HYSTER-YALE, INC.
For the period ended May 12, 2026. Filed Mar 24, 2026.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 12, 2026 · Filed Mar 24, 2026
Use the contents to explore the available documents and sections.
Contents
Cover page
Show cover page
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. __)
| Filed by the Registrant | þ |
|---|---|
| Filed by a Party other than the Registrant | o |
| Check the appropriate box: | |
|---|---|
| o | Preliminary Proxy Statement |
| o | Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| þ | Definitive Proxy Statement |
| o | Definitive Additional Materials |
| o | Soliciting Material Under § 240.14a-12 |
HYSTER-YALE, INC.
(Name of Registrant as Specified in Its Charter)
| Payment of Filing Fee (Check all boxes that apply): | |
|---|---|
| þ | No fee required. |
| o | Fee paid previously with preliminary materials. |
| o | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
| TABLE OF CONTENTS | |
|---|---|
| NOTICE OF ANNUAL MEETING | 8 |
| PROXY STATEMENT | 1 |
| PART ONE - CORPORATE GOVERNANCE INFORMATION | 2 |
| Composition of the Board | 2 |
| Directors' Meetings and Committees | 2 |
| Board Leadership Structure | 5 |
| Board Oversight of Risk Management | 6 |
| Governance | 6 |
| Code of Corporate Conduct | 7 |
| Insider Trading Policy | 7 |
| Hedging and Speculative Trading Policies and Limited Trading Windows | 7 |
| Review and Approval of Related-Party Transactions | 7 |
| Communication with Directors | 8 |
| Report of the Audit Review Committee | 8 |
| PART TWO - PROPOSALS TO BE VOTED ON AT THE 2026 ANNUAL MEETING | 8 |
| Election of Directors (Proposal 1) | 8 |
| Director Nominee Information | 8 |
| Director Compensation | 12 |
| Delinquent Section 16(a) Reports | 13 |
| Advisory Vote to Approve the Company's Named Executive Officer Compensation (Proposal 2) | 13 |
| Approval of the Amendment and Restatement of the Company's Non-Employee Directors' Equity Plan (Proposal 3) | 13 |
| Confirmation of Appointment of Ernst & Young LLP, as the Independent Registered Public Accounting Firm of the Company, for the Current Fiscal Year (Proposal 4) | 18 |
| PART THREE - EXECUTIVE COMPENSATION INFORMATION | 19 |
| Summary of Our Named Executive Officer Compensation Program | 19 |
| Compensation Discussion and Analysis | 20 |
| Compensation Committee Report | 32 |
| Summary Compensation Table | 32 |
| Grants of Plan-Based Awards | 33 |
| Equity Compensation | 34 |
| Defined Benefit Pension Plans | 34 |
| Nonqualified Deferred Compensation Benefits | 35 |
| Potential Payments upon Termination/Change in Control | 35 |
| CEO Pay Ratio | 36 |
| Pay Versus Performance | 37 |
| BENEFICIAL OWNERSHIP OF CLASS A COMMON AND CLASS B COMMON | 40 |
| Class A Common Stock | 41 |
| Class B Common Stock | 43 |
| PROCEDURES FOR SUBMISSION AND CONSIDERATION OF DIRECTOR CANDIDATES | 46 |
| SUBMISSION OF STOCKHOLDER PROPOSALS | 47 |
| SOLICITATION OF PROXIES | 48 |
| OTHER MATTERS | 48 |
| APPENDIX A (HYSTER-YALE, INC., NON-EMPLOYEE DIRECTOR'S EQUITY COMPENSATION PLAN) | 49 |
| FORM OF PROXY CARD | 52 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.