What changed in this filing

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Item 1. Business

2023-02-27 compared with 2022-02-28 · 38 added, 46 removed, 212 unchanged (28% of the section changed)

4 unchanged sentences

The Company, headquartered in Cleveland, Ohio, 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 ® retail dealerships.

Lift trucks and component parts are manufactured in the United States, China, Northern Ireland, Mexico, the Netherlands, Brazil, the Philippines, Italy, Japan and Vietnam.

Hyster-Yale was incorporated as a Delaware corporation in 1999.

The Company owns a 90% majority interest in Hyster-Yale Maximal Forklift (Zhejiang) Co., Ltd.

("Hyster-Yale Maximal").

Hyster-Yale Maximal is a Chinese manufacturer of low-intensity and standard lift trucks and specialized material handling equipment.

("Hyster-Yale Maximal"), a Chinese manufacturer of low-intensity and standard lift trucks and specialized material handling equipment.

Hyster-Yale Maximal also designs and produces specialized products in the port equipment and rough terrain forklift markets.

During 2021, the Company signed an Equity Transfer Agreement with Y-C Hongkong Holding Co., Limited (“HK Holding Co”), pursuant to which the Company expects to purchase 15% of the equity interest of Hyster-Yale Maximal from HK Holding Co for an aggregate purchase price of $25.2 million in June 2022, which will be paid in annual installments of $8.4 million beginning in June 2022 through June 2024.

Subsequently, the Company will have an option to purchase HK Holding Co's remaining interest in Hyster-Yale Maximal at any time prior to June 8, 2056 for $16.8 million.

If this option is exercised, the Company will own 100% of the equity interest of Hyster-Yale Maximal.

Lift trucks and component parts are manufactured in the United States, China, Northern Ireland, Mexico, the Netherlands, Brazil, the Philippines, Italy, Japan and Vietnam.

Hyster-Yale was incorporated as a Delaware corporation in 1999.

The Company’s segments for the lift truck business include the following:

the Americas, EMEA and JAPIC.

Americas includes lift truck operations in the United States, Canada, Mexico, Brazil, Latin America and the corporate headquarters.

EMEA includes operations in Europe, the Middle East and Africa.

JAPIC includes operations in the Asia and Pacific regions, including China, as well as the equity earnings of SN operations.

The Company operates Bolzoni S.p.A.

Bolzoni is a leading worldwide producer and distributor of attachments, forks and lift tables marketed under the Bolzoni ® , Auramo ® and Meyer ® brand names.

Bolzoni also produces components for lift truck manufacturers.

Bolzoni products are manufactured in the United States, Italy, China, Germany and Finland.

21 unchanged sentences

The Company sells Hyster ® - and Yale ® -branded aftermarket parts to dealers for Hyster ® and Yale ® lift trucks.

The Company also sells aftermarket parts under the UNISOURCE™ and PREMIER™ brands to Hyster ® and Yale ® dealers for the service of competitor lift trucks.

The Company also sells aftermarket parts under the UNISOURCE™ and PREMIER™ brands to Hyster ® and Yale ® dealers for the service of

competitor lift trucks.

The Company has a contractual relationship with 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 are fulfilled by the third party who then pays the Company a commission.

The Company’s marketing organization is structured in three regional divisions by industry focus:

The Company’s marketing organization is structured in three regional divisions:

the Americas;

13 unchanged sentences

In addition, the Company 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.

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 and beverage distributors, container handling companies and U.S.

governmental agencies.

6 unchanged sentences

JAPIC 78 9 4 12

177 111 49 89

Global Accounts

10 unchanged sentences

("HYGFS"), and receives fees and certain remarketing profits under a joint venture agreement.

The current agreement has an initial term through December 2023 and automatically renews for additional one-year terms unless written notice is given by either party at least 180 days prior to termination.

During 2022, the agreement was amended to extend the term through December 2028 and automatically renews for additional one-year terms unless written notice is given by either party at least 180 days prior to termination.

The Company accounts for its ownership of HYGFS using the equity method of accounting.

1 unchanged sentence

For some of these arrangements, the Company provides recourse or repurchase obligations to HYGFS or to others.

In substantially all of these transactions, a perfected security interest is maintained in the lift trucks financed, so that in the event of a default, the Company has the ability to take title to the assets financed and sell it through the Hyster ® or Yale ® dealer network.

In substantially all of these transactions, a perfected security interest is maintained in the lift trucks financed, so that in the event

of a default, the Company has the ability to take title to the assets financed and sell it through the Hyster ® or Yale ® dealer network.

Furthermore, the Company has established reserves for exposures under these agreements when required.

13 unchanged sentences

Key Suppliers and Raw Materials

The Company has experienced and is currently experiencing significant increases in material costs, primarily as a result of global price increases in industrial metals, including steel, lead and copper and other commodity products, such as rubber, as a result of increased demand and limited supply.

The Company has experienced and may continue to experience significant increases in material costs, primarily as a result of global price increases in industrial metals, including steel, lead and copper and other commodity products, such as rubber, as a result of increased demand and limited supply.

Given the fixed pricing of a significant portion of the current backlog, while the Company attempts to pass these increased costs 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 other commodities due to overall market conditions and the lag time involved in implementing price increases for its products.

6 unchanged sentences

Department of Homeland Security, as well as the Company's own internal controls and security procedures.

While most components are available from numerous sources or in quantities sufficient to meet requirements, the Company has experienced and is currently experiencing significant shortages of key components for certain products which has affected production levels.

While most components are available from numerous sources or in quantities sufficient to meet requirements, the Company has experienced and may continue to experience significant shortages of key components for certain products, which has negatively affected production levels.

Government and Trade Regulations

30 unchanged sentences

Nuvera has two research and development locations.

In the U.S., Billerica, Massachusetts is the primary location for design, development and testing of fuel-cell stacks and engines.

In the United States, Billerica, Massachusetts is the primary location for design, development and testing of fuel-cell stacks and engines.

In Europe, the operations at San Donato, Italy are primarily focused on fuel-cell systems integration and testing.

24 unchanged sentences

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;

and Nijmegen, the Netherlands facilities are represented by a union or a works council.

In Europe, certain employees in the Helsinki, Finland, Salzgitter, Germany, Craigavon, Northern Ireland, Masate, Italy, Piacenza, Italy, San Donato, Italy and Nijmegen, the Netherlands facilities are represented by a union or a works council.

All of the European employees are part of works councils or employee forums, which perform a consultative role on business and employment matters.

1 unchanged sentence

The Company believes the long-term best interests of its stockholders are best served by embracing economic, social, environmental and health and safety objectives throughout its organization, which also contributes benefits to its customers and the communities in which it operates.

The Company has established specific cost-effective corporate goals through its 2026 Vision program that will reduce its impact on the environment and conserve natural resources.

The Company has established specific cost-effective corporate goals through its 2026 Vision program that are expected to reduce its impact on the environment and conserve natural resources.

All of this is being carried out in the context of its leadership in electric forklift and fuel cell markets which have a significant positive environmental impact.

The Company considers its employees as a primary focus area of corporate responsibility.

The Company's priority on people focuses on six main areas:

occupational health and safety, customer health and safety, employment, training and education, diversity and equal opportunity and engagement with local communities.

The Company's priority on people focuses on five main areas:

occupational health and safety, employment, training and education, diversity and equal opportunity and engagement with local communities.

Occupational Health & Safety

5 unchanged sentences

The Company's most recent metrics from 2020 showed an approximately 10% reduction in the injury and illness rates from the 2015 baseline.

To protect the Company's employees while maintaining essential business functions, the Company implemented COVID-19 protocols and safety measures.

Examples of these protocols include restricting travel, implementing a remote working policy where able, face covering policies and asking employees to practice self-health monitoring to further minimize potential exposure and spread of the virus.

As appropriate, the Company has also adjusted medical benefits to allow for earlier medication refills, waived fees for virtual care services and encouraged employees to consider the COVID-19 vaccine as part of their ongoing personal safety measures.

Social distancing practices such as decreasing the number of employees working closely together, adjusting workflows and pathways, installing physical protective barriers, limiting access to communal areas (i.e., break room, cafeteria), and increasing the cleaning, sanitizing, and/or disinfecting of areas within the Company's facilities continues.

At the beginning of the pandemic, the Company established divisionally specific processes for tracking and reviewing employee COVID-19 cases.

Whenever a confirmed diagnosis or potential exposure to COVID-19 occurred, teams took action to contain the situation by implementing appropriate testing or quarantine requirements, focused cleaning and sanitization while informing employees of any potential risks.

In February 2020, a global task force was put into place with leaders from across the Company’s global footprint to better monitor and respond to the escalating health crisis.

Since that time, this group has met consistently to focus on and establish appropriate protocols to protect the health and well-being of our employees and the various external parties that interact with our Company, as well as monitor the ongoing challenges and demands of the business.

The Company’s protocols have and continue to be guided by the guidance of the World Health Organization, the Center for Disease Control, Federal/State Occupational Safety, and other governmental and health authorities.

Communication and reinforcement of the Company's COVID-19 protocols have been maintained through the Company's "COVID-19 Pandemic Guide" and ongoing communications to all employees through a variety of methods and channels.

Customer Health & Safety

The Company manages its compliance with government and industry product safety information.

The majority of new products follow a structured and rigorous six-stage development process, with lift truck production taking place within ISO- and OHSAS-certified manufacturing sites.

Each of the Company's manufacturing sites uses rigorous processes and testing to ensure that its products meet or exceed application requirements.

In addition, the Company provided support and resources to our dealer network and customers to aid them in their response to the COVID-19 pandemic.

This included tools, materials, and training through our "Dealer Portal", connections with

leadership teams, and regular and consistent communications.

The Company provided support and resources to our dealer network and customers to aid them in their response to the COVID-19 pandemic.

This included tools, materials, and training through our "Dealer Portal," connections with leadership teams, and regular and consistent communications.

An example of the programs provided was the development and launch of "HY-Shield Clean," a lift truck sanitization program designed to help keep facility personnel safe during operation of lift trucks, including daily operation and service calls.

This was launched to help customers deal with fast changing conditions and maintain operations during the pandemic.

This was launched to help customers deal with fast changing conditions and maintain operations during the COVID-19 pandemic.

The Company recognizes the sustainability of its culture and success is strengthened when employees are respected, motivated and engaged.

3 unchanged sentences

Training and Education

Each employee is provided access to the guide and the digital learning platform providing a wide variety of development opportunities with little or no cost to employees.

The Company encourages employees to pursue professional and personal development through training and educational opportunities such as the Company's "Learning and Development Guide" and "Hyster-Yale Learning Center." Each employee is provided access to the guide and the digital learning platform providing a wide variety of development

opportunities with little or no cost to employees.

In addition, many of our employees are required to complete annual Code of Corporate Conduct training and regular cybersecurity training.

4 unchanged sentences

Engagement with Local Communities

As a major employer within our operating locations, the Company supports its local communities and is committed to helping them remain safe, healthy and resilient.

As a major employer within many of our operating locations, the Company supports its local communities and is committed to helping them remain safe, healthy and resilient.

The Company's past activities include corporate donations, volunteerism and education.

15 unchanged sentences

The Company continu es to res ponsibly manage products and packaging to make further progress with the projects set forth in the 2026 Vision Program.

While the Company has generally made progress, year over year progress was limited by COVID-19 labor shortages and supply chain disruption from 2019 to 2021.

Although the Company has generally made progress, year over year progress was limited by COVID-19 labor shortages and supply chain disruption from 2019 to 2022.

The Company manages its compliance with government and industry product safety information.

The majority of new products follow a structured and rigorous six-stage development process, with lift truck production taking place within ISO- and OHSAS-certified manufacturing sites.

Each of the Company's manufacturing sites uses rigorous processes and testing to ensure that its products meet or exceed application requirements.

The Company’s supply network includes both large international suppliers as well as smaller specialized providers, all of which are required to meet the stringent requirements outlined in the Company’s Supplier Quality Manual and Code of Corporate Conduct for Business Partners.

As part of the Company’s supplier screening process, all direct materials suppliers are required to ensure that they and their suppliers are compliant with The Company’s UK Modern Slavery and Forced Labor Statements, Conflict Minerals Policy and Supplier Expectations Manual and applicable data privacy and environmental laws.

The Company's ownership of Nuvera is considered a transformational opportunity to be a global leader in a key emerging technology with the potential for zero emissions that can also provide enhanced productivity for heavy-duty motive power applications and for certain forklift truck applications.

5 unchanged sentences

The Company’s policies stress compliance, and the Company believes it is currently in substantial compliance with existing environmental laws.

If the Company fails to comply with these laws or its environmental permits, it could incur substantial costs, including cleanup costs, fines and civil and criminal sanctions.

If the Company fails to comply with these laws or its environmental permits, it could incur substantial costs, including cleanup costs, operational disruptions, fines and civil and criminal sanctions.

In addition, future changes to environmental laws could require the Company to incur significant additional expense or restrict operations.

10 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business