individual shall not be an Incumbent Director if suchindividual’s election or appointment to the Board of Directors of HY occurs as a result of an actual or threatenedelection contest (as described in Rule 14a 12(c) of the Exchange Act) with respect to the election or removal ofdirectors or other actual or threatened solicitation of proxies or consents by or on behalf of a person other than theBoard of Directors of HY.

2. “Permitted Holders” shall mean, collectively, (i) the parties to the 2012 Stockholders’ Agreement, as amended fromtime to time, by and among the “Depository”, the “Participating Stockholders” (both as defined therein) and HY;provided, however, that for purposes of this definition only, the definition of Participating Stockholders contained inthe Stockholders’ Agreement shall be such definition in effect on the date of the Change in Control, (ii) any direct orindirect subsidiary of HY and (iii) any employee benefit plan (or related trust) sponsored or maintained by HY or anydirect or indirect subsidiary of HY.

3. “Related Company” means Hyster-Yale Group, Inc. (formerly known as NACCO Materials Handling Group, Inc.) andits successors (“HYG”), any direct or indirect subsidiary of HYG and any entity that directly or indirectly controlsHYG.

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Exhibit 10.24

HYSTER-YALE GROUP, INC.LONG-TERM INCENTIVE COMPENSATION PLAN (Amended and Restated Effective as of January 1, 2016)

1. Effective Date

The effective date of this amended and restated Hyster-Yale Group, Inc. Long-Term Incentive Compensation Plan (the “Plan”) is

January 1, 2016.

2. Purpose of the Plan

The purpose of this Plan is to further the long-term profits and growth of Hyster-Yale Materials Handling, Inc. (the “Parent

Company”) by enabling the Parent Company, its principal operating subsidiary, Hyster-Yale Group, Inc. (the “Company”) and the

Company’s Subsidiaries (together with the Company, the “Employers”) to attract and retain key management employees by offering long-

term incentive compensation to those key management employees who will be in a position to make significant contributions to such profits

and growth. This incentive is in addition to all other compensation.

3. Code Section 409A

It is intended that the compensation arrangements under the Plan be in full compliance with the requirements of Code Section 409A.

The Plan shall be interpreted and administered in a manner to give effect to such intent. Notwithstanding the foregoing, the Employers do not

guarantee to Participants or Beneficiaries any particular tax treatment under Code Section 409A.

4. Definitions

(a) “Account” shall mean the record maintained by the Employer in accordance with Section 7 to reflect the Participants’ Awards

under the Plan (plus interest thereon). The Account shall be further sub-divided into various Sub-Accounts as described in

Section 8.

(b) “Award” shall mean the cash awards granted to a Participant under this Plan for the Award Terms.

(c) “Award Term” shall mean the period of one or more years on which an Award is based, as established by the Committee and

specified in the Guidelines. Any Award Term(s) applicable to a Qualified Performance-Based Award shall be established by

the Committee not later than 90 days after the commencement of the Award Term on which such Qualified Performance-

Based Award will be based and prior to the completion of 25% of such Award Term.

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(d) “Beneficiary” shall mean the person(s) designated in writing (on a form acceptable to the Committee) to receive the payment

of a Participant’s Sub-Accounts hereunder in the event of his death. In the absence of such a designation and at anytime when

there is no existing Beneficiary hereunder, a Participant’s Beneficiary shall be his surviving legal spouse or, if none, his

estate.

(e) “Change in Control” shall mean the occurrence of an event described in Appendix 1 hereto.

(f) “Code” shall mean the Internal Revenue Code of 1986, as amended.

(g) “Committee” shall mean the Compensation Committee of the Parent Company’s Board of Directors or any other committee

appointed by the Parent Company’s Board of Directors to administer the Plan in accordance with Section 5, so long as any

such committee consists of not less than two directors of the Parent Company and so long as each such member of the

committee is (i) an “outside director” for purposes of Code Section 162(m) and (ii) is not an employee of the Parent Company

or any of its subsidiaries.

(h) “Covered Employee” shall mean any Participant who is a “covered employee” for purposes of Code Section 162(m) or any

Participant who the Committee determines in its sole discretion is likely to become such a covered employee.

(i) “Disability” or “Disabled.” A Participant shall be deemed to have a “Disability” or be “Disabled” if the Participant is

determined to be totally disabled by the Social Security Administration or if the Participant (i) is unable to engage in any

substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to

result in death or can be expected to last for a continuous period of not less than 12 months, or (ii) is, by reason of any

medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for

a continuous period of not less than 12 months, receiving income replacement benefits for a period of not less than 3 months

under an Employer sponsored accident and health plan.

(j) “Final Payout Percentage.” For each Plan Year, the Final Payout Percentage shall mean the percentage of the Target Payout

that is paid out under the Plan, as determined by the Committee, in its sole discretion, for the global corporate participant

group.

(k) “Grant Date” shall mean the effective date of an Award, which is the January 1 st following the end of the Award Term.

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(l) “Guidelines” shall mean the guidelines that are approved by the Committee for each Award Term for the administration of

the Awards granted under the Plan. To the extent that there is any inconsistency between the Guidelines and this Plan on

matters other than the time and form of payment of the Awards, the Guidelines shall control. If there is any inconsistency

between the Guidelines and the Plan regarding the time and form of payment of the Awards, the Plan shall control.

(m) “Hay Salary Grade” shall mean the salary grade or Salary Points assigned to a Participant by the Employers pursuant to the

Hay Salary System, or any successor salary system subsequently adopted by the Employers.

(n) “Key Employee.” A Participant shall be classified as a Key Employee if he meets the following requirements:

* The Participant, with respect to the Participant’s relationship with the Employers and their affiliates, met therequirements of Section 416(i)(1)(A)(i), (ii) or (iii) of the Code (without regard to Section 416(i)(5) thereof) and theTreasury Regulations issued thereunder at any time during the 12-month period ending on the most recent IdentificationDate (defined below) and his Termination of Employment occurs during the 12-month period beginning on the mostrecent Key Employee Effective Date (defined below). When applying the provisions of Code Sections 416(i)(1)(A)(i), (ii)or (iii) for this purpose: (i) the definition of “compensation” (A) shall be as defined under Treasury Regulation Section1.415(c)-2(d)(4) (i.e., the wages and other compensation for which the Employer is required to furnish the Employee witha Form W-2 under Code Sections 6041, 6051 and 6052, plus amounts deferred at the election of the Employee underCode Sections 125, 132(f)(4) or 401(k)) and (B) shall apply the rule of Treasury Regulation Section 1.415(c)-2(g)(5)(ii)which excludes compensation of non-resident alien employees and (ii) the number of officers described in Code Section416(i)(1)(A)(i) shall be 60 instead of 50.

* The Identification Date for Key Employees is each December 31st and the Key Employee Effective Date is thefollowing April 1st. As such, any Employee who is classified as a Key Employee as of December 31st of a particular PlanYear shall maintain such classification for the 12-month period commencing on the following April 1st.

* Notwithstanding the foregoing, a Participant shall not be classified as a Key Employee unless the stock of theParent Company (subject to any applicable transitional rules

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contained in Code Section 409A and the regulations issued thereunder) is publicly traded on an established securitiesmarket or otherwise on the date of the date of the Participant’s Termination of Employment.

(o) “Maturity Date” shall mean the date established in Section 10(a)(i) for each Sub-Account under the Plan.

(p) “Non-U.S. Participant” shall mean a Participant who is classified by the Committee as a non-resident alien with no U.S.-

earned income. Such classification shall be determined as of the Grant Date of each particular Award. Once a Participant is

classified by the Committee as a Non-U.S. Participant with respect to a particular Award, such classification shall continue in

effect until such Award is paid, regardless of any subsequent change in classification.

(q) “Participant” shall mean any person who meets the eligibility criteria set forth in Section 6 and who is granted an Award

under the Plan or a person who maintains an Account balance hereunder.

(r) “Performance Objectives” shall mean the performance objectives established pursuant to the Plan for Participants.

Performance Objectives may be described in terms of Parent Company-wide or Company-wide objectives or objectives that

are related to the performance of (i) the individual Participant, (ii) any subsidiary, division, business unit, department or

function of the Parent Company or (iii) any Subsidiary, division, business unit, department or function of the Company.

Performance Objectives may be measured on an absolute or relative basis. Different groups of Participants may be subject to

different Performance Objectives for the same Award Term. Relative performance may be measured by a group of peer

companies or by a financial market index. Any Performance Objectives applicable to a Qualified Performance-Based Award

shall be based on one or more, or a combination, of the following criteria, or the attainment of specified levels of growth or

improvement in one or more of the following criteria: return on equity, return on total capital employed, diluted earnings per

share, total earnings, earnings growth, return on capital, return on assets, return on sales, earnings before interest and taxes,

revenue, revenue growth, gross margin, net or standard margin, return on investment, increase in the fair market value of

shares, share price (including, but not limited to, growth measures and total stockholder return), profit, net earnings, cash

flow (including, but not limited to, operating cash flow and free cash flow), inventory turns, financial return ratios, market

share, earnings measures/ratios, economic value added, balance sheet measurements (such as receivable turnover), internal

rate of return, customer satisfaction surveys or

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productivity, net income, operating profit or increase in operating profit, market share, increase in market share, sales valueincrease over time, economic value income, economic value increase over time, new project development, adjusted standardmargin or net sales.

(s) “Plan Year” shall mean the calendar year.

(t) “Qualified Performance-Based Award” shall mean any Award or portion of an Award granted to a Covered Employee that is

intended to satisfy the requirements for “qualified performance-based compensation” under Code Section 162(m).

(u) “Retirement” or “Retire” shall mean the (i) termination of a U.S. Participant’s employment with the Employers after the

Participant has reached age 60 and completed at least 15 years of service, or (ii) termination of a Non-U.S. Participant’s

employment with the Employers after the Non-U.S. Participant has reached age 60 and completed at least 15 years of service

or, if earlier, a termination that qualifies as a retirement under local practices and procedures and/or which qualifies the Non-

U.S. Participant for foreign retirement benefits.

(v) “Salary Points” means the salary points assigned to a Participant by the Committee for the applicable Award Term pursuant

to the Hay salary point system, or any successor salary point system adopted by the Committee.

(w) “Subsidiary” shall mean any corporation, partnership or other entity, the majority of the outstanding voting securities of

which is owned, directly or indirectly, by the Parent Company.

(x) “Target Award” shall mean a dollar amount calculated by multiplying (i) the designated salary midpoint that corresponds to a

Participant’s Hay Salary Grade by (ii) the long-term incentive compensation target percent for that Hay Salary Grade for the

applicable Award Term, as determined by the Committee. The Target Award is the Award that would be paid to a Participant

under the Plan if each Performance Objective is met exactly at target level.

(y) “Target Payout.” For each Plan Year, the Target Payout shall mean the total amount that would be paid out under the Plan if

each Performance Objective is met exactly at target level, as determined by the Committee, in its sole discretion, for the

global corporate participant group.

(z) “Termination of Employment” shall mean, with respect to any Participant’s relationship with the Employers and their

affiliates, a separation from service as defined in Code Section 409A (and the regulations and guidance issued thereunder).

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(aa) “True-Up Interest Rate.” Beginning in 2014, the True-Up Interest Rate shall mean the interest rate determined under an

annual “True-Up Interest Rate Table” and related interpolation chart based on the Final Payout Percentage of the Plan for

such Plan Year. The True-Up Interest Rate Table is adopted and approved by the Committee within the first 90 days of each

Plan Year.

(bb) “U.S. Participant” shall mean, with respect to any Award, any Participant who is not a Non-U.S. Participant.

5. Administration

(a) This Plan shall be administered by the Committee. A majority of the Committee shall constitute a quorum, and the action of

members of the Committee present at any meeting at which a quorum is present, or acts unanimously approved in writing,

shall be the act of the Committee. All acts and decisions of the Committee with respect to any questions arising in connection

with the administration and interpretation of this Plan, including the severability of any or all of the provisions hereof, shall

be conclusive, final and binding upon the Employers and all present and former Participants, all other employees of the

Employers, and their respective descendants, successors and assigns. No member of the Committee shall be liable for any

such act or decision made in good faith.

(b) The Committee shall have complete authority to interpret all provisions of this Plan, to prescribe the form of any instrument

evidencing any Award granted under this Plan, to adopt, amend and rescind general and special rules and regulations for its

administration (including, without limitation, the Guidelines) and to make all other determinations necessary or advisable for

the administration of this Plan. Notwithstanding the foregoing, no such action may be taken by the Committee that would

cause any Qualified Performance-Based Awards to be treated as “applicable employee remuneration” of such Participant, as

such term is defined in Code Section 162(m) ( i.e., to no longer qualify for the exception for “qualified performance-based

compensation” under Code Section 162(m)).

6. Eligibility

Any person who is classified by an Employer as a salaried employee of an Employer generally at a Hay Salary Grade of 26 or above

(or a compensation level equivalent thereto), who in the judgment of the Committee occupies an officer or other key executive position in

which his efforts may significantly contribute to the profits or growth of an Employer, may be eligible to participate in the Plan; provided,

however, that (a) leased employees (as defined in Code Section 414) and (b) persons who are participants in the Hyster-Yale

6

Materials Handling, Inc. Long-Term Equity Incentive Plan for a particular Award Term shall not be eligible to participate in this Plan for the

same Award Term. A person shall become a Participant in the Plan when granted an Award under Section 8(b)(ii).

7. Accounts and Sub-Accounts.

Each Employer shall establish and maintain on its books an Account for each Participant who is or was employed by the Employer

which shall reflect the Awards described in Section 8 hereof. Such Account shall also (a) reflect credits for the interest described in Section

10(b) and debits for any distributions and (b) be divided into the Sub-Accounts specified in Section 8(d).

8. Granting of Awards/Crediting of Sub-Accounts.

The Committee may, from time to time and upon such conditions as it may determine, authorize the granting of Awards to

Participants for each Award Term, which shall be consistent with, and shall be subject to all of the requirements of, the following provisions:

(a) The Committee shall approve (i) a Target Award to be granted to each Participant and (ii) a formula for determining the

amount of each Award for such Award Term, which formula is based upon the achievement of Performance Objectives, as

set forth in the Guidelines; provided, however, that with respect to any Qualified Performance-Based Award, the Committee

shall approve the foregoing not later than the ninetieth day of the applicable Award Term and prior to the completion of 25%

of such Award Term. At such time, the Committee shall designate whether the Award is a Qualified Performance-Based

Award.

(b) Effective no later than April 30 th of the Plan Year following the end of the Award Term, the Committee shall approve (i) a

preliminary calculation of the amount of each Award based upon the application of the formula and actual performance to the

Target Awards previously determined in accordance with Section 8(a); and (ii) a final calculation and approval of the amount

of each Award to be granted to each Participant for the Award Term (with the specified “Grant Date” of such Award being

January 1st of the Plan Year following the end of the Award Term). Such approval shall be certified in writing by the

Committee before any amount is paid for any Award granted with respect to an Award Term. Notwithstanding the foregoing,

(1) the Committee shall have the power to decrease the amount of any Award below the amount determined in accordance

with the foregoing provisions and (2) the Committee shall have the power to increase the amount of any Award above the

initial amount determined in accordance with the foregoing provisions or adjust the amount of thereof in any other manner

determined by the Committee in its sole and absolute discretion. Further notwithstanding the foregoing,

7

(A) no such decrease may occur following a Change in Control; (B) no such increase, adjustment or any other change may bemade that would cause any Qualified Performance-Based Award to be includable as “applicable employee remuneration” ofsuch Participant, as such term is defined in Code Section 162(m) ( i.e., to no longer qualify for the exception for “qualifiedperformance-based compensation” under Code Section 162(m)) and (C) no Award, including any Award equal to the TargetAward, shall be payable under the Plan to any Participant except as determined and approved by the Committee.

(c) Calculations of Target Awards for U.S. Participants for an Award Term shall initially be based on the Participant’s Hay

Salary Grade as of January 1 st of the first year of the Award Term. Calculations of Target Awards for Non-U.S. Participants

for an Award Term shall be determined in accordance with the Guidelines in effect for such Award Term. However, such

Target Awards shall be changed during or after the Award Term under the following circumstances: (i) if a Participant

receives a change in Hay Salary Grade, salary midpoint and/or long-term incentive compensation target percentage during an

Award Term, such change shall be reflected in a pro-rata Target Award, (ii) employees hired into or promoted into a position

eligible to participate in the Plan (as specified in Section 6 above) during an Award Term will be assigned a pro-rated Target

Award based on their length of service during the Award Term; provided that the employees have been employed by the

Employers for at least 90 days during the Award Term and (iii) the Committee may increase or decrease the amount of the

Target Award at any time, in its sole and absolute discretion; provided, however, that (1) no such decrease may occur

following a Change in Control and (2) no such increase, adjustment or any other change may be made that would cause any

Qualified Performance-Based Award to be includable as “applicable employee remuneration” of such Participant, as such

term is defined in Code Section 162(m) ( i.e., to no longer qualify for the exception for “qualified performance-based

compensation” under Code Section 162(m)). Unless otherwise determined by the Committee (in its sole and absolute

discretion), in order to be eligible to receive an Award for an Award Term, the Participant must be employed by an Employer

and must be a Participant on December 31 st of the last year of an Award Term. Notwithstanding the foregoing, if a

Participant dies, becomes Disabled or Retires during the Award Term, the Participant shall be entitled to a pro-rata portion of

the Award for such Award Term, calculated based on actual performance for the entire Award Term in accordance with

Section 8(b)(ii) above and the number of days the Participant was actually employed by the Employers during the Award

Term.

8

(d) After approval by the Compensation Committee, each Award shall be credited to the Participant’s Account in accordance

with the following rules. The cash value of each Award for each Award Term shall be credited to a separate Sub-Account for

each Participant. Such Sub-Accounts shall be classified based on the Grant Date of the particular Award. For example, the

cash value of the Awards with a Grant Date of 1/1/14 shall be credited to the 2014 Sub-Account, the cash value of the

Awards with a Grant Date of 1/1/15 shall be credited to the 2015 Sub-Account, etc.

(e) Notwithstanding any other provision of the Plan, (i) the maximum cash value of the Awards granted to a Participant under

this Plan for any Award Term shall not exceed $6,000,000 and (ii) the maximum cash value of the payment from the Sub-

Account that holds the Awards for any Award Term (including interest) shall not exceed $8,000,000.

(f) Multiple Awards may be granted to a Participant; provided, however, that no two Awards to a Participant may have identical

performance periods.

(g) All determinations under this Section shall be made by the Committee. Each Qualified Performance-Based Award shall be

granted and administered to comply with the requirements of Code Section 162(m).

9. Vesting

All Awards granted hereunder shall be immediately 100% vested as of the Grant Date. Participants shall be 100% vested in all

amounts credited to their Accounts hereunder.

10. Payment of Sub-Account Balances/Interest

(a) Payment Dates .

(i) Maturity Dates . The Maturity Date of each Sub-Account shall be the third anniversary of the Grant Date of the

Award that was credited to such Sub-Account. For example, the Maturity Date of the 2015 Sub-Account (containing

Awards with a Grant Date of 1/1/15) shall be 1/1/18. Subject to the provisions of clause (ii) below, the balance of

each Sub-Account shall be paid to the Participant on the Maturity Date of such Sub-Account.

(ii) Other Payment Dates . Notwithstanding the foregoing, but subject to the provisions of Section 11 hereof, (1) the

payment date of amounts that were credited to a particular

9

Sub-Account while a Participant was a Non-U.S. Participant may be any earlier date determined by the Committeeand (2) in the event a Participant dies , becomes Disabled , or incurs a Termination of Employment on account ofRetirement prior to the applicable Maturity Date, (A) the payment date of all amounts credited to the Participant’spre-2015 Sub-Accounts as of the date of death, Disability, or Termination of Employment on account of Retirementshall be the date of such death , Disability, or Termination of Employment on account of Retirement, (B) the paymentdate of all amounts credited to the Participant’s post-2014 Sub-Accounts as of the date of death, Disability, orTermination of Employment on account of Retirement shall be a date during the period from January 1 st throughApril 30th of the Plan Year following the year in which such death , Disability, or Termination of Employment onaccount of Retirement occurs and (C) the Award earned for the Award Term in which the date of death, Disability, orTermination of Employment on account of Retirement occurs shall be paid during the period from January 1 st

through April 30th of the Plan Year following the last day of the Award Term; provided, however, that if aParticipant who incurs a Termination of Employment on account of Retirement is a Key Employee, the Participant’spayment date shall not be any earlier than the 1 st day of the 7 th month following the date of his Termination ofEmployment on account of Retirement (or, if earlier, the date of the Participant’s death).

(b) Interest . The Participant’s Sub-Accounts shall be credited with interest as follows; provided, however, that (1) no interest

shall be credited to a Sub-Account after the Maturity Date of the Sub-Account, (2) no interest shall be credited to a Sub-

Account following a Participant’s Termination of Employment prior to a Maturity Date (except as described in Section 10(c)

(ii) with respect to delayed payments made to Key Employees on account of a Termination of Employment on account of

Retirement), (3) no interest shall be credited to the Sub-Accounts after the last day of the month preceding the payment date

of such Sub-Account and (4) no interest in excess of 14% shall be credited to any Sub-Account.

(i) Interest Rate for Non-Covered Employees . At the end of each calendar month during a Plan Year, the Sub-Accounts

of Participants who are not Covered Employees shall be credited with an amount determined by multiplying the

Participant’s Sub-Account balances during such month by 2%. In addition, as of the end of each Plan Year

commencing on or after January 1, 2014 in which the True-Up Interest Rate for such Plan Year exceeds 2%, the Sub-

Accounts shall also be credited with an additional

10

amount determined by multiplying the Participant’s Sub-Account balances during each month of such Plan Year bythe excess of the True-up Interest Rate over 2%, compounded monthly. If a Participant dies , becomes disabled orincurs a Termination of Employment for any reason prior to December 31 of a Plan Year, the foregoing interestcalculations shall be calculated as of the last day of the month coincident with or prior to the Participant’s terminationdate. Notwithstanding the foregoing, in the event that, prior to an applicable Maturity Date, a Participant who is not aCovered Employee incurs a Termination of Employment (other than on account of death, disability or Retirement),the interest credited to such Participant’s Sub-Accounts for the year in which such Termination of Employmentoccurs shall be capped at 2%.

(ii) Interest Rate for Covered Employees . At the end of each calendar month during a Plan Year, the Sub-Accounts of

Participants who are Covered Employees shall be credited with an amount determined by multiplying the

Participant’s Sub-Account balances during such month by 14%; provided, however, that the Committee shall have

the power to decrease such interest to such lower amount determined by the Committee in its sole discretion based on

the True-Up Interest Rate for such Plan Year, but no less than 2%. If a Participant dies , becomes disabled or incurs a

Termination of Employment for any reason prior to December 31 of a Plan Year, the foregoing interest calculations

shall be calculated as of the last day of the month coincident with or prior to the Participant’s termination date.

Notwithstanding the foregoing, in the event that, prior to an applicable Maturity Date, a Participant who is a Covered

Employee incurs a Termination of Employment (other than on account of death, disability or Retirement), the interest

credited to such Participant’s Sub-Accounts for the year in which such Termination of Employment occurs shall be

capped at 2%.

(iii) Prior Plan Years . Notwithstanding anything in the Plan to the contrary, any interest credited to a Participant’s Sub-

Accounts with respect to 2013 or prior Plan Years will be provided under the terms and conditions of the Plan as it

existed on December 31, 2013. Moreover, in the event that, prior to an applicable Maturity Date, a Participant

becomes eligible for a payment of amounts credited to hispre-2015 Sub-Accounts prior to December 31 of a Plan

Year, the foregoing interest calculations shall be made as of the last day of the month prior to such payment date.

When making such calculations, the True-Up Interest Rate shall be equal to the year-to-date True-Up Interest Rate as

of the last day of the prior month, as determined by the Committee in its sole discretion.

11

(iv) Changes . The Committee may change (or suspend) the interest rate credited on Accounts hereunder at any time.

Notwithstanding the foregoing, no such change may be made in a manner that would cause any Qualified

Performance-Based Award to be includable as “applicable employee remuneration” of such Participant, as such term

is defined in Code Section 162(m) ( i.e., to no longer qualify for the exception for “qualified performance-based

compensation” under Code Section 162(m)).

(c) Payment Date, Form of Payment and Amount .

(i) Payment Date and Form . Except as otherwise described in Section 11 hereof, the Participant’s Employer or former

Employer shall deliver to the Participant (or, if applicable, his Beneficiary), a check in full payment of each Sub-

Account within 90 days of the applicable payment date of such Sub-Account.

(ii) Amount . Each Participant shall be paid the entire balance of each Sub-Account (including interest). If a Participant

who incurs a Termination of Employment on account of Retirement is a Key Employee whose payment is delayed

until the 1 st day of the 7

th month following such Termination of Employment on account of Retirement, such

Participant’s Sub-Accounts shall continue to be credited with interest (in accordance with the rules specified in

Section 10(b) but at the rate of 2%) from the date the payment would have been made if the Participant was not a Key

Employee through the last day of the month prior to the payment date. Any amounts that would otherwise be payable

to the Key Employee prior to the 1 st day of the 7

th month following Termination of Employment on account of

Retirement shall be accumulated and paid in a lump sum make-up payment within 30 days following such delayed

payment date. Amounts that are payable to the Non-U.S. Participants shall be converted from U.S. dollars to local

currency in accordance with the terms of the Guidelines .

11. Change in Control

(a) The following provisions shall apply notwithstanding any other provision of the Plan to the contrary.

(b) Amount of Award for Year of Change In Control . In the event of a Change in Control during an Award Term, the amount of

the Award payable to a Participant who is employed by the Employers on the date of the Change in Control (or who died,

became Disabled or Retired during such Award Term and prior to the Change in Control) for such Award Term shall be

12

equal to the Participant’s Target Award for such Award Term, multiplied by a fraction, the numerator of which is the numberof days during the Award Term during which the Participant was employed by the Employers prior to the Change in Controland the denominator of which is the number of days in the Award Term.

(c) Time of Payment . In the event of a Change in Control, the payment date of all amounts credited to the Participant’s Sub-

Accounts (including, without limitation, the pro-rata Target Award for the Award Term during which the Change in Control

occurred) shall be the date that is between two days prior to, or within 30 days after, the date of the Change in Control, as

determined by the Committee in its sole and absolute discretion. Notwithstanding anything in the Plan to the contrary, the

interest credited to the Participant’s Sub-Accounts under Section 10(b) for the year in which the Change in Control occurs

shall be calculated as of the last day of the month prior to the date of the Change in Control. When making such calculation,

the True-Up Interest Rate shall be equal to the year-to-date True-Up Interest Rate as of the last day of the month prior to the

date of the Change in Control, as determined by the Committee in its sole discretion.

12. Amendment, Termination and Adjustments

(a) The Committee, in its sole and absolute discretion, may alter or amend this Plan from time to time; provided, however, that

without the written consent of the affected Participant, no such amendment shall, (i) reduce a Participant’s Account balance

as in effect on the date of the amendment, (ii) reduce the amount of any outstanding Award that was previously approved by

the Committee but not yet paid as of the date of the amendment, (iii) modify Section 11(b) hereof or (iv) alter the time of

payment provisions described in Sections 10 and 11 of the Plan, except for any amendments that accelerate the time of

payment as permitted under Code Section 409A or are required to bring such provisions into compliance with the

requirements of Code Section 409A and, in either case, are permitted by Code Section 409A and the regulations issued

thereunder.

(b) The Committee, in its sole and absolute discretion, may terminate this Plan in whole or in part at any time; provided that,

such termination is permitted under Code Section 409A and, without the written consent of the affected Participant, no such

termination shall, (i) reduce a Participant’s Account balance as in effect on the date of the termination, (ii) reduce the amount

of any outstanding Award that was previously approved by the Committee but not yet paid as of the date of termination or

(iii) alter the time of payment provisions described in Sections 10 and

13

11 of the Plan, except for modifications that accelerate the time of payment or are required to bring such provisions intocompliance with the requirements of Code Section 409A and, in either case, are permitted by Code Section 409A.

(c) Notwithstanding the foregoing, upon a complete termination of the Plan, the Committee, in its sole and absolute discretion,

shall have the right to change the time of distribution of Participants’ Sub-Accounts under the Plan, including requiring that

all such Sub-Accounts be immediately distributed in the form of lump sum cash payments (but only to the extent such change

is permitted by Code Section 409A).

(d) No amendment may cause any Qualified Performance-Based Award to be includable as “applicable employee remuneration”

of such Participant, as such term is defined in Code Section 162(m) ( i.e., to no longer qualify for the exception for “qualified

performance-based compensation” under Code Section 162(m)).

(e) Any amendment or termination of the Plan shall be in the form of a written instrument approved and adopted by the

Committee. Such amendment or termination shall become effective as of the date specified by the Committee.

13. General Provisions

(a) No Right of Employment . Neither the adoption or operation of this Plan, nor any document describing or referring to this

Plan, or any part thereof, shall confer upon any employee any right to continue in the employ of an Employer, or shall in any

way affect the right and power of an Employer to terminate the employment of any employee at any time with or without

assigning a reason therefor to the same extent as the Employer might have done if this Plan had not been adopted.

(b) Governing Law . The provisions of this Plan shall be governed by and construed in accordance with the laws of the State of

Delaware, except when preempted by federal law.

(c) Expenses. Expenses of administering the Plan shall be paid by the Employers, as directed by the Parent Company.

(d) Assignability . No amount payable to a Participant under this Plan shall be assignable or transferable by him for any reason

whatsoever, or be subject to alienation, anticipation, sale, pledge, encumbrance or other legal process or in any manner be

liable for or subject to the debts or liabilities of the Participant or Beneficiary; provided, however, that upon the death of a

14

Participant the right to the amounts payable hereunder shall be paid to the Participant’s Beneficiary.

(e) Taxes . There shall be deducted from each payment under the Plan the amount of any tax required by any governmental

authority to be withheld and paid over to such governmental authority for the account of the person entitled to such payment.

(f) Limitation on Rights of Participants; No Trust . No trust has been created by the Employers for the payment of any benefits

under this Plan; nor have the Participants been granted any lien on any assets of the Employers to secure payment of such

benefits. This Plan represents only an unfunded, unsecured promise to pay by the Employer or former Employer of the

Participant, and the Participants and Beneficiaries are merely unsecured creditors of the Participant’s Employer or former

Employer.

(g) Payment to Guardian . If a Sub-Account balance is payable to a minor, to a person declared incompetent or to a person

incapable of handling the disposition of his property, the Committee may direct payment of such Sub-Account to the

guardian, legal representative or person having the care and custody of such minor, incompetent or person. The Committee

may require such proof of incompetency, minority, incapacity or guardianship as it may deem appropriate prior to the

distribution of such Sub-Account. Such distribution shall completely discharge the Employers from all liability with respect

to such Sub-Account.

(h) Miscellaneous .

(i) Headings. Headings are given to the sections of this Plan solely as a convenience to facilitate reference. Such

headings, numbering and paragraphing shall not in any case be deemed in any way material or relevant to the

construction of this Plan or any provisions thereof.

(ii) Construction. The use of the masculine gender shall also include within its meaning the feminine. The use of the

singular shall also include within its meaning the plural, and vice versa.

(iii) Acceleration of Payments . Notwithstanding any provision of the Plan to the contrary, to the extent permitted under

Code Section 409A and the Treasury Regulations issued thereunder, payments of Sub-Accounts hereunder may be

accelerated (1) to the extent necessary to comply with federal, state, local or foreign ethics or conflicts of interest

15

laws or agreements, (2) to the extent necessary to pay the FICA taxes imposed under Code Section 3101, and theincome withholding taxes related thereto or (3) if the Plan (or a portion thereof) fails to satisfy the requirements ofCode Section 409A; provided that the amount of such payment may not exceed the amount required to be included asincome as a result of the failure to comply with Code Section 409A

(iv)Delayed Payments due to Solvency Issues. Notwithstanding any provision of the Plan to the contrary, an Employer shall

not be required to make any payment hereunder to any Participant or Beneficiary if the making of the

payment would jeopardize the ability of the Employer to continue as a going concern; provided that any

missed payment is made during the first Plan Year in which the funds of the Employer are sufficient to

make the payment without jeopardizing the going concern status of the Employer.

(v)Payments Violating Applicable Law . Notwithstanding any provision of the Plan to the contrary, the payment of all or any

portion of the amounts payable hereunder will be deferred to the extent that the Employer reasonably

anticipates that the making of such payment would violate Federal securities laws or other applicable law

(provided that the making of a payment that would cause income taxes or penalties under the Code shall

not be treated as a violation of applicable law). The deferred amount shall become payable at the earliest

date at which the Employer reasonably anticipates that making the payment will not cause such violation.

14. Liability of Employers and Transfers .

(a) In general . The provisions of this Section shall apply notwithstanding any other provision of the Plan to the contrary.

(b) Liability for Payment/Transfers of Employment .

(i) Subject to the provisions of clause (ii) of this Section, the Employers shall each be solely liable for the payment of

amounts due hereunder to or on behalf of the Participants who are (or were) its employees.

(ii) Notwithstanding the foregoing, if the benefits that are payable to or on behalf of a Participant are based on the

Participant’s employment with more than one Employer, the following provisions shall apply:

16

(1) Upon a transfer of employment, the Participant's Sub-Accounts shall be transferred from the prior Employer

to the new Employer and interest shall continue to be credited to the Sub-Accounts following the transfer (to

the extent otherwise required under the terms of the Plan). Subject to Section 14(b)(ii)(2)(C), the last

Employer of the Participant shall be responsible for processing the payment of the entire amount which is

allocated to the Participant's Sub Accounts hereunder; and

(2) Notwithstanding the provisions of clause (1), (A) each Employer shall be solely liable for the payment of the

amounts credited to a Participant's Account which were earned by the Participant while he was employed by

that Employer; (B) each Employer (unless it is insolvent) shall reimburse the last Employer for its allocable

share of the Participant's distribution; (C) if any responsible Employer is insolvent at the time of distribution,

the last Employer shall not be required to make a distribution to the Participant with respect to amounts which

are allocable to service with that Employer (until the payment date specified in Section 13(h)(v)); and (D)

each Employer shall (to the extent permitted by applicable law) receive an income tax deduction for the

Employer's allocable share of the Participant's distribution.

.

15. Approval by Stockholders

The Plan was approved by the stockholders of the Parent Company on May 8, 2013.

17

Appendix 1. Change in Control.

Change in Control . The term “Change in Control” shall mean the occurrence of any of the events listed in I or II, below;

provided that such occurrence meets the requirements of Treasury Regulation Section 1.409A-3(i)(5) (or any successor or

replacement thereto) with respect to a Participant :






18

provided,that if at least a majority of the individuals who constitute Incumbent Directors determine in good faith thata Person has become the “beneficial owner”(as defined in Rules 13d-3 and 13d-5 of the Exchange Act) of more than50% of the combined voting power of the Outstanding Voting Securities of HY inadvertently, and such Persondivests as promptly as practicable a sufficient number of shares so that such Person is the “beneficial owner”(asdefined in Rules 13d-3 and 13d-5 of the Exchange Act) of 50% or less of the combined voting power of theOutstanding Voting Securities of HY, then no Change in Control shall have occurred as a result of such Person’sacquisition; or






1. “ Incumbent Directors ” means the individuals who, as of December 31, 2013, are Directors of HY and any individualbecoming a Director subsequent to such date whose election, nomination for election by HY’s stockholders, orappointment, was approved by a vote of at least a majority of the then Incumbent Directors (either by a specific voteor by approval of the proxy statement of HY in which such person is named as a nominee for director, withoutobjection to such nomination); provided , however , that an individual shall not be an Incumbent Director if suchindividual’s election or appointment to the Board of Directors of HY occurs as a result of an actual or threatenedelection contest (as described in Rule 14a‑12(c) of the Exchange Act) with respect to the election or removal ofdirectors or other actual or threatened solicitation of proxies or consents by or on behalf of a person other than theBoard of Directors of HY.

2. “ Permitted Holders ” shall mean, collectively, (i) the parties to the 2012 Stockholders’ Agreement, as amended fromtime to time, by and among the ““Depository,” the

19

Participating Stockholders” (both as defined therein) and HY; provided, however, that for purposes of this definitiononly, the definition of Participating Stockholders contained in the Stockholders’ Agreement shall be such definition ineffect of the date of the Change in Control, (ii) any direct or indirect subsidiary of HY and (iii) any employee benefitplan (or related trust) sponsored or maintained by HY or any direct or indirect subsidiary of HY.

3. “ Related Company ” means Hyster-Yale Group, Inc. and its successors (“HYG”), any direct or indirect subsidiary ofHYG and any entity that directly or indirectly controls HYG.

20

Exhibit 10.25

HYSTER-YALE GROUP, INC. ANNUAL INCENTIVE COMPENSATION PLAN

(Amended and Restated Effective as of January 1, 2016)

1. Purpose of the Plan

The purpose of the Hyster-Yale Group, Inc. Annual Incentive Compensation Plan (the “Plan”) is to further the profits and growth ofHyster-Yale Group, Inc. (the “Company”) and Hyster-Yale Materials Handling, Inc. (the “Parent Company”) by enabling the Company andits wholly-owned subsidiaries (together with the Company, the “Employers”) to attract and retain employees by offering annual incentivecompensation to those employees who will be in a position to help the Company and the Parent Company to meet their financial and businessobjectives. The Company is the sponsor of this Plan.

2. Definitions

(a) “Award” means cash paid to a Participant under the Plan for a Performance Period in an amount determined in accordance withSection 5.

(b) “Change in Control” means the occurrence of an event described in Appendix 1 hereto.

(c) “Committee” means the Compensation Committee of the Parent Company's Board of Directors or any other committeeappointed by the Parent Company's Board of Directors to administer this Plan in accordance with Section 3, so long as any such committeeconsists of not less than two directors of the Company and so long as each member of the Committee is (i) an “outside director” for purposesof Section 162(m) and (ii) is not an employee of the Parent Company or any of its subsidiaries.

(d) “Covered Employee” means any Participant who is a “covered employee” for purposes of Section 162(m) or any Participantwho the Committee determines in its sole discretion could become a “covered employee.

(e) “Disability” means an approved application for disability benefits under the Company’s long-term disability plan or under anyapplicable government program.

(f) “Guidelines” means the guidelines that are approved by the Committee for the administration of the Awards granted under thePlan. To the extent that there is any inconsistency between the Guidelines and the Plan, the Guidelines will control.

(g) “Hay Salary Grade” shall mean the salary grade or Salary Points assigned to a Participant by the Employers pursuant to theHay Salary System, or any successor salary system subsequently adopted by the Employers.

(h) “Participant” means any person who is classified by the Employers as a salaried employee in Hay Salary Grade 24 or above,who in the judgment of the Committee occupies a key position in which his efforts may significantly contribute to the profits or growth of theCompany and/or the Parent Company; provided, however, that the Committee may select any employee who is expected to contribute, orwho has contributed, significantly to the profitability of the Company and/or the Parent Company to participate in the Plan and receive anAward hereunder; and further provided, however, that following the end of the Performance Period, the Committee may make one or morediscretionary Awards

- 1 -

to employees of the Employers who were not previously designated as Participants. Directors of the Employers who are also employees ofthe Employers are eligible to participate in the Plan. Notwithstanding the foregoing, (i) the Committee may delegate to the Chief ExecutiveOfficer and/or the Chairman of the Company the right to designate Participants in Hay Salary Grades 27 and below who are not CoveredEmployees or officers and (ii) employees of the Employers may not participate in this Plan and the Company’s marketing incentivecompensation plans during the same time period.

(i) “Payment Period” means, with respect to any Performance Period, the period from January 1 to March 15 of the calendar yearimmediately following the calendar year in which such Performance Period ends.

(j) “Performance Period” means any period of one year (or portion thereof) on which an Award is based, as established by theCommittee. Any Performance Period(s) applicable to a Qualified Performance-Based Award shall be established by the Committee not laterthan 90 days after the commencement of the Performance Period on which such Qualified Performance-Based Award will be based and priorto completion of 25% of such Performance Period.

(k) “Performance Objectives” shall mean the performance objectives established pursuant to the Plan for Participants. PerformanceObjectives may be described in terms of Parent Company-wide or Company-wide objectives or objectives that are related to the performanceof (i) the individual Participant, (ii) any subsidiary, division, business unit, department or function of the Parent Company or (iii) anySubsidiary, division, business unit, department or function of the Company. Performance Objectives may be measured on an absolute orrelative basis. Different groups of Participants may be subject to different Performance Objectives for the same Performance Period. Relativeperformance may be measured by a group of peer companies or by a financial market index. Any Performance Objectives applicable to aQualified Performance-Based Award shall be based on one or more, or a combination, of the following criteria, or the attainment of specifiedlevels of growth or improvement in one or more of the following criteria: return on equity, return on total capital employed, diluted earningsper share, total earnings, earnings growth, return on capital, return on assets, return on sales, earnings before interest and taxes, revenue,revenue growth, gross margin, net or standard margin, return on investment, increase in the fair market value of shares, share price(including, but not limited to, growth measures and total stockholder return), operating profit, net earnings, cash flow (including, but notlimited to, operating cash flow and free cash flow), inventory turns, financial return ratios, market share, earnings measures/ratios, economicvalue added, balance sheet measurements (such as receivable turnover), internal rate of return, customer satisfaction surveys or productivity,net income, operating profit or increase in operating profit, market share, increase in market share, sales value, sales value increase over time,economic value income, economic value increase over time, new project development, adjusted standard margin or net sales.

(l) “Qualified Performance-Based Award” shall mean any Award or portion of an Award granted to a Covered Employee that isintended to satisfy the requirements for “qualified performance-based compensation” under Section 162(m).

(m) “Retire.” For U.S. Participants, “Retire” means a termination of employment that entitles the Participant to immediatecommencement of his pension benefits under the Hyster-Yale Group, Inc. Pension Plan for Non-Union Employees or, for U.S. Participantswho are not members of such plan, a termination of employment with the Employers after reaching age 60 with at least 15 years of service.For non-U.S. Participants, “Retire” means the earlier of age 60 with at least 15 years of service with the Employers or the termination of anon-U.S. Participant's employment with the Employers that qualifies as

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retirement under local practices and procedures and/or which qualifies the non-U.S. Participant for foreign retirement benefits.

(n) “Salary Points” means the salary points assigned to a Participant by the Committee for the applicable Performance Periodpursuant to the Hay salary point system, or any successor salary point system adopted by the Committee.

(o) “Section 162(m)” means Section 162(m) of the Internal Revenue Code of 1986, as amended, or any successor provision.

(p) “Subsidiary” shall mean any corporation, partnership or other entity, the majority of the outstanding voting securities of whichis owned, directly or indirectly, by the Company

(q) “Target Award” shall mean the designated salary midpoint that corresponds to a Participant’s Salary Points, multiplied by theshort-term incentive compensation target percent for those Salary Points for the applicable Performance Period, as determined by theCommittee. The Target Award is the Award that would be paid to a Participant under the Plan if each Performance Objective is met exactlyat target level. Calculations of Target Awards for a Performance Period shall initially be based on the Participant’s Hay Salary Grade as ofJanuary 1 st of the first year of the Performance Period. However, such Target Awards shall be changed during or after the PerformancePeriod under the following circumstances: (i) if a Participant receives a change in Salary Points, salary midpoint and/or short-term incentivecompensation target percentage during a Performance Period, such change shall be reflected in a pro-rata Target Award, (ii) employees hiredinto or promoted into a position eligible to participate in the Plan during a Performance Period will be assigned a pro-rated Target Awardbased on their length of service during the Performance Period and (iii) the Committee may increase or decrease the amount of the TargetAward at any time, in its sole and absolute discretion; provided, however, that (X) no such decrease may occur following a Change in Controland (Y) no such increase, adjustment or any other change may be made that would cause any Qualified Performance-Based Award to beincludable as “applicable employee remuneration” of such Participant, as such term is defined in Code Section 162(m) ( i.e., to no longerqualify for the exception for “qualified performance-based compensation” under Code Section 162(m)).

3. Administration

This Plan shall be administered by the Committee. The Committee shall have complete authority to interpret all provisions of thisPlan consistent with law, to prescribe the form of any instrument evidencing any Award granted under this Plan, to adopt, amend and rescindgeneral and special rules and regulations for its administration (including, without limitation, the Guidelines), and to make all otherdeterminations necessary or advisable for the administration of this Plan. Notwithstanding the foregoing, no such action may be taken by theCommittee that would cause any Qualified Performance-Based Awards to be includable as “applicable employee remuneration” of suchParticipant, as such term is defined in Section 162(m) (i.e., to no longer qualify for the exception for “qualified performance-basedcompensation” under Code Section 162(m)). A majority of the Committee shall constitute a quorum, and the action of members of theCommittee present at any meeting at which a quorum is present, or acts unanimously approved in writing, shall be the act of the Committee.All acts and decisions of the Committee with respect to any questions arising in connection with the administration and interpretation of thisPlan, including the severability of any or all of the provisions hereof, shall be conclusive, final and binding upon the Employers and allpresent and former Participants, all other employees of the

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Employers, and their respective descendants, successors and assigns. No member of the Committee shall be liable for any such act or decisionmade in good faith.

4. Eligibility

Each Participant shall be eligible to participate in this Plan and receive Awards in accordance with Section 5; provided, however, that,unless otherwise determined by the Committee or as otherwise provided in Section 6 below, (a) a Participant must be employed by theEmployers on the last day of the Performance Period (or die, become Disabled or Retire during such Performance Period) in order to beeligible to receive an Award for such Performance Period and (b) the Award of a Participant who is described in the preceding clause or whois employed on the last day of the Performance Period but is not employed during the entire Performance Period shall be paid in a pro-ratedamount based on the number of days the Participant was actually employed by the Employers during such Performance Period.Notwithstanding the foregoing, the Committee shall have the discretion to grant an Award to a Participant who does not meet the foregoingrequirements; provided that (i) the Participant has been employed by the Employers for at least 90 days during the Performance Period and(ii) no such action may be taken by the Committee that would cause any Qualified Performance-Based Awards to be includable as applicableemployee remuneration of such Participant, as such term is defined in Section 162(m) (i.e., to no longer qualify for the exception for“qualified performance-based compensation” under Code Section 162(m)).

5. Awards

The Committee may, from time to time and upon such conditions as it may determine, authorize the payment of Awards toParticipants, which shall be consistent with, and shall be subject to all of the requirements of, the following provisions:

(a) The Committee shall approve (i) a Target Award to be granted to each Participant and (ii) a formula for determining the amountof each Award, which formula is based upon the achievement of Performance Objectives as set forth in the Guidelines; provided, however,that with respect to any Qualified Performance-Based Award, the Committee shall approve the foregoing not later than the ninetieth day ofthe applicable Performance Period and prior to the completion of 25% of such Performance Period.

(b) Prior to the end of the Payment Period, the Committee shall approve (i) a preliminary calculation of the amount of each Awardbased upon the application of the formula and actual performance to the Target Awards previously determined in accordance with Section5(a); and (ii) a final calculation of the amount of each Award to be paid to each Participant for the Performance Period. Such approval shallbe certified by the Committee before any amount is paid under any Award with respect to that Performance Period. Notwithstanding theforegoing, the Committee shall have the power to (1) decrease the amount of any Award below the amount determined in accordance withSection 5(b)(i); and/or (2) increase the amount of any Award above the amount determined in accordance with Section 5(b)(i); provided,however, that (A) no such decrease may occur following a Change in Control and (B) no such increase, change or adjustment may be madethat would cause any Qualified Performance-Based Award to be includable as “applicable employee remuneration” of such Participant, assuch term is defined in Section 162(m) (i.e., to no longer qualify for the exception for “qualified performance-based compensation” underCode Section 162(m)). No Award, including any Award equal to the Target Award, shall be payable under the Plan to any Participant exceptas determined by the Committee.

(c) Each Award shall be fully paid during the Payment Period and shall be paid in cash. Awards shall be paid subject to allwithholdings and deductions pursuant to Section 7. Notwithstanding

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any other provision of the Plan, the maximum amount paid to a Participant in a single calendar year as a result of Awards under this Planshall not exceed $8,000,000 or such lesser amount specified in the Guidelines.

(d) At such time as the Committee approves a Target Award and formula for determining the amount of each Award, theCommittee shall designate whether all or any portion of the Award is a Qualified Performance-Based Award.

6. Change in Control

(a) The following provisions shall apply notwithstanding any other provision of the Plan to the contrary.

(b) Amount of Award for Year of Change In Control. In the event of a Change in Control during a Performance Period, theamount of the Award payable to a Participant who is employed by the Employers on the date of the Change in Control (orwho died, become Disabled or Retired during such Performance Period and prior to the Change in Control) for suchPerformance Period shall be equal to the Participant’s Target Award for such Performance Period, multiplied by a fraction,the numerator of which is the number of days during the Performance Period during which the Participant was employed bythe Employers prior to the Change in Control and the denominator of which is the number of days in the Performance Period.

(c) Time of Payment . In the event of a Change in Control, the payment date of all outstanding Awards (including, withoutlimitation, the pro-rata Target Award for the Performance Period during which the Change in Control occurred) shall be thedate that is between two days prior to, or within 30 days after, the date of the Change in Control, as determined by theCommittee in its sole and absolute discretion.

7. Withholding Taxes

Any Award paid to a Participant under this Plan, shall be subject to all applicable federal, state and local income tax, social securityand other standard withholdings and deductions.

8. Amendment and Termination

The Committee may alter or amend this Plan (including the Guidelines) from time to time or terminate it in its entirety; provided,however, that no such increase, change or adjustment may be made that would cause a Qualified Performance-Based Award to be includableas “applicable employee remuneration” of a Covered Employee, as such term is defined in Section 162(m) (i.e., to no longer qualify for theexception for “qualified performance-based compensation” under Code Section 162(m)).

9. Approval by Stockholders

The Plan was approved by the stockholders of the Parent Company on May 8, 2013.

10. General Provisions

(a) No Right of Employment . Neither the adoption or operation of this Plan, nor any document describing or referring to this Plan,or any part thereof, shall confer upon any employee any

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right to continue in the employ of the Employers, or shall in any way affect the right and power of the Employers to terminate theemployment of any employee at any time with or without assigning a reason therefor to the same extent as the Employers might have done ifthis Plan had not been adopted.

(b) Governing Law . The provisions of this Plan shall be governed by and construed in accordance with the laws of the State ofDelaware.

(c) Miscellaneous . Headings are given to the sections of this Plan solely as a convenience to facilitate reference. Such headings,numbering and paragraphing shall not in any case be deemed in any way material or relevant to the construction of this Plan or any provisionsthereof. The use of the masculine gender shall also include within its meaning the feminine. The use of the singular shall also include withinits meaning the plural, and vice versa.

(d) American Jobs Creation Act . It is intended that this Plan be exempt from the requirements of Section 409A of the InternalRevenue Code, as enacted by the American Jobs Creation Act, and the Plan shall be interpreted and administered in a manner to give effect tosuch intent.

(e) Limitation on Rights of Participants; No trust . No trust has been created by the Employers for the payment of Awards grantedunder this Plan; nor have the Participants been granted any lien on any assets of the Employers to secure payment of such benefits. This Planrepresents only an unfunded, unsecured promise to pay by the Participant’s Employers, and the Participants hereunder are unsecured creditorsof their Employer.

(f) Payment to Guardian . If an Award is payable to a minor, to a person declared incompetent or to a person incapable of handlingthe disposition of his property, the Committee may direct payment of such Award to the guardian, legal representative or person having thecare and custody of such minor, incompetent or person. The Committee may require such proof of incompetency, minority, incapacity orguardianship as it may deem appropriate prior to the distribution of such Award. Such distribution shall completely discharge the Companyfrom all liability with respect to such Award.

(g) Offset of Awards . Notwithstanding anything in the Plan to the contrary, if, prior to the payment of any Award, it is determinedand verified that any amount of money is owed by the Participant to the Parent Company or any Employer, the Award otherwise payable tothe Participant may be reduced in satisfaction of the Participant’s debt to the Parent Company or any Employer. Such amount(s) owed by theParticipant to the Parent Company or any Employer may include, but is not limited to, the unused balance of any cash advances previouslyobtained by the Participant, or any outstanding credit card debt incurred by the Participant.

11. Liability of Employers and Transfers .

(a) In general . The provisions of this Section shall apply notwithstanding any other provision of the Plan to the contrary.

(b) Liability for Payment/Transfers of Employmen t.

(i) Subject to the provisions of clause (ii) of this Section, the Employers shall each be solely liable for the payment ofamounts due hereunder to or on behalf of the Participants who are (or were) its employees.

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(ii) Notwithstanding the foregoing, if the benefits that are payable to or on behalf of a Participant are based on theParticipant’s employment with more than one Employer, the following provisions shall apply:

(1) Upon a transfer of employment, the Participant's Award shall be transferred from the prior Employer to thenew Employer. Subject to Section 11(b)(ii)(2)(C), the last Employer of the Participant shall be responsible forprocessing the payment of the entire amount of the Participant’s Award hereunder; and

(2) Notwithstanding the provisions of clause (i), (A) each Employer shall be solely liable for the payment of theportion of the Participant's Award that was earned by the Participant while he was employed by thatEmployer; (B) each Employer (unless it is insolvent) shall reimburse the last Employer for its allocable shareof the Participant's distribution; (C) if any responsible Employer is insolvent at the time of distribution, thelast Employer shall not be required to make a distribution to the Participant with respect to amounts which areallocable to service with that Employer; and (D) each Employer shall (to the extent permitted by applicablelaw) receive an income tax deduction for the Employer's allocable share of the Participant's distribution.

12. Effective Date

This amended and restated Plan shall be effective January 1, 2016.

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Appendix 1. Change in Control.

Change in Control . The term “Change in Control” shall mean the occurrence of any of the events listed in I or II, below;

provided that such occurrence meets the requirements of Treasury Regulation Section 1.409A-3(i)(5) (or any successor or

replacement thereto) with respect to a Participant :





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provided,that if at least a majority of the individuals who constitute Incumbent Directors determine in good faith thata Person has become the “beneficial owner”(as defined in Rules 13d-3 and 13d-5 of the Exchange Act) of more than50% of the combined voting power of the Outstanding Voting Securities of HY inadvertently, and such Persondivests as promptly as practicable a sufficient number of shares so that such Person is the “beneficial owner”(asdefined in Rules 13d-3 and 13d-5 of the Exchange Act) of 50% or less of the combined voting power of theOutstanding Voting Securities of HY, then no Change in Control shall have occurred as a result of such Person’sacquisition; or






1. “ Incumbent Directors ” means the individuals who, as of December 31, 2012, are Directors of HY and any individualbecoming a Director subsequent to such date whose election, nomination for election by HY’s stockholders, orappointment, was approved by a vote of at least a majority of the then Incumbent Directors (either by a specific voteor by approval of the proxy statement of HY in which such person is named as a nominee for director, withoutobjection to such nomination); provided , however , that an individual shall not be an Incumbent Director if suchindividual’s election or appointment to the Board of Directors of HY occurs as a result of an actual or threatenedelection contest (as described in Rule 14a‑12(c) of the Exchange Act) with respect to the election or removal of

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directors or other actual or threatened solicitation of proxies or consents by or on behalf of a person other than theBoard of Directors of HY.

2. “ Permitted Holders ” shall mean, collectively, (i) the parties to the 2012 Stockholders’ Agreement, as amended fromtime to time, by and among the “Depository,” the “Participating Stockholders” (both as defined therein) and HY;provided, however, that for purposes of this definition only, the definition of Participating Stockholders contained inthe Stockholders’ Agreement shall be such definition in effect of the date of the Change in Control, (ii) any direct orindirect subsidiary of HY and (iii) any employee benefit plan (or related trust) sponsored or maintained by HY or anydirect or indirect subsidiary of HY.

3. “ Related Company ” means Hyster-Yale Group, Inc. and its successors (“HYG”), any direct or indirect subsidiary ofHYG and any entity that directly or indirectly controls HYG.

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Exhibit 21

SUBSIDIARIES OF HYSTER-YALE MATERIALS HANDLING, INC.

The following is a list of active subsidiaries as of the date of the filing with the Securities and Exchange Commission of the Annual Report on Form 10‑K to whichthis is an Exhibit. Except as noted, all of these subsidiaries are wholly owned, directly or indirectly.

Name Incorporation

Auramo OY FinlandAuramo ZA South Africa (40%)Bolzoni Auramo AB SwedenBolzoni Auramo B.V. Holland (51%)Bolzoni Auramo Canada Ltd. CanadaBolzoni Auramo Inc. South CarolinaBolzoni Auramo Polska SP Zoo Poland (60%)Bolzoni Auramo Pty Ltd. AustraliaBolzoni Auramo (Shanghai) Forklift Truck Attachment Co. Ltd. China (60%)Bolzoni Auramo SL Sociedad Unipersonal SpainBolzoni Auramo (Wuxi) Forklift Truck Attachment Co. Ltd. ChinaBolzoni Capital Holding B.V. NetherlandsBolzoni Capital UK, Limited United KingdomBolzoni Italia Srl ItalyBolzoni (Hebei) Forks ChinaBolzoni Holding LLC DelawareBolzoni Holding Hong Kong Hong Kong (PRC)(80%)Bolzoni Holding SpA ItalyBolzoni Ltd. United KingdomBolzoni Portugal Lda. Portugal (31%)Bolzoni Sarl FranceBolzoni SpA ItalyEurolift Pty Ltd. AustraliaHiroshima Yale Co., Ltd. Japan (20%)HYG Financial Services, Inc. Delaware (20%)HYG Telematics Solutions Limited United KingdomHyster (H.K.) Limited Hong Kong (PRC)Hyster Overseas Capital Corporation, LLC DelawareHyster Singapore Pte Ltd SingaporeHyster-Yale Australia Holding Pty Ltd. AustraliaHyster-Yale Asia-Pacific Pty, Ltd. AustraliaHyster-Yale Brasil Empilhadeiras Ltda. BrazilHyster-Yale Canada ULC CanadaHyster-Yale Deutschland GmbH GermanyHyster-Yale France S.A.R.L. FranceHyster-Yale Group, Inc. DelawareHyster-Yale Group Limited United KingdomHyster-Yale Holding B.V. NetherlandsHyster-Yale International B.V. NetherlandsHyster-Yale Italia SpA ItalyHyster-Yale Lift Trucks India Private Limited IndiaHyster-Yale Mauritius MauritiusHyster-Yale Mexico S.A. de C.V. MexicoHyster-Yale Nederland B.V. NetherlandsHyster-Yale UK Limited United KingdomHyster-Yale UK Pension Co. Limited United KingdomMeyer GmbH GermanyLLC Hans H. Meyer OOO Russia (80%)NMHG Distribution Pty. Limited Australia

Name Incorporation

Nuvera Fuel Cells, LLC. DelawareOnoda Industry Co. Ltd. Japan (20%)Shanghai Hyster Forklift, Ltd. China (75%)Shanghai Hyster International Trading Co. Ltd. ChinaShiga Yale Co., Ltd. Japan (50%)SNP Estate Corporation Philippines (50%)Suminac Philippines, Inc. Philippines (50%)Sumitomo NACCO Forklift Co., Ltd. Japan (50%)Sumitomo NACCO Forklift Sales Co., Ltd. Japan (50%)Sumitomo NACCO Forklift Vietnam Co., Ltd. Vietnam (50%)Tohoku Shinko Co., Ltd. Japan (28%)Tokai Shinko Co., Ltd. Japan (15%)Weil Corporation Philippines (50%)Yale Materials Handling UK Ltd. United Kingdom

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the following Registration Statements:

(1) Registration Statement on Form S-8 pertaining to the Hyster-Yale Materials Handling, Inc. Supplemental Long-Term Equity Incentive Plan of Hyster-Yale Materials Handling, Inc. for the registration of 100,000 shares of Class A common stock;

(2) Registration Statement on Form S-8 pertaining to the Hyster-Yale Materials Handling, Inc. Non-Employee Directors' Equity Compensation Plan ofHyster-Yale Materials Handling, Inc. for the registration of 100,000 shares of Class A common stock;

(3) Registration Statement on Form S-8 pertaining to the Hyster-Yale Materials Handling, Inc. Long-Term Equity Incentive Plan of Hyster-Yale MaterialsHandling, Inc. for the registration of 750,000 shares of Class A common stock;

of our reports dated February 28, 2017 , with respect to the consolidated financial statements and schedule of Hyster-Yale Materials Handling, Inc. andSubsidiaries and the effectiveness of internal control over financial reporting of Hyster-Yale Materials Handling, Inc. and Subsidiaries included in this AnnualReport (Form 10-K) for the year ended December 31, 2016 .


Exhibit 24.1

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned Director of Hyster-Yale Materials Handling, Inc. hereby constitutes and appoints Charles A.Bittenbender, Kenneth C. Schilling and Suzanne S. Taylor, and each of them, as the true and lawful attorney or attorneys-in-fact, with full power of substitutionand revocation, for the undersigned and in the name, place and stead of the undersigned, to sign on behalf of the undersigned as Director of Hyster-Yale MaterialsHandling, Inc., a Delaware corporation, an Annual Report pursuant to Section 13 of the Securities Exchange Act of 1934 on Form 10-K for the fiscal year endedDecember 31, 2016 , and to sign any and all amendments to such Annual Report, and to file the same, with all exhibits thereto, and other documents in connectiontherewith, with the Securities and Exchange Commission, granting to said attorney or attorneys-in-fact, and each of them, full power and authority to do so andperform 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 orcould do in person, hereby ratifying and confirming all that said attorney or attorneys-in-fact or any of them or their substitute or substitutes, may lawfully do orcause to be done by virtue hereof.

/s/ J.C. Butler, Jr. February 8, 2017 John C. Butler, Jr. Date

Exhibit 24.2

POWER OF ATTORNEY


/s/ Carolyn Corvi February 8, 2017 Carolyn Corvi Date

Exhibit 24.3

POWER OF ATTORNEY


/s/ John P. Jumper February 8, 2017 John P. Jumper Date

Exhibit 24.4

POWER OF ATTORNEY


/s/ Dennis W. LaBarre February 8, 2017 Dennis W. LaBarre Date

Exhibit 24.5

POWER OF ATTORNEY


/s/ F. Joseph Loughrey February 8, 2017 F. Joseph Loughrey Date

Exhibit 24.6

POWER OF ATTORNEY


/s/ Claiborne R. Rankin February 8, 2017 Claiborne R. Rankin Date

Exhibit 24.7

POWER OF ATTORNEY


/s/ John M. Stropki February 8, 2017 John M. Stropki Date

Exhibit 24.8

POWER OF ATTORNEY


/s/ Britton T. Taplin February 8, 2017 Britton T. Taplin Date

Exhibit 24.9

POWER OF ATTORNEY


/s/ Eugene Wong February 8, 2017 Eugene Wong Date

Exhibit 31(i)(1)

Certifications

I, Alfred M. Rankin, Jr., certify that:

1. I have reviewed this annual report on Form 10-K of Hyster-Yale Materials Handling, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to makethe statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered bythis report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respectsthe financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as definedin Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and15-d-15(f)), for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under oursupervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to usby others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed underour supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financialstatements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about theeffectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s mostrecent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonablylikely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting,to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which arereasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’sinternal control over financial reporting.

Date: February 28, 2017 /s/ Alfred M. Rankin, Jr. Alfred M. Rankin, Jr.

Chairman, President and Chief Executive Officer(principal executive officer)

Exhibit 31(i)(2)

Certifications

I, Kenneth C. Schilling, certify that:

1. I have reviewed this annual report on Form 10-K of Hyster-Yale Materials Handling, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to makethe statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered bythis report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respectsthe financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as definedin Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and15-d-15(f)), for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under oursupervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to usby others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed underour supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financialstatements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about theeffectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s mostrecent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonablylikely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting,to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which arereasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’sinternal control over financial reporting.

Date: February 28, 2017 /s/ Kenneth C. Schilling Kenneth C. Schilling

Senior Vice President and Chief Financial Officer(principal financial and accounting officer)

Exhibit 32

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF2002

In connection with the Annual Report of Hyster-Yale Materials Handling, Inc. (the “Company”) on Form 10-K for the year ended December 31, 2016 , as filedwith the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned officers of the Company certifies, pursuant to 18 U.S.C. §1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to such officer's knowledge:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Companyas of the dates and for the periods expressed in the Report.

Date: February 28, 2017 /s/ Alfred M. Rankin, Jr. Alfred M. Rankin, Jr.

Chairman, President and Chief Executive Officer(principal executive officer)

Date: February 28, 2017 /s/ Kenneth C. Schilling Kenneth C. Schilling

Senior Vice President and Chief Financial Officer(principal financial and accounting officer)

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