Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective September 9, 2020, Mr. Robert S. Shapard was appointed to the Board of Directors of NACCO Industries, Inc. (the "Company"). Mr. Shapard currently serves as the chairman of the board of directors of Oncor Electric Delivery Company LLC ("Oncor"), where he previously served as the chief executive officer from April 2007 until March 2018. Mr. Shapard joined Oncor's predecessor, TXU Electric Delivery, in October 2005 as a strategic advisor. Prior to rejoining TXU Electric Delivery in 2005, Mr. Shapard had previously served the company for twenty years in various financial and operating leadership roles. Mr. Shapard served as the chief financial officer of Tenet Healthcare Corporation from March 2005 to October 2005 and as Executive Vice President and Chief Financial Officer of Exelon Corporation, a large electricity generator and utility operator, from 2002 to February 2005. In addition to serving as the chairman of the board of directors of Oncor, Mr. Shapard also currently serves as a director at Oncor Electric Delivery Holdings Company LLC and Leidos Holdings, Inc.

Mr. Shapard will participate in the Company's standard compensation program for non-employee directors as described in the Company's Proxy Statement for the 2020 Annual Meeting of Shareholders, which was filed with the Securities and Exchange Commission on March 23, 2020.

There are no arrangements or understandings between Mr. Shapard and any other persons pursuant to which he was elected as a director. There are no transactions between Mr. Shapard and the Company that would require disclosure under Item 404(a) of Regulation S-K.

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