[10-Q] HUBBELL INC Quarterly Earnings Report

Rhea-AI Filing Summary

Hubbell Incorporated (HUBB) reported solid Q3 2025 results. Net sales were $1,502.4 million versus $1,442.6 million a year ago, with operating income of $330.6 million and diluted EPS of $4.77. Net income attributable to Hubbell was $255.5 million. Year-to-date, net sales reached $4,351.9 million and operating cash flow was $582.3 million, ending cash at $666.8 million.

Utility Solutions generated $943.8 million in Q3 net sales and Electrical Solutions delivered $558.6 million. Gross profit rose to $544.3 million, while net interest expense declined to $13.6 million. Shares outstanding were 53,144,752 as of October 23, 2025.

The company changed inventory accounting from LIFO to FIFO, applied retrospectively. The cumulative January 1, 2024 adjustment increased inventory by $167.1 million and retained earnings by $126.7 million (net of tax). For Q3 2025, the change reduced cost of goods sold by $24.8 million versus LIFO.

Strategically, Hubbell acquired Ventev (~$73 million) and Nicor (~$56 million). Subsequent to quarter end, it acquired DMC Power for approximately $825 million, financed with a new $600 million unsecured term loan and commercial paper.

Insights

Accounting and M&A analyst

Stronger EPS, accounting change tailwind, and a sizable post‑quarter acquisition.

Hubbell posted higher profitability with diluted EPS at $4.77 and operating income of $330.6M. Segment mix shows Utility Solutions at $943.8M and Electrical Solutions at $558.6M. The move from LIFO to FIFO lowered Q3 cost of goods sold by $24.8M versus LIFO, lifting operating income and EPS in-period.

The FIFO adoption included a cumulative adjustment increasing inventory by $167.1M and retained earnings by $126.7M as of Jan 1, 2024. While this improves comparability going forward, period-to-period trends reflect this change. Cash from operations of $582.3M year-to-date and cash of $666.8M provide liquidity.

After quarter end, Hubbell acquired DMC Power for approximately $825M, funded with a new $600M term loan and commercial paper. The credit covenant caps total indebtedness to capitalization at 65%; the company reported compliance as of Sep 30, 2025. Actual impact will be reflected in subsequent filings.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

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

For the quarterly period ended September 30, 2025

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

For the transition period from ______________ to ______________

Commission File Number 1-2958

  

HUBBELL INCORPORATED

(Exact name of registrant as specified in its charter)

Connecticut						06-0397030
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)
40 Waterview Drive
Shelton,			CT			06484
(Address of principal executive offices)						(Zip Code)
(475)						882-4000
(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report.)

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

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock - par value $0.01 per share			HUBB			New York Stock Exchange

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 preceding 12 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

☑

No

☐

•whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 submit such files).

Yes

☑

No

☐

•whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer

☑

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standard provided pursuant to Section 13(a) of the Exchange Act. ☐

•whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes

☐

No

☑

 The number of shares outstanding of Hubbell common stock as of October 23, 2025 was 53,144,752.

HUBBELL INCORPORATED-Form 10-Q    1

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Index

Table of Contents
PART I						3
ITEM 1			Financial Statements (unaudited)
			Condensed Consolidated Statements of Income			3
			Condensed Consolidated Statements of Comprehensive Income			4
			Condensed Consolidated Balance Sheets			5
			Condensed Consolidated Statements of Cash Flows			6
			Notes to Condensed Consolidated Financial Statements			7
ITEM 2			Management’s Discussion and Analysis of Financial Condition and Results of Operations			35
ITEM 3			Quantitative and Qualitative Disclosures About Market Risk			52
ITEM 4			Controls and Procedures			53
PART II						54
ITEM 1A			Risk Factors			54
ITEM 2			Unregistered Sales of Equity Securities and Use of Proceeds			54
ITEM 5			Other information			54
ITEM 6			Exhibits			55
			Signatures			56

HUBBELL INCORPORATED-Form 10-Q    2

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PART I FINANCIAL INFORMATION

ITEM 1 Financial Statements

Condensed Consolidated Statements of Income (unaudited)

			Three Months Ended September 30,						Nine Months Ended September 30,
(in millions, except per share amounts)			2025			2024			2025			2024
Net sales			$	1,502.4		$	1,442.6		$	4,351.9		$	4,294.2
Cost of goods sold			958.1			936.6			2,812.9			2,840.8
Gross profit			544.3			506.0			1,539.0			1,453.4
Selling & administrative expenses			213.7			193.3			641.7			620.0
Operating income			330.6			312.7			897.3			833.4
Interest expense, net			(13.6)			(18.7)			(41.9)			(59.6)
Loss on disposition of business			—			—			(0.4)			(5.3)
Other expense, net			(5.9)			(5.6)			(17.4)			(7.5)
Total other expense			(19.5)			(24.3)			(59.7)			(72.4)
Income before income taxes			311.1			288.4			837.6			761.0
Provision for income taxes			54.4			60.6			170.9			175.7
Net income			256.7			227.8			666.7			585.3
Less: Net income attributable to noncontrolling interest			(1.2)			(1.6)			(3.8)			(4.5)
Net income attributable to Hubbell Incorporated			$	255.5		$	226.2		$	662.9		$	580.8
Earnings per share:
Basic earnings per share			$	4.80		$	4.21		$	12.42		$	10.80
Diluted earnings per share			$	4.77		$	4.18		$	12.35		$	10.73

See notes to unaudited Condensed Consolidated Financial Statements.

HUBBELL INCORPORATED-Form 10-Q    3

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Condensed Consolidated Statements of Comprehensive Income (unaudited)

			Three Months Ended September 30,
(in millions)			2025			2024
Net income			$	256.7		$	227.8
Other comprehensive income (loss):
Foreign currency translation adjustments			1.0			17.7
Defined benefit pension and post-retirement plans, net of taxes of $(0.6) and $(0.6)			2.2			1.9
Unrealized gain on investments, net of taxes of $(0.1) and $(0.2)			0.3			0.8
Unrealized gain (loss) on cash flow hedges, net of taxes of $(0.1) and $0.1			0.5			(0.4)
Other comprehensive income (loss)			4.0			20.0
Comprehensive income			260.7			247.8
Less: Comprehensive income attributable to noncontrolling interest			1.2			1.6
Comprehensive income attributable to Hubbell Incorporated			$	259.5		$	246.2

See notes to unaudited Condensed Consolidated Financial Statements.

			Nine Months Ended September 30,
(in millions)			2025			2024
Net income			$	666.7		$	585.3
Other comprehensive income (loss):
Foreign currency translation adjustments			49.3			(13.2)
Defined benefit pension and post-retirement plans, net of taxes of $(1.9) and $(1.8)			6.7			6.1
Unrealized gain on investments, net of taxes of $(0.3) and $(0.1)			0.8			0.4
Unrealized (loss) gain on cash flow hedges, net of taxes of $0.4 and $(0.1)			(1.0)			0.1
Other comprehensive income (loss)			55.8			(6.6)
Comprehensive income			722.5			578.7
Less: Comprehensive income attributable to noncontrolling interest			3.8			4.5
Comprehensive income attributable to Hubbell Incorporated			$	718.7		$	574.2

See notes to unaudited Condensed Consolidated Financial Statements.See notes to unaudited Condensed Consolidated Financial Statements.s to unaudited Condensed Consolidated Financial Statements.

See notes to unaudited Condensed Consolidated Financial

HUBBELL INCORPORATED-Form 10-Q    4

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Condensed Consolidated Balance Sheets (unaudited)

(in millions)			September 30, 2025			December 31, 2024
ASSETS
Current Assets
Cash and cash equivalents			$	666.8		$	329.1
Short-term investments			14.1			15.9
Accounts receivable (net of allowances of $13.4 and $11.3)			909.9			756.0
Inventories, net			1,053.7			1,010.4
Other current assets			145.5			146.5
Total Current Assets			2,790.0			2,257.9
Property, Plant, and Equipment, net			766.1			726.6
Other Assets
Investments			99.8			84.9
Goodwill			2,588.8			2,500.8
Other intangible assets, net			1,059.9			1,080.0
Other long-term assets			222.3			197.5
TOTAL ASSETS			$	7,526.9		$	6,847.7
LIABILITIES AND EQUITY
Current Liabilities
Short-term debt and current portion of long-term debt			$	951.5		$	125.4
Accounts payable			536.6			541.7
Accrued salaries, wages and employee benefits			110.9			145.7
Accrued insurance			80.2			89.0
Other accrued liabilities			375.1			372.4
Total Current Liabilities			2,054.3			1,274.2
Long-Term Debt			1,044.8			1,442.7
Other Non-Current Liabilities			734.8			720.2
TOTAL LIABILITIES			3,833.9			3,437.1
Commitments and contingencies (Note 15)
Hubbell Incorporated Shareholders’ Equity			3,681.3			3,396.2
Noncontrolling interest			11.7			14.4
TOTAL EQUITY			3,693.0			3,410.6
TOTAL LIABILITIES AND EQUITY			$	7,526.9		$	6,847.7

See notes to unaudited Condensed Consolidated Financial Statements.

HUBBELL INCORPORATED-Form 10-Q    5

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Condensed Consolidated Statements of Cash Flows (unaudited)

			Nine Months Ended September 30,
(in millions)			2025			2024
Cash Flows from Operating Activities
Net income			$	666.7		$	585.3
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			144.6			158.8
Deferred income taxes			(8.2)			4.1
Stock-based compensation			27.0			24.2
Loss on disposition of business			0.4			5.3
Loss on sale of assets			0.9			0.7
Changes in assets and liabilities, excluding effects of acquisitions:
Increase in accounts receivable, net			(147.7)			(116.6)
Increase in inventories, net			(37.9)			(30.7)
Decrease in accounts payable			(10.9)			(14.0)
Decrease in current liabilities			(38.8)			(66.2)
Changes in other assets and liabilities, net			11.2			17.2
Contribution to qualified defined benefit pension plans			(21.4)			(1.3)
Other, net			(3.6)			(8.0)
Net cash provided by operating activities			582.3			558.8
Cash Flows from Investing Activities
Capital expenditures			(96.4)			(112.4)
Acquisitions, net of cash acquired			(129.1)			5.9
Proceeds from disposal of business, net of cash			2.6			122.9
Purchases of available-for-sale investments			(17.6)			(11.7)
Proceeds from available-for-sale investments			12.7			14.5
Other, net			12.4			0.8
Net cash (used in) provided by investing activities			(215.4)			20.0
Cash Flows from Financing Activities
Payment of long-term debt			—			(386.3)
Borrowing of short-term debt, net			426.3			173.6
Payment of dividends			(211.1)			(196.5)
Acquisition of common shares			(225.0)			(30.0)
Other, net			(32.8)			(37.2)
Net cash used in financing activities			(42.6)			(476.4)
Effect of exchange rate changes on cash and cash equivalents			13.0			(3.2)
Increase in cash and cash equivalents			337.3			99.2
Cash and cash equivalents, beginning of year			329.1			336.1
Restricted cash, included in other assets, beginning of year			2.5			3.2
Less: Restricted cash, included in Other Assets			2.1			2.8
Cash and cash equivalents, end of period			$	666.8		$	435.7

See notes to unaudited Condensed Consolidated Financial Statements.

HUBBELL INCORPORATED-Form 10-Q    6

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Notes to Condensed Consolidated Financial Statements (unaudited)

NOTE 1 Basis of Presentation

The accompanying unaudited Condensed Consolidated Financial Statements of Hubbell Incorporated (“Hubbell”, the “Company”, “registrant”, “we”, “our” or “us”, which references include its divisions and subsidiaries) have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by United States of America (“U.S.”) GAAP for audited financial statements. In the opinion of management, all adjustments consisting only of normal recurring adjustments considered necessary for a fair statement of the results of the periods presented have been included. Operating results for the nine months ended September 30, 2025 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2025.

The balance sheet at December 31, 2024 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements.

For further information, refer to the audited consolidated financial statements and footnotes thereto included in the Hubbell Incorporated Annual Report on Form 10-K for the year ended December 31, 2024.

Inventories, net

In the second quarter of 2025, the Company elected to change its method of accounting for certain inventory in the U.S. from last in, first out ("LIFO") to first in, first out ("FIFO"). The change to FIFO is preferable because it provides a better matching of costs and revenues, conforms the Company's inventory to a single method of accounting and improves comparability with the Company's peers. The Company retrospectively applied this change in accounting principle to all prior periods resulting in a cumulative effect adjustment at January 1, 2024 to increase inventory by $167.1 million, to increase deferred income tax liabilities by $40.4 million and to increase retained earnings by $126.7 million (net of tax). The table below illustrates the impacts for the three and nine months ended September 30, 2025, had the Company continued to report under the LIFO basis of accounting (in millions, except per share data):

			Three Months Ended September 30, 2025									Nine Months Ended September 30, 2025
			As Computed Under LIFO			Impact of Change			As Reported			As Computed Under LIFO			Impact of Change			As Reported
Condensed Statements of Income
Net sales			$	1,502.4		$	—		$	1,502.4		$	4,351.9		$	—		$	4,351.9
Cost of goods sold			982.9			(24.8)			958.1			2,857.9			(45.0)			2,812.9
Operating Income			305.8			24.8			330.6			852.3			45.0			897.3
Income before income taxes			286.3			24.8			311.1			792.6			45.0			837.6
Provision for income taxes			48.1			6.3			54.4			160.2			10.7			170.9
Net Income			238.2			18.5			256.7			632.4			34.3			666.7
Less: Net income attributable to noncontrolling interest			(1.2)			—			(1.2)			(3.8)			—			(3.8)
Net income attributable to Hubbell Incorporated			$	237.0		$	18.5		$	255.5		$	628.6		$	34.3		$	662.9
Earnings per share
Basic earnings per share			$	4.46		$	0.34		$	4.80		$	11.78		$	0.64		$	12.42
Diluted earnings per share			$	4.43		$	0.34		$	4.77		$	11.71		$	0.64		$	12.35

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			September 30, 2025
			As Computed Under LIFO			Impact of Change to FIFO			As Reported
Condensed Balance Sheet
Inventories, net			$	840.0		$	213.7		$	1,053.7
Total Current Assets			2,576.3			213.7			2,790.0
Total Assets			7,313.2			213.7			7,526.9
Other Accrued Liabilities			351.1			24.0			375.1
Total Current Liabilities			2,030.3			24.0			2,054.3
Other Non-Current Liabilities			707.3			27.5			734.8
Total Liabilities			3,782.4			51.5			3,833.9
Hubbell Incorporated Shareholders' Equity			3,519.1			162.2			3,681.3
Total Equity			3,530.8			162.2			3,693.0
Total Liabilities and Equity			$	7,313.2		$	213.7		$	7,526.9

The Consolidated Statement of Income for the three and nine months ended September 30, 2024, Consolidated Statement of Cash Flows for the nine months ended September 30, 2024, and the Consolidated Balance Sheet at December 31, 2024 have been retrospectively adjusted to reflect the change in accounting principle (in millions, except per share data):

			Three Months Ended September 30, 2024									Nine Months Ended September 30, 2024
			As Reported Under LIFO			Impact of Change FIFO			As Adjusted			As Reported Under LIFO			Impact of Change FIFO			As Adjusted
Condensed Statements of Income
Net sales			$	1,442.6		$	—		$	1,442.6		$	4,294.2		$	—		$	4,294.2
Cost of goods sold			945.5			(8.9)			936.6			2,840.7			0.1			2,840.8
Operating Income			303.8			8.9			312.7			833.5			(0.1)			833.4
Income before income taxes			279.5			8.9			288.4			761.1			(0.1)			761.0
Provision for income taxes			58.5			2.1			60.6			175.8			(0.1)			175.7
Net Income			221.0			6.8			227.8			585.3			—			585.3
Less: Net income attributable to noncontrolling interest			(1.6)			—			(1.6)			(4.5)			—			(4.5)
Net income attributable to Hubbell Incorporated			$	219.4		$	6.8		$	226.2		$	580.8		$	—		$	580.8
Earnings per share
Basic earnings per share			$	4.08		$	0.13		$	4.21		$	10.80		$	—		$	10.80
Diluted earnings per share			$	4.05		$	0.13		$	4.18		$	10.73		$	—		$	10.73

			Nine Months Ended September 30, 2024
			As Reported Under LIFO			Impact of Change FIFO			As Adjusted
Condensed Statement of Cash Flows
Net income			$	585.3		$	—		$	585.3
Adjustments to reconcile net income to net cash provided by operating activities:
Deferred income taxes			4.2			(0.1)			4.1
Changes in assets and liabilities, excluding effects of acquisitions:
(Increase) Decrease in inventories, net			(30.8)			0.1			(30.7)
Net cash provided by operating activities			$	558.8		$	—		$	558.8

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			December 31, 2024
			As Reported Under LIFO			Impact of Change FIFO			As Adjusted
Condensed Balance Sheet
Inventories, net			$	841.8		$	168.6		$	1,010.4
Total Current Assets			2,089.3			168.6			2,257.9
Total Assets			6,679.1			168.6			6,847.7
Other Non-Current Liabilities			679.5			40.7			720.2
Total Liabilities			3,396.4			40.7			3,437.1
Hubbell Incorporated Shareholders' Equity			3,268.3			127.9			3,396.2
Total Equity			3,282.7			127.9			3,410.6
Total Liabilities and Equity			$	6,679.1		$	168.6		$	6,847.7

Supplier Finance Program Obligations

Payment Services Arrangements

The Company has ongoing agreements with financial institutions to facilitate the processing of vendor payables. Under these agreements, the Company pays the financial institution the stated amount of confirmed invoices from participating suppliers on their original maturity date. The terms of the vendor payables are not affected by vendors participating in these agreements. As a result, the amounts owed are presented as accounts payable in the Company’s Condensed Consolidated Balance Sheets, of which $105.1 million and $101.9 million was outstanding at September 30, 2025 and December 31, 2024, respectively. Either party may terminate the agreements with 30 days written notice. Cash flows under the program are reported in operating activities in the Company’s Condensed Consolidated Statements of Cash Flows.

Commercial Card Program

In 2021, the Company entered into an agreement with a financial institution that allows participating suppliers to receive payment for outstanding invoices through a commercial purchasing card sponsored by a financial institution. The Company is required to settle such outstanding invoices through a consolidated payment to the financial institution 15 days after the commercial card billing cycle. The Company receives the benefit of extended payment terms and a rebate from the financial institution. Either party may terminate the agreement with 60 days written notice. The amount outstanding to the financial institution is presented as short-term debt in the Company’s Condensed Consolidated Balance Sheets, of which, $1.8 million and $2.4 million was outstanding at September 30, 2025 and December 31, 2024, respectively. Cash flows under the program are reported in financing activities in the Company’s Condensed Consolidated Statements of Cash Flows.

Taxes

On July 4, 2025, the One Big Beautiful Bill Act ("OBBBA") was enacted. The OBBBA includes changes to U.S. tax law that became applicable to the Company starting in the third quarter of 2025. These changes include provisions allowing the immediate expensing of domestic research and development costs, the reinstatement of 100% bonus deprecation for qualified property and the permanent extension of certain projections of the Tax Cuts and Jobs Act. The OBBBA did not have a significant impact to our income tax expense or effective tax rate for the three and nine months ended September 30, 2025.

Recently Issued Accounting Pronouncements Not Yet Adopted

In December 2023, the FASB issued ASU 2023-09, “Income Taxes: Improvements to Income Tax Disclosures”, which enhances the disaggregation of income tax disclosures. The ASU requires public entities on an annual basis to disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold equal to or greater than 5%. Public entities are required to provide an explanation of certain rate reconciling items if not otherwise evident, such as the nature, causes and judgement used to categorize the item. The ASU also requires disclosure of income taxes paid (net of refund received) detailed by federal, state/local and foreign, and amounts paid to individual jurisdictions that are equal to or greater than 5% of total income taxes paid. The ASU is effective for public entities for fiscal years beginning after December 15, 2024 and for interim periods for fiscal years beginning after December 15, 2025. The Company is assessing the impact of adopting this standard on its financial statements and disclosures.

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In November 2024, the FASB issued ASU 2024-03, “Disaggregation of Income Statement Expenses (DISE),” which requires additional disclosure of the nature of expenses included in the income statement. The standard requires disclosures about specific types of expenses included in the expense captions presented on the face of the income statement as well as disclosures about selling expenses. The ASU is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. The requirements are required to be adopted prospectively with the option for retrospective application. The Company is assessing the impact of adopting this standard on its financial statements and disclosures.

In September 2025, the FASB issued ASU 2025-06, "Targeted Improvements to the Accounting for Internal-Use Software", which modernizes the accounting for software costs. The ASU is effective for public entities for fiscal years beginning after December 15, 2027, and interim periods for fiscal years beginning after December 15, 2027. The Company is assessing the impact of adopting this standard on its financial statements and disclosures.

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NOTE 2 Business Acquisitions and Dispositions

2025 Acquisitions

In the first quarter of 2025, the Company acquired all of the issued and outstanding equity of Alliance USAcqCo 2, Inc., a Delaware Corporation (“Ventev”) for approximately $73 million, net of cash acquired, subject to customary purchase price adjustments. Ventev is a leading manufacturer and provider of a complete ecosystem of solutions to power, protect, and connect wireless networks. The Ventev business has been added to the Electrical Solutions segment. We have recognized intangible assets of $34.5 million and goodwill of $40.0 million as a result of the acquisition. The $34.5 million of intangible assets consists primarily of customer relationships and trade names and will be amortized over a weighted average period of approximately 17.0 years.

In the third quarter of 2025, the Company acquired all of the issued and outstanding equity of Nicor, Inc., a Texas corporation ("Nicor") for approximately $56 million, net of cash acquired, subject to customary purchase price adjustments. Nicor designs and manufactures water metering endpoint solutions to integrate and optimize advanced metering infrastructure networks. Such solutions include polymer meter box lids and covers. Nicor has been added to the Utility Solutions segment. We have recognized intangible assets of $18.6 million and goodwill of $26.4 million as a result of the acquisition. The $18.6 million of intangible assets consists primarily of customer relationships and trade names and will be amortized over a weighted average period of approximately 18.2 years.

These business acquisitions have been accounted for as business combinations and have resulted in the recognition of goodwill. The goodwill relates to a number of factors implied in the purchase price, including the future earnings and cash flow potential of the business as well as the complementary strategic fit and resulting synergies that such business acquisition brings to the Company’s existing operations. The goodwill related to the Ventev and Nicor acquisitions is not deductible for tax purposes.

Preliminary Allocation of Consideration Transferred to Net Assets Acquired

The following table presents the preliminary determination of the fair values of identifiable assets acquired and liabilities assumed from the Company's 2025 acquisitions of Ventev and Nicor. The final determination of the fair value of certain assets and liabilities will be completed within the applicable one year measurement period as required by FASB ASC Topic 805, “Business Combinations.” As the Company finalizes the fair values of assets acquired and liabilities assumed, additional purchase price adjustments may be recorded during the measurement period. Fair value estimates are based on a complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. The judgments used to determine the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, can materially impact the Company's results of operations and financial position. The finalization of the purchase accounting assessment may result in a change in the valuation of assets acquired and liabilities assumed and may have a material impact on the Company's results of operations and financial position.

The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed at the date of acquisition for the Company's 2025 acquisitions of Ventev and Nicor (in millions):

Tangible assets acquired			$	27.6
Intangible assets			53.1
Goodwill			66.4
Deferred tax liabilities, net			(13.8)
Other liabilities assumed			(4.2)
Total Estimate of Consideration Transferred, Net of Cash Acquired			$	129.1

The Condensed Consolidated Financial Statements include the results of operations of the acquired businesses from their respective dates of acquisition. Pro forma information related to these acquisitions has not been included because the impact of net sales and earnings related to these acquisitions for the nine months ended September 30, 2025 was not material to the Company’s condensed consolidated results of operations.

Subsequent Event - Acquisition of DMC Power

On October 1, 2025, the Company acquired all of the issued and outstanding equity of Power Rose Acquisition, Inc., a Delaware corporation ("Power Rose" and together with its subsidiaries, "DMC Power") for approximately $825 million, net of cash acquired, subject to customary purchase price adjustments. DMC Power is a provider of connectors and tooling for utility substation and transmission markets. DMC Power will be added to the Utility Solutions segment. As this acquisition closed on October 1, 2025 the results of operations, assets and liabilities of DMC Power are not included in the Company's condensed consolidated results as of September 30, 2025.

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The Company financed the acquisition of DMC Power with net proceeds from borrowings under a new unsecured term loan facility in the aggregate principal amount of $600 million and issuances of commercial paper.

The acquisition will be accounted for as a business combination under ASC 805, which requires assets acquired and liabilities assumed to be measured at their acquisition date fair value. Due to the close proximity of the acquisition date and the Company's filing of it's quarterly report on Form 10-Q for the nine months ended September 30, 2025, the initial accounting for the business combination is incomplete, and therefore we are unable to disclose the information required by ASC 805, Business Combinations. We will include the relevant disclosures required in the fourth quarter of 2025.

Dispositions

In December 2023, the Company entered into a definitive agreement to sell its residential lighting business for a cash purchase price of $131 million, subject to customary adjustments. The Company concluded the business met the criteria for classification as held for sale in the fourth quarter of 2023. The residential lighting business was reported within the Electrical Solutions segment. The transaction closed in the first quarter of 2024 and the Company recorded a pre-tax loss on the sale of $5.3 million, which is recorded within Total other expense in the Company's Condensed Consolidated Statement of Income.

Under the terms of the transaction, Hubbell and the buyer entered into a transition services agreement (“TSA”), pursuant to which the Company agreed to provide certain administrative and operational services for a period of 12 months or less. Income from the TSA for the three and nine months ended September 30, 2025 was $0.5 million and $1.9 million, respectively, while income from the TSA for the three and nine months ended September 30, 2024 was $1.6 million and $6.1 million respectively. All income from the TSA was recorded in Other expense, net in the Condensed Consolidated Statements of Income.

In the second quarter of 2025, the Company sold a product line from the Electrical Solutions segment for $2.6 million, and recognized a $0.4 million pre-tax loss on the disposition, which is recorded within Total other expense in the Company's Condensed Consolidated Statements of Income.

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NOTE 3 Revenue

The Company recognizes revenue when performance obligations identified under the terms of contracts with its customers are satisfied, which generally occurs, for products, upon the transfer of control in accordance with the contractual terms and conditions of the sale. The majority of the Company’s revenue associated with products is recognized at a point in time when the product is shipped to the customer, with a relatively small amount of transactions, primarily in the Utility Solutions segment, recognized upon delivery of the product at the destination.

The Company also has performance obligations, primarily within the Utility Solutions segment, that are recognized over time due to the customized nature of the product and the Company's enforceable right to receive payment for work performed to date in the event of a cancellation. The Company uses an input measure to determine the extent of progress towards completion of the performance obligation, which the Company believes best depicts the transfer of control to the customer. Under this method, revenue recognition is primarily based upon the ratio of costs incurred to date compared with estimated total costs to complete.

Revenue from service contracts and post-shipment performance obligations is approximately one percent of total annual consolidated net revenue and those service contracts and post-shipment obligations are primarily within the Utility Solutions segment. Revenue from service contracts and post-shipment performance obligations is recognized when or as those obligations are satisfied. The Company primarily offers assurance-type standard warranties that do not represent separate performance obligations and on occasion will separately offer and price extended warranties that are separate performance obligations for which the associated revenue is recognized over-time based on the extended warranty period. The Company records amounts billed to customers for reimbursement of shipping and handling costs within revenue. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as fulfillment costs and are included in cost of goods sold. Sales taxes and other usage-based taxes are excluded from revenue.

Certain of our businesses require a portion of the transaction price to be paid in advance of transfer of control. Advance payments are not considered a significant financing component as they are received less than one year before the related performance obligations are satisfied. In addition, in the Utility Solutions segment, certain businesses offer annual maintenance service contracts that require payment at the beginning of the contract period. These payments are treated as a contract liability and are classified in Other accrued liabilities in the Condensed Consolidated Balance Sheets. Once control transfers to the customer and the Company meets the revenue recognition criteria, the deferred revenue is recognized in the Condensed Consolidated Statements of Income. The deferred revenue relating to the annual maintenance service contracts is recognized in the Condensed Consolidated Statements of Income on a straight-line basis over the expected term of the contract.

The following table presents disaggregated revenue by business group. In July 2024 and September 2025, we internally reorganized certain businesses within our Electrical Solutions segment. Those re-organizations streamline the organization and align the organization to better serve our customers. These changes had no impact to our reportable segments. In conjunction with these changes, prior period amounts have been reclassified to conform to the current organizational structure. In addition, the residential lighting business, included in the Retail and Builder section below, was sold in the first quarter of 2024.

			Three Months Ended September 30,						Nine Months Ended September 30,
in millions			2025			2024			2025			2024
Net sales
Grid Infrastructure			$	714.8		$	654.2		$	2,031.2		$	1,921.5
Grid Automation			229.0			278.9			705.2			832.1
Total Utility Solutions			$	943.8		$	933.1		$	2,736.4		$	2,753.6
Electrical Products			$	233.6		$	205.9		$	664.7		$	635.8
Industrial			325.0			303.6			950.8			883.6
Retail and Builder			—			—			—			21.2
Total Electrical Solutions			$	558.6		$	509.5		$	1,615.5		$	1,540.6
TOTAL			$	1,502.4		$	1,442.6		$	4,351.9		$	4,294.2

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The following table presents disaggregated third-party Net sales by geographic location (the Company defines “international” as operations based outside of the United States and its possessions):

			Three Months Ended September 30,						Nine Months Ended September 30,
in millions			2025			2024			2025			2024
Net sales
United States			$	905.3		$	887.0		$	2,614.7		$	2,619.9
International			38.5			46.1			121.7			133.7
Total Utility Solutions			$	943.8		$	933.1		$	2,736.4		$	2,753.6
United States			$	484.2		$	433.5		$	1,405.5		$	1,315.6
International			74.4			76.0			210.0			225.0
Total Electrical Solutions			$	558.6		$	509.5		$	1,615.5		$	1,540.6
TOTAL			$	1,502.4		$	1,442.6		$	4,351.9		$	4,294.2

Contract Balances

Our contract liabilities consist of advance customer payments for products as well as deferred revenue on service obligations and extended warranties. Deferred revenue is included in Other accrued liabilities in the Condensed Consolidated Balance Sheets.

Contract liabilities were $137.6 million as of September 30, 2025 compared to $148.0 million as of December 31, 2024. The $10.4 million decrease in our contract liabilities balance was primarily due to the recognition of $77.9 million in revenue related to amounts that were recorded in contract liabilities at January 1, 2025, partially offset by a $67.5 million net increase in current year deferrals primarily due to timing of advance payments on certain orders. The ending balance of contract assets as of September 30, 2025 and December 31, 2024, was $49.4 million and $38.0 million, respectively, with the increase being driven by revenue recognized in excess of billings. Impairment losses recognized on our receivables and contract assets were immaterial for the three and nine months ended September 30, 2025.

Unsatisfied Performance Obligations

As of September 30, 2025, the Company had approximately $30 million of unsatisfied performance obligations for contracts with an original expected length of greater than one year, primarily relating to long-term contracts within the Utility Solutions segment to deliver and install meters, metering communications and grid monitoring sensor technology. The Company expects that a majority of the unsatisfied performance obligations will be completed and recognized over the next two years.

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NOTE 4 Segment Information

The Company's results are reported in the following two business segments, Utility Solutions and Electrical Solutions. These segments reflect how the Company's businesses are managed, the type of products sold and the end markets served.

For further information regarding the Company's segment operations, see Note 21 Industry Segments and Geographic Area Information within the Company’s audited consolidated financial statements set forth in its Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

In the second quarter of 2025, the Company elected to change its method of accounting for certain inventories in the U.S. from LIFO to FIFO. The Company retrospectively applied this change in accounting principle to all prior periods including the segment information presented below. Refer to Note 1 for further information.

The chief operating decision maker is the Chairman of the Board, President and Chief Executive Officer (CODM). The Company's method for measuring profitability on a reportable segment basis and used by the CODM to assess performance and allocate resources is operating income. This measure is used to monitor performance compared to prior period, forecasted results, and the annual plan.

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The following tables set forth financial information by reporting segment (in millions). When reading the data, the following items should be noted:

•Segment Net sales comprise sales to unaffiliated customers - inter-segment and inter-area sales are not significant and are eliminated in consolidation.

•Segment operating income consists of Net sales less operating expenses, including total corporate expenses, which are generally allocated to each segment on the basis of the segment's percentage of consolidated Net sales. Interest expense and investment income and other expense, net have not been allocated to segments as these items are centrally managed by the Company.

•General corporate assets not allocated to segments are principally cash, prepaid pensions, investments and deferred taxes. These assets have not been allocated as they are centrally managed by the Company.

			Three Months Ended September 30,						Nine Months Ended September 30,
			2025			2024			2025			2024
Net Sales:
Utility Solutions			$	943.8		$	933.1		$	2,736.4		$	2,753.6
Electrical Solutions			558.6			509.5			1,615.5			1,540.6
Total Net Sales			$	1,502.4		$	1,442.6		$	4,351.9		$	4,294.2
Cost of Goods Sold:
Utility Solutions			$	602.8		$	605.0		$	1,785.8		$	1,845.3
Electrical Solutions			355.3			331.6			1,027.1			995.5
Total Cost of Goods Sold			$	958.1		$	936.6		$	2,812.9		$	2,840.8
Gross Profit:
Utility Solutions			$	341.0		$	328.1		$	950.6		$	908.3
Electrical Solutions			203.3			177.9			588.4			545.1
Total Gross Profit			$	544.3		$	506.0		$	1,539.0		$	1,453.4
Selling and Administrative Expenses:
Utility Solutions			$	121.7		$	108.9		$	362.3		$	344.2
Electrical Solutions			92.0			84.4			279.4			275.8
Total Selling and Administrative Expenses			$	213.7		$	193.3		$	641.7		$	620.0
Operating Income:
Utility Solutions			$	219.3		$	219.2		$	588.3		$	564.1
Electrical Solutions			111.3			93.5			309.0			269.3
Total Operating Income			$	330.6		$	312.7		$	897.3		$	833.4
Loss on disposition of business			—			—			(0.4)			(5.3)
Other (expense) income, net			(5.9)			(5.6)			(17.4)			(7.5)
Interest expense, net			(13.6)			(18.7)			(41.9)			(59.6)
Income Before Income Taxes			$	311.1		$	288.4		$	837.6		$	761.0
Operating Income as a % of Net Sales
Utility Solutions			23.2		%	23.5		%	21.5		%	20.5		%
Electrical Solutions			19.9		%	18.4		%	19.1		%	17.5		%
Total Operating Income as a % of Net Sales			22.0		%	21.7		%	20.6		%	19.4		%

			Three Months Ended September 30,						Nine Months Ended September 30,
			2025			2024			2025			2024
Capital Expenditures:
Utility Solutions			$	18.8		$	19.5		$	54.7		$	65.8
Electrical Solutions			11.7			18.7			41.7			46.6
TOTAL CAPITAL EXPENDITURES			$	30.5		$	38.2		$	96.4		$	112.4
Depreciation and Amortization:
Utility Solutions			$	35.6		$	37.4		$	103.8		$	123.4
Electrical Solutions			13.8			11.9			40.8			35.4
TOTAL DEPRECIATION AND AMORTIZATION			$	49.4		$	49.3		$	144.6		$	158.8

HUBBELL INCORPORATED-Form 10-Q    16

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			September 30, 2025			December 31, 2024
Assets:
Utility Solutions			$	4,734.6		$	4,569.1
Electrical Solutions			2,163.6			1,943.4
General Corporate			628.7			335.2
TOTAL ASSETS			$	7,526.9		$	6,847.7

NOTE 5 Inventories, net

Inventories, net consists of the following (in millions):

			September 30, 2025			December 31, 2024
Raw material			$	436.6		$	409.9
Work-in-process			222.7			218.5
Finished goods			394.4			382.0
TOTAL			$	1,053.7		$	1,010.4

See Note 1 regarding change in accounting method for inventories to FIFO from LIFO.

HUBBELL INCORPORATED-Form 10-Q    17

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NOTE 6 Goodwill and Other Intangible Assets, net

Changes in the carrying values of goodwill for the nine months ended September 30, 2025, by segment, were as follows (in millions):

			Segment
			Utility Solutions			Electrical Solutions			Total
BALANCE AT DECEMBER 31, 2024			$	1,868.4		$	632.4		$	2,500.8
Current year dispositions(1)			—			(0.3)			(0.3)
Current year acquisitions(1)			26.4			40.0			66.4
Foreign currency translation			18.0			3.9			21.9
BALANCE AT SEPTEMBER 30, 2025			$	1,912.8		$	676.0		$	2,588.8

 (1) Refer to Note 2 - Business Acquisitions and Dispositions for additional information.

The carrying value of other intangible assets included in Other intangible assets, net in the Condensed Consolidated Balance Sheets is as follows (in millions):

			September 30, 2025						December 31, 2024
			Gross Amount			Accumulated Amortization			Gross Amount			Accumulated Amortization
Definite-lived:
Patents, tradenames and trademarks			$	235.0		$	(101.8)		$	232.4		$	(95.2)
Customer relationships, developed technology and other			1,562.6			(669.7)			1,511.4			(602.0)
TOTAL DEFINITE-LIVED INTANGIBLES			$	1,797.6		$	(771.5)		$	1,743.8		$	(697.2)
Indefinite-lived:
Tradenames and other			33.8			—			33.4			—
TOTAL OTHER INTANGIBLE ASSETS			$	1,831.4		$	(771.5)		$	1,777.2		$	(697.2)

Amortization expense associated with definite-lived intangible assets was $24.7 million and $28.4 million during the three months ended September 30, 2025 and 2024, respectively, and $74.0 million and $85.4 million during the nine months ended September 30, 2025 and 2024, respectively. Future amortization expense associated with these intangible assets is estimated to be $24.4 million for the remainder of 2025, $93.3 million in 2026, $90.4 million in 2027, $86.4 million in 2028, $82.1 million in 2029, and $75.8 million in 2030. The Company amortizes intangible assets with definite lives using either an accelerated method that reflects the pattern in which economic benefits of the intangible assets are consumed and results in higher amortization in the earlier years of the assets' useful lives, or using a straight-line method. Approximately 85% of the gross value of definite-lived intangible assets follow an accelerated amortization method.

The organizational change in September 2025 described in Note 3 - Revenue resulted in a change in the Company's reporting units within the Electrical Solutions segment. As a result of the change in reporting units, the Company performed an interim goodwill impairment assessment, for the updated reporting units within the Electrical Solutions segment. Because the change did not affect the Utility Solutions segment, no interim goodwill impairment assessment was required for that segment.

The Company elected to utilize the quantitative goodwill impairment testing process, as permitted in the accounting guidance, by comparing the estimated fair value of the reporting units to their carrying values. If the estimated fair value of a reporting unit exceeds its carrying value, no impairment exists. The impairment testing resulted in implied fair values for each reporting unit within the Electrical Solutions segment that significantly exceeded such reporting unit's carrying value, including goodwill. The Company did not have any reporting units within the Electrical Solutions segment with zero or negative carrying amounts.

HUBBELL INCORPORATED-Form 10-Q    18

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NOTE 7 Other Accrued Liabilities

Other accrued liabilities consists of the following (in millions):

			September 30, 2025			December 31, 2024
Customer program incentives			$	59.0		$	51.7
Accrued income taxes			22.5			21.4
Contract liabilities - deferred revenue			124.3			134.6
Customer refund liability			20.2			20.1
Accrued warranties short-term(1)			19.7			20.6
Current operating lease liabilities			36.9			34.2
Other			92.5			89.8
TOTAL			$	375.1		$	372.4

(1) Refer to Note 22 - Guarantees, in the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2024 for additional information regarding warranties.

NOTE 8 Other Non-Current Liabilities

Other non-current liabilities consists of the following (in millions):

			September 30, 2025			December 31, 2024
Pensions			$	145.6		$	167.1
Other post-retirement benefits			12.8			12.9
Deferred tax liabilities			304.4			277.1
Accrued warranties long-term(1)			20.1			21.1
Non-current operating lease liabilities			116.5			117.3
Other			135.4			124.7
TOTAL			$	734.8		$	720.2

(1) Refer to Note 22 - Guarantees, in the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2024 for additional information regarding warranties.

HUBBELL INCORPORATED-Form 10-Q    19

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NOTE 9 Total Equity

A summary of changes in total equity for the three and nine months ended September 30, 2025 and the three and nine months ended September 30, 2024 is provided below (in millions, except per share amounts):

			Common Stock			Additional Paid-in Capital			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Total Hubbell Shareholders' Equity			Non- controlling interest
BALANCE AT DECEMBER 31, 2024			$	0.6		$	2.6		$	3,779.5		$	(386.5)		$	3,396.2		$	14.4
Net income			—			—			407.4			—			407.4			2.6
Other comprehensive (loss) income			—			—			—			51.8			51.8			—
Stock-based compensation			—			20.7			—			—			20.7			—
Acquisition/surrender of common shares(1)			—			(22.0)			(223.9)			—			(245.9)			—
Cash dividends declared ($2.64 per share)			—			—			(141.2)			—			(141.2)			—
Dividends to noncontrolling interest			—			—			—			—			—			(5.9)
Directors deferred compensation			—			(1.3)			—			—			(1.3)			—
BALANCE AT JUNE 30, 2025			$	0.6		$	—		$	3,821.8		$	(334.7)		$	3,487.7		$	11.1
Net income			—			—			255.5			—			255.5			1.2
Other comprehensive (loss) income			—			—			—			4.0			4.0			—
Stock-based compensation			—			6.3			—			—			6.3			—
Acquisition/surrender of common shares(1)			—			(2.1)			—			—			(2.1)			—
Cash dividends declared ($1.32 per share)			—			—			(70.3)			—			(70.3)			—
Dividends to noncontrolling interest			—			—			—			—			—			(0.6)
Directors deferred compensation			—			0.2			—			—			0.2			—
BALANCE AT SEPTEMBER 30, 2025			$	0.6		$	4.4		$	4,007.0		$	(330.7)		$	3,681.3		$	11.7

HUBBELL INCORPORATED-Form 10-Q    20

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			Common Stock			Additional Paid-in Capital			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Total Hubbell Shareholders' Equity			Non- controlling interest
BALANCE AT DECEMBER 31, 2023			$	0.6		$	6.1		$	3,309.4		$	(312.4)		$	3,003.7		$	12.3
Net income			—			—			354.6			—			354.6			2.9
Other comprehensive (loss) income			—			—			—			(26.6)			(26.6)			—
Stock-based compensation			—			18.9			—			—			18.9			—
Acquisition/surrender of common shares(1)			—			(23.1)			(23.9)			—			(47.0)			—
Cash dividends declared ($2.44 per share)			—			—			(131.3)			—			(131.3)			—
Dividends to noncontrolling interest			—			—			—			—			—			(1.5)
Directors deferred compensation			—			0.2			—			—			0.2			—
BALANCE AT JUNE 30, 2024			$	0.6		$	2.1		$	3,508.8		$	(339.0)		$	3,172.5		$	13.7
Net income			—			—			226.2			—			226.2			1.6
Other comprehensive (loss) income			—			—			—			20.0			20.0			—
Stock-based compensation			—			5.3			—			—			5.3			—
Acquisition/surrender of common shares(1)			—			(6.4)			(10.6)			—			(17.0)			—
Cash dividends declared ($1.22 per share)			—			—			(65.5)			—			(65.5)			—
Dividends to noncontrolling interest			—			—			—			—			—			(1.5)
Directors deferred compensation			—			0.2			—			—			0.2			—
BALANCE AT SEPTEMBER 30, 2024			$	0.6		$	1.2		$	3,658.9		$	(319.0)		$	3,341.7		$	13.8

(1) For accounting purposes, the Company treats repurchased shares as constructively retired when acquired and accordingly charges the purchase price against common stock par value, Additional paid-in capital, to the extent available, and Retained earnings. The change in Retained earnings of $223.9 million and $34.5 million in the first nine months of 2025 and 2024, respectively, reflects this accounting treatment.

The detailed components of total comprehensive income are presented in the Condensed Consolidated Statements of Comprehensive Income.

HUBBELL INCORPORATED-Form 10-Q    21

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NOTE 10 Accumulated Other Comprehensive Loss

A summary of the changes in Accumulated other comprehensive loss (net of tax) for the nine months ended September 30, 2025 is provided below (in millions):

(debit) credit			Cash flow hedge gain (loss)			Unrealized gain (loss) on available-for- sale securities			Pension and post retirement benefit plan adjustment			Cumulative translation adjustment			Total
BALANCE AT DECEMBER 31, 2024			$	1.0		$	(0.3)		$	(193.4)		$	(193.8)		$	(386.5)
Other comprehensive income (loss) before reclassifications			(0.6)			0.8			—			49.3			49.5
Amounts reclassified from accumulated other comprehensive income (loss)			(0.4)			—			6.7			—			6.3
Current period other comprehensive income (loss)			(1.0)			0.8			6.7			49.3			55.8
BALANCE AT SEPTEMBER 30, 2025			$	—		$	0.5		$	(186.7)		$	(144.5)		$	(330.7)

A summary of the gain (loss) reclassifications out of Accumulated other comprehensive loss for the three and nine months ended September 30, 2025 and 2024 is provided below (in millions): 

			Three Months Ended September 30,									Nine Months Ended September 30,
Details about Accumulated Other Comprehensive Loss Components			2025			2024						2025			2024			Location of Gain (Loss) Reclassified into Income
Cash flow hedges gain (loss):
Forward exchange contracts			$	—		$	—					$	—		$	—		Net sales
			(0.1)			0.1						0.6			0.3			Cost of goods sold
			—			—						—			—			Other expense, net
			(0.1)			0.1						0.6			0.3			Total before tax
			—			—						(0.2)			(0.1)			Tax benefit (expense)
			$	(0.1)		$	0.1					$	0.4		$	0.2		Gain (loss) net of tax
Amortization of defined benefit pension and post retirement benefit items:
Prior-service costs (a)			$	(0.1)		$	(0.1)					$	(0.3)		$	(0.3)
Actuarial gains (losses) (a)			(2.7)			(2.4)						(8.3)			(7.6)
			(2.8)			(2.5)						(8.6)			(7.9)			Total before tax
			0.6			0.6						1.9			1.8			Tax benefit (expense)
			$	(2.2)		$	(1.9)					$	(6.7)		$	(6.1)		Gain (loss) net of tax
Gains (losses) reclassified into earnings			$	(2.3)		$	(1.8)					$	(6.3)		$	(5.9)		Gain (loss) net of tax

(a) These accumulated other comprehensive loss components are included in the computation of net periodic pension cost (see Note 12 - Pension and Other Benefits in the Notes to Condensed Consolidated Financial Statements for additional details).

HUBBELL INCORPORATED-Form 10-Q    22

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NOTE 11 Earnings Per Share

The Company computes earnings per share using the two-class method, which is an earnings allocation formula that determines earnings per share for common stock and participating securities. Service-based and performance-based restricted stock awards granted by the Company are considered participating securities as these awards contain a non-forfeitable right to dividends.

The following table sets forth the computation of earnings per share for the three and nine months ended September 30, 2025 and 2024 (in millions, except per share amounts):

			Three Months Ended September 30,						Nine Months Ended September 30,
			2025			2024			2025			2024
Numerator:
Net income attributable to Hubbell Incorporated			$	255.5		$	226.2		$	662.9		$	580.8
Less: Earnings allocated to participating securities			(0.4)			(0.4)			(1.1)			(1.1)
Net income available to common shareholders			$	255.1		$	225.8		$	661.8		$	579.7
Denominator:
Average number of common shares outstanding			53.1			53.7			53.3			53.7
Potential dilutive common shares			0.3			0.3			0.3			0.3
Average number of diluted shares outstanding			53.4			54.0			53.6			54.0
Earnings per share:
Basic earnings per share			$	4.80		$	4.21		$	12.42		$	10.80
Diluted earnings per share			$	4.77		$	4.18		$	12.35		$	10.73

The Company did not have any significant anti-dilutive securities outstanding during the three and nine months ended September 30, 2025 and 2024.

HUBBELL INCORPORATED-Form 10-Q    23

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NOTE 12 Pension and Other Benefits

The following table sets forth the components of net pension and other benefit costs for the three and nine months ended September 30, 2025 and 2024 (in millions):

			Pension Benefits						Other Benefits
			2025			2024			2025			2024
Three Months Ended September 30,
Service cost			$	0.1		$	0.1		$	—		$	—
Interest cost			8.8			8.4			0.2			0.2
Expected return on plan assets			(7.2)			(7.7)			—			—
Amortization of prior service cost			0.1			0.1			—			—
Amortization of actuarial losses (gains)			2.9			2.5			(0.2)			(0.1)
NET PERIODIC BENEFIT COST			$	4.7		$	3.4		$	—		$	0.1
Nine Months Ended September 30,
Service cost			$	0.3		$	0.4		$	—		$	—
Interest cost			26.4			25.0			0.6			0.6
Expected return on plan assets			(21.4)			(23.0)			—			—
Amortization of prior service cost			0.3			0.3			—			—
Amortization of actuarial losses (gains)			8.8			7.9			(0.5)			(0.3)
NET PERIODIC BENEFIT COST			$	14.4		$	10.6		$	0.1		$	0.3

Employer Contributions

The Company contributed $20.0 million to its U.S. qualified plans and $1.4 million to its foreign pension plans during the nine months ended September 30, 2025. Although not required by ERISA and the Internal Revenue Code, the Company may elect to make additional voluntary contributions to its qualified domestic defined benefit pension plan in 2025.

HUBBELL INCORPORATED-Form 10-Q    24

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NOTE 13 Guarantees

The Company records a liability equal to the fair value of guarantees in accordance with the accounting guidance for guarantees. When it is probable that a liability has been incurred and the amount can be reasonably estimated, the Company accrues for costs associated with guarantees. The most likely costs to be incurred are accrued based on an evaluation of currently available facts and, where no amount within a range of estimates is more likely, the minimum is accrued. As of September 30, 2025 and December 31, 2024, the fair value and maximum potential payment related to the Company’s guarantees were not material.

The Company offers product warranties that cover defects on most of its products. These warranties primarily apply to products that are properly installed, maintained and used for their intended purpose. The Company accrues estimated warranty costs at the time of sale. Estimated warranty expenses, recorded in cost of goods sold, are based upon historical information such as past experience, product failure rates, or the estimated number of units to be repaired or replaced. Adjustments are made to the product warranty accrual as claims are incurred, additional information becomes known, or as historical experience indicates.

Changes in the accrual for product warranties during the nine months ended September 30, 2025 and 2024 are set forth below (in millions):

			2025			2024
BALANCE AT JANUARY 1, (a)			$	41.7		$	39.2
Provision			9.3			7.7
Expenditures/payments/other			(11.2)			(6.8)
BALANCE AT SEPTEMBER 30, (a)			$	39.8		$	40.1

(a) Refer to Note 7 – Other Accrued Liabilities and Note 8 – Other Non-Current Liabilities for a breakout of short-term and long-term warranties.

HUBBELL INCORPORATED-Form 10-Q    25

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NOTE 14 Fair Value Measurement

Financial Instruments

Financial instruments which potentially subject the Company to significant concentrations of credit loss risk consist of trade receivables, cash equivalents and investments. The Company grants credit terms in the normal course of business to its customers. Due to the diversity of its product lines, the Company has an extensive customer base, including electrical distributors and wholesalers, electric utilities, equipment manufacturers, electrical contractors, telecommunication companies and retail and hardware outlets. As part of its ongoing procedures, the Company monitors the credit worthiness of its customers. Bad debt write-offs have historically been minimal. The Company places its cash and cash equivalents with financial institutions and limits the amount of exposure in any one institution.

At September 30, 2025, our accounts receivable balance was $909.9 million, net of allowances of $13.4 million. During the nine months ended September 30, 2025, our allowances increased by approximately $2.1 million.

Investments

At September 30, 2025 and December 31, 2024, the Company had $79.2 million and $69.6 million, respectively, of available-for-sale municipal debt securities. These investments had an amortized cost of $78.7 million and $70.1 million, respectively. No allowance for credit losses related to our available-for-sale debt securities was recorded for the nine months ended September 30, 2025 or September 30, 2024. As of September 30, 2025 and December 31, 2024, the unrealized losses attributable to our available-for-sale debt securities were $0.4 million and $0.6 million, respectively. The fair value of available-for-sale debt securities with unrealized losses was $18.3 million at September 30, 2025 and $40.5 million at December 31, 2024.

The Company also had trading securities of $31.7 million at September 30, 2025 and $28.1 million at December 31, 2024 that are carried on the balance sheets at fair value. Unrealized gains and losses associated with available-for-sale debt securities are reflected in Accumulated other comprehensive loss, net of tax, while unrealized gains and losses associated with trading securities are reflected in the Condensed Consolidated Statements of Income.

Fair value measurements

Fair value is defined as the amount that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The FASB fair value measurement guidance established a fair value hierarchy that prioritizes the inputs used to measure fair value. The three broad levels of the fair value hierarchy are as follows:

Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 – Quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly.

Level 3 – Unobservable inputs for which little or no market data exists, therefore requiring a company to develop its own assumptions.

HUBBELL INCORPORATED-Form 10-Q    26

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The following table shows, by level within the fair value hierarchy, our financial assets and liabilities that are accounted for at fair value on a recurring basis at September 30, 2025 and December 31, 2024 (in millions):

Asset (Liability)			Quoted Prices in Active Markets for Identical Assets (Level 1)			Quoted Prices in Active Markets for Similar Assets (Level 2)			Unobservable inputs for which little or no market data exists (Level 3)			Total
September 30, 2025
Money market funds(a)			$	416.4		$	—		$	—		$	416.4
Time Deposits(b)			—			3.0			—			3.0
Available for sale investments			—			79.2			—			79.2
Trading securities			31.7			—			—			31.7
Deferred compensation plan liabilities			(31.7)			—			—			(31.7)
Derivatives:
Forward exchange contracts-Assets(c)			—			0.3			—			0.3
Forward exchange contracts-(Liabilities)(d)			—			(0.2)			—			(0.2)
TOTAL			$	416.4		$	82.3		$	—		$	498.7
Asset (Liability)			Quoted Prices in Active Markets for Identical Assets (Level 1)			Quoted Prices in Active Markets for Similar Assets (Level 2)			Unobservable inputs for which little or no market data exists (Level 3)			Total
December 31, 2024
Money market funds(a)			$	63.2		$	—		$	—		$	63.2
Time Deposits(b)			—			3.1			—			3.1
Available for sale investments			—			69.6			—			69.6
Trading securities			28.1			—			—			28.1
Deferred compensation plan liabilities			(28.1)			—			—			(28.1)
Derivatives:
Forward exchange contracts-Assets(c)			—			1.4			—			1.4
TOTAL			$	63.2		$	74.1		$	—		$	137.3

(a) Money market funds are reflected in Cash and cash equivalents in the Condensed Consolidated Balance Sheets.

(b)Time deposits are reflected in current and long term investments depending on their maturity date in the Condensed Consolidated Balance Sheets.

(c) Forward exchange contracts-Assets are reflected in Other current assets in the Condensed Consolidated Balance Sheets.

(d) Forward exchange contracts-(Liabilities) are reflected in Other accrued liabilities in the Condensed Consolidated Balance Sheets.

The methods and assumptions used to estimate the Level 2 fair values were as follows:

Forward exchange contracts – The fair value of forward exchange contracts was based on quoted forward foreign currency exchange prices at the reporting date.

Available-for-sale municipal bonds classified in Level 2 – The fair value of available-for-sale investments in municipal bonds is based on observable market-based inputs, other than quoted prices in active markets for identical assets. 

Deferred compensation plans

The Company offers certain employees the opportunity to participate in non-qualified deferred compensation plans. A participant’s deferrals are invested in a variety of participant-directed debt and equity mutual funds that are classified as trading securities. The Company purchased $3.4 million and $4.7 million of trading securities related to these deferred compensation plans during the nine months ended September 30, 2025 and 2024, respectively. As a result of participant distributions, the Company sold $3.3 million of these trading securities during the nine months ended September 30, 2025 and $2.9 million during the nine months ended September 30, 2024. The unrealized gains and losses associated with these trading securities are directly offset by the changes in the fair value of the underlying deferred compensation plan obligation.

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Long Term Debt

As of September 30, 2025 and December 31, 2024, the carrying value of long-term debt, net of unamortized discount and debt issuance costs, including the $399.7 million and $0.0 million, respectively, current portion of the Senior notes due in 2026 (the “2026 Notes”), was $1,444.5 million and $1,442.7 million, respectively. The estimated fair value of the long-term debt as of September 30, 2025 and December 31, 2024 was $1,406.6 million and $1,367.3 million, respectively, using quoted market prices in active markets for similar liabilities (Level 2).

NOTE 15 Commitments and Contingencies

The Company is subject to various legal proceedings arising in the normal course of its business. These proceedings include claims for damages arising out of use of the Company’s products, intellectual property, workers’ compensation and environmental matters. The Company is self-insured up to specified limits for certain types of claims, including product liability and workers’ compensation, and is fully self-insured for certain other types of claims, including environmental and intellectual property matters. The Company recognizes a liability for any contingency that in management’s judgment is probable of occurrence and can be reasonably estimated. We continually reassess the likelihood of adverse judgments and outcomes in these matters, as well as estimated ranges of possible losses based upon an analysis of each matter which includes advice of outside legal counsel and, if applicable, other experts.

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NOTE 16 Restructuring Costs and Other

In the three and nine months ended September 30, 2025, we incurred costs for restructuring actions initiated in 2025 as well as costs for restructuring actions initiated in prior years. Our restructuring actions are associated with cost reduction efforts that include the consolidation of manufacturing and distribution facilities as well as workforce reductions. Restructuring costs include severance and employee benefits, asset impairments, accelerated depreciation, as well as facility closure, contract termination and certain pension costs that are directly related to restructuring actions. These costs are predominantly settled in cash from our operating activities and are generally settled within one year, with the exception of asset impairments, which are non-cash.

Pre-tax restructuring costs incurred in each of our reporting segments and the location of the costs in the Condensed Consolidated Statements of Income for the three and nine months ended September 30, 2025 and 2024 are as follows (in millions):

			Three Months Ended September 30,
			2025			2024			2025			2024			2025			2024
			Cost of goods sold						Selling & administrative expense						Total
Utility Solutions			$	1.6		$	0.1		$	0.4		$	—		$	2.0		$	0.1
Electrical Solutions			2.2			1.2			1.5			—			3.7			1.2
Total Pre-Tax Restructuring Costs			$	3.8		$	1.3		$	1.9		$	—		$	5.7		$	1.3

			Nine Months Ended September 30,
			2025			2024			2025			2024			2025			2024
			Cost of goods sold						Selling & administrative expense						Total
Utility Solutions			$	5.0		$	2.7		$	0.5		$	1.6		$	5.5		$	4.3
Electrical Solutions			3.2			5.2			1.5			1.5			4.7			6.7
Total Pre-Tax Restructuring Costs			$	8.2		$	7.9		$	2.0		$	3.1		$	10.2		$	11.0

The following table summarizes the accrued liabilities for our restructuring actions (in millions):

			Beginning Accrued  Restructuring Balance 1/1/25			Pre-tax Restructuring Costs			Utilization and Foreign Currency Exchange			Ending Accrued Restructuring Balance 9/30/25
2025 Restructuring Actions
Severance			$	—		$	4.6		$	(2.9)		$	1.7
Asset write-downs			—			1.5			(1.5)			—
Facility closure and other costs			—			2.3			(2.2)			0.1
Total 2025 Restructuring Actions			$	—		$	8.4		$	(6.6)		$	1.8
2024 and Prior Restructuring Actions
Severance			$	4.5		$	0.4		$	(1.1)		$	3.8
Asset write-downs			—			—			—			—
Facility closure and other costs			0.1			1.4			(1.4)			0.1
Total 2024 and Prior Restructuring Actions			$	4.6		$	1.8		$	(2.5)		$	3.9
Total Restructuring Actions			$	4.6		$	10.2		$	(9.1)		$	5.7

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The actual costs incurred and total expected cost in each of our reporting segments of our on-going restructuring actions are as follows (in millions):

			Total expected costs			Costs incurred during 2024			Costs incurred in the first nine months of 2025			Remaining costs at 9/30/2025
2025 Restructuring Actions
Utility Solutions			$	8.0		$	—		$	5.3		$	2.7
Electrical Solutions			3.4			—			3.1			0.3
Total 2025 Restructuring Actions			$	11.4		$	—		$	8.4		$	3.0
2024 and Prior Restructuring Actions
Utility Solutions			$	4.7		$	4.5		$	0.2		$	—
Electrical Solutions			13.6			8.3			1.6			3.7
Total 2024 and Prior Restructuring Actions			$	18.3		$	12.8		$	1.8		$	3.7
Total Restructuring Actions			$	29.7		$	12.8		$	10.2		$	6.7

NOTE 17 Debt and Financing Arrangements

Long-term debt consists of the following (in millions):

			Maturity			September 30, 2025			December 31, 2024
Senior notes at 3.35%(a)			2026			$	—		$	399.2
Senior notes at 3.15%			2027			299.0			298.6
Senior notes at 3.50%			2028			448.3			447.7
Senior notes at 2.300%			2031			297.5			297.2
TOTAL LONG-TERM DEBT(b)						$	1,044.8		$	1,442.7

(a)The Senior notes at 3.35% were reclassified to current at March 31, 2025.

(b)Long-term debt is presented net of debt issuance costs and unamortized discounts.

2025 Term Loan

On September 29, 2025, the Company entered into a Term Loan Agreement (the "Term Loan Agreement") with a syndicate of lenders and JPMorgan Chase Bank, N.A., as administrative agent. The Term Loan Agreement provides the Company, with the ability to borrow up to $600 million on an unsecured basis to finance the DMC Power acquisition, repay certain existing indebtedness of DMC Power and pay fees, costs and expenses in connection with the foregoing.

On October 1, 2025, the Company borrowed $600 million under the Term Loan Agreement (the "Loans") to pay a portion of the purchase price for the DMC Power acquisition. The Loans were made in a single borrowing and will be due and payable on September 29, 2028. The Loans bear interest based on the Term SOFR Rate (as defined in the Term Loan Agreement), plus an applicable interest addition based on Hubbell's credit ratings. Hubbell also paid to the lenders certain customary fees under the Term Loan Agreement. There were no amounts outstanding under the Term Loan as of September 30, 2025.

The Term Loan Agreement contains representations and warranties and affirmative and negative covenants customary for an unsecured financing of this type, as well as a financial covenant requiring that, as of the last day of each fiscal quarter, the ratio of total indebtedness to total capitalization shall not be greater than 65%. The Company was in compliance with this covenant as of September 30, 2025.

2025 Credit Facility

On March 25, 2025, the Company, as borrower, and each foreign subsidiary borrower from time to time party thereto (collectively, the “Foreign Subsidiary Borrowers”) entered into a five-year credit agreement with a syndicate of lenders and JPMorgan Chase Bank, N.A., as administrative agent, that provides for a $1.0 billion committed unsecured revolving credit facility (the “Revolving Credit Agreement”). The obligations of the Foreign Subsidiary Borrowers (if any) under the Revolving Credit Agreement are guaranteed by the Company.

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Commitments under the Revolving Credit Agreement may be conditionally increased to an aggregate amount not to exceed $1.5 billion. The Revolving Credit Agreement includes a $50.0 million sub-limit for the issuance of letters of credit. The sum of the dollar amount of loans and letters of credit to the Foreign Subsidiary Borrowers under the Revolving Credit Agreement may not exceed $100.0 million.

The interest rate applicable to borrowings under the Revolving Credit Agreement is either (i) the alternate base rate (as defined in the Revolving Credit Agreement) or (ii) the term SOFR rate (as defined in the Revolving Credit Agreement) plus an applicable margin based on the Company's credit ratings.

All revolving loans outstanding under the Revolving Credit Agreement will be due and payable on March 25, 2030. The Revolving Credit Agreement provides for up to two one-year maturity extensions. As of September 30, 2025, the credit facility was undrawn.

The Revolving Credit Agreement contains a sole financial covenant requiring that, as of the last day of each fiscal quarter, the ratio of total indebtedness to total capitalization shall not be greater than 65%. The Company was in compliance with this covenant as of September 30, 2025.

2021 Credit Facility

The Company had a five-year credit agreement with a syndicate of lenders and JPMorgan Chase, N.A., as administrative agent, that provided a $750 million committed revolving credit facility, which was terminated in connection with entry into the Revolving Credit Agreement.

Short-Term Debt and Current Portion of Long-Term Debt

The Company had $951.5 million and $125.4 million of short-term debt and current portion of long-term debt outstanding at September 30, 2025 and December 31, 2024, respectively, composed of the following:

•$399.7 million of the 2026 Notes are listed as current as of September 30, 2025, as the 2026 Notes are due in March 2026.

•$550.0 million of commercial paper borrowings outstanding at September 30, 2025, and $123.0 million of commercial paper borrowings outstanding at December 31, 2024. The increase in commercial paper during the first nine months of 2025 was utilized to repurchase $225.0 million of treasury stock and to partially fund the acquisitions of Ventev, Nicor and DMC Power.

•$1.8 million and $2.4 million of other short-term debt outstanding at September 30, 2025 and December 31, 2024, respectively, which consisted of borrowings outstanding under our commercial card program.

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Note 18 Stock-Based Compensation

As of September 30, 2025, the Company had various stock-based awards outstanding which were issued to executives and other key employees. The Company recognizes the grant-date fair value of all stock-based awards to employees over their respective requisite service periods (generally equal to an award’s vesting period), net of estimated forfeitures. A stock-based award is considered vested for expense attribution purposes when the employee’s retention of the award is no longer contingent on providing subsequent service. For those awards that vest immediately upon retirement eligibility, the Company recognizes compensation cost immediately for retirement-eligible individuals or over the period from the grant date to the date retirement eligibility is achieved, if less than the stated vesting period.

The Company’s long-term incentive program for awarding stock-based compensation includes a combination of restricted stock, stock appreciation rights (“SARs”), and performance shares of the Company’s common stock pursuant to the Hubbell Incorporated Incentive Award Plan as may be amended and restated from time to time (the “Award Plan”). Under the Award Plan, the Company may authorize up to 10.3 million shares of common stock to settle awards of restricted stock, performance shares, or SARs. The Company issues new shares to settle stock-based awards. During the three months ended March 31, 2025, the Company's grant of stock-based awards included restricted stock, SARs and performance shares. There were no material awards granted during the three months ended September 30, 2025 and the three months ended June 30, 2025.

Each of the compensation arrangements is discussed below.

Restricted Stock  

The Company issues various types of restricted stock, of which the restricted stock awards are considered outstanding at the time of grant, as the award holders are entitled to dividends and voting rights. Unvested restricted stock awards are considered participating securities when computing earnings per share. Restricted stock unit award holders are not entitled to dividends or voting rights until settlement. Restricted stock grants are not transferable and are subject to forfeiture in the event of the recipient's termination of employment prior to vesting.

Restricted Stock Awards Issued to Employees - Service Condition

Restricted stock awards that vest based upon a service condition are expensed on a straight-line basis over the requisite service period. These awards generally vest either in three equal installments on each of the first three anniversaries of the grant date or on the third-year anniversary of the grant date. The fair value of these awards is measured by the average of the high and low trading prices of the Company’s common stock on the most recent trading day immediately preceding the grant date (“measurement date”).

In February 2025, the Company granted 35,015 restricted stock awards with a fair value per share of $393.16.

Restricted Stock Units Issued to Employees - Service Condition

Restricted stock units that vest based upon a service condition are expensed on a straight-line basis over the requisite service period. These awards generally vest in three equal installments on each of the first three anniversaries of the grant date. The fair value of these awards is measured by the average of the high and low trading prices of the Company’s common stock on the measurement date reduced by the present value of dividends expected to be paid during the requisite service period.

In February 2025, the Company granted 1,617 restricted stock units with a fair value per share of $380.99.

Stock Appreciation Rights

SARs grant the holder the right to receive, once vested, the value in shares of the Company's common stock equal to the positive difference between the grant price, as determined using the mean of the high and low trading prices of the Company’s common stock on the measurement date, and the fair market value of the Company’s common stock on the date of exercise. This amount is payable in shares of the Company’s common stock. SARs vest and become exercisable in three equal installments during the first three years following the grant date and expire ten years from the grant date.

In February 2025, the Company granted 66,369 SAR awards. The fair value of each SAR award was measured using the Black-Scholes option pricing model.

The following table summarizes the weighted-average assumptions used in estimating the fair value of the SARs granted during February 2025:

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Grant Date

Expected Dividend Yield

Expected Volatility

Risk Free Interest Rate

Expected Term

Weighted Avg. Grant Date Fair Value of 1 SAR

February 2025

1.2%

24.2%

4.4%

4.8 years

$100.15

The expected dividend yield was calculated by dividing the Company’s expected annual dividend by the average stock price for the past three months. Expected volatilities are based on historical volatilities of the Company’s stock for a period consistent with the expected term. The expected term of SARs granted was based upon historical exercise behavior of SARs. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for the expected term of the award.

Performance Shares

Performance shares represent the right to receive a share of the Company’s common stock subject to the achievement of certain market or performance conditions established by the Company’s Compensation Committee and measured over a three-year period. Partial vesting in these awards may occur after separation from the Company for retirement eligible employees. Shares are not vested until approved by the Company’s Compensation Committee.

Performance Shares - Market Condition

In February 2025, the Company granted 8,542 performance shares that will vest subject to a market condition and service condition through the performance period. The market condition associated with the awards is the Company's total shareholder return (“TSR”) compared to the TSR generated by the companies that comprise the S&P Capital Goods 900 index over a three year performance period. Performance at target will result in vesting and issuance of the number of performance shares granted, equal to 100% payout. Performance below or above target can result in issuance in the range of 0%-200% of the number of shares granted. Expense is recognized irrespective of the market condition being achieved.

The fair value of the performance share awards with a market condition for the 2025 grant was determined based upon a lattice model.

The following table summarizes the related assumptions used to determine the fair values of the performance share awards with a market condition granted during February 2025:

Grant Date

Stock Price on Measurement Date

Dividend Yield

Expected Volatility

Risk Free Interest Rate

Expected Term

Weighted Avg. Grant Date Fair Value

February 2025

$393.16

1.3%

31.0%

4.3%

2.9 years

$421.00

Expected volatilities are based on historical volatilities of the Company’s and members of the peer group's stock over the expected term of the award. The risk free interest rate is based on the U.S. Treasury yield curve in effect at the time of the grant for the expected term of the award.

Performance Shares - Performance Condition

In February 2025, the Company granted 17,377 performance shares that will vest subject to an internal Company-based performance condition and service requirement.

Fifty percent of these performance shares granted will vest based on Hubbell’s compounded annual growth rate of Net sales as compared to that of the companies that comprise the S&P Capital Goods 900 index. Fifty percent of these performance shares granted will vest based on achieved adjusted operating profit margin performance as compared to internal targets. Each of these performance conditions is measured over the same three-year performance period. The cumulative result of these performance conditions can result in a number of shares earned in the range of 0%-200% of the target number of shares granted.

The fair value of the award is measured based upon the average of the high and low trading prices of the Company's common stock on the measurement date reduced by the present value of dividends expected to be paid during the requisite service period. The Company expenses these awards on a straight-line basis over the requisite service period and based on an assessment of the performance achieved to date. The weighted average fair value per share was $380.99 for the awards granted during February 2025.

Grant Date

Fair Value

Performance Period

Payout Range

February 2025

$380.99

Jan 2025 - Dec 2027

0%-200%

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NOTE 19 Subsequent Events

On October 1, 2025, the Company acquired all of the issued and outstanding equity of DMC Power for approximately $825 million, net of cash acquired, subject to customary purchase price adjustments. DMC Power is a provider of connectors and tooling for utility substation and transmission markets. DMC Power will be added to the Utility Solutions segment.

The Company financed the acquisition of DMC Power using a combination of commercial paper issuances in September 2025 and borrowings in the aggregate principal amounts of $600 million under the Term Loan Agreement on October 1, 2025.

Refer to Note 2 Business Acquisitions and Dispositions and Note 17 Debt and Financing Arrangements, in the Notes to the Condensed Consolidated Financial Statements for additional information.

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ITEM 2 Management’s Discussion and Analysis of Financial Condition and Results of Operations

Executive Overview of the Business

Hubbell is a global manufacturer of quality electrical products and utility solutions for a broad range of customer and end market applications. We provide utility and electrical solutions that enable our customers to operate critical infrastructure reliably and efficiently, and we empower and energize communities through innovative solutions supporting energy infrastructure In Front of the Meter, on The Edge, and Behind the Meter. In Front of the Meter is where utilities transmit and distribute energy to their customers. The Edge connects utilities with owner and operators and allows energy and data to be distributed back and forth. Behind the Meter is where owners and operators of buildings and other critical infrastructure consume energy. Products are either sourced complete, manufactured or assembled by subsidiaries in the United States, Canada, Puerto Rico, Mexico, China, the UK, Brazil, Australia, Spain, Ireland and the Republic of the Philippines. The Company also participates in joint ventures in Hong Kong and the Republic of the Philippines, and maintains offices in Singapore, Italy, China, India, Mexico, South Korea, Chile, and countries in the Middle East. The Company employed approximately 17,600 individuals worldwide as of September 30, 2025.

The Company’s reporting segments consist of the Utility Solutions segment and Electrical Solutions segment.

Results for the nine months ended September 30, 2025 by segment are included under “Segment Results” within this Management’s Discussion and Analysis.

The Company's long-term strategy is to serve its customers with reliable and innovative electrical and related infrastructure solutions with desired brands and high-quality service, delivered through a competitive cost structure; to complement organic revenue growth with acquisitions that enhance its product offerings; and to allocate capital effectively to create shareholder value.

Our strategy to complement organic revenue growth with acquisitions is focused on acquiring assets that extend our capabilities, expand our product offerings, and present opportunities to compete in core, adjacent or complementary markets. Our acquisition strategy also provides the opportunity to advance our revenue growth objectives during periods of weakness or inconsistency in our end-markets.

Our strategy to deliver products through a competitive cost structure has resulted in past and ongoing restructuring and related activities. Our restructuring and related efforts include the consolidation of manufacturing and distribution facilities, and workforce actions, as well as streamlining and consolidating our back-office functions. The primary objectives of our restructuring and related activities are to optimize our manufacturing footprint, cost structure, and the effectiveness and efficiency of our workforce.

Productivity improvement also continues to be a key area of focus for the Company and efforts to drive productivity complement our restructuring and related activities to minimize the impact of rising material costs and other administrative cost inflation. Because material costs are approximately half of our cost of goods sold, continued volatility in this area could significantly impact profitability. Our goal is to have pricing and productivity programs that offset material and other inflationary cost increases as well as pay for investments in key growth areas.

Productivity programs affect virtually all functional areas within the Company by reducing or eliminating waste and improving processes. We continue to expand our efforts related to global product and component sourcing, as well as supplier cost reduction programs. Value engineering efforts, product transfers and the use of lean process improvement techniques are expected to continue to increase manufacturing efficiency. In addition, we continue to build upon the benefits of our enterprise resource planning system across all functions.

Our sales are also subject to market conditions that may cause customer demand for our products to be volatile. Product demand can be affected by fluctuations in domestic and international economic conditions, as well as currency fluctuations, commodity costs, and a variety of other factors. Since early 2021, we have experienced significant inflationary pressure across much of our business. As a result, we have taken various pricing actions to cover the higher costs and to protect our profitability. Although inflation has moderated since its high point in 2022, we expect inflation to remain a factor for the foreseeable future and we expect to continue to take these pricing actions subject to demand and market conditions. Accordingly, there can be no assurance that we will be able to maintain our margins in response to further changes in inflationary pressures. In addition, macroeconomic effects such as increases in interest rates and other measures taken by central banks and other policy makers could have a negative effect on overall economic activity which could reduce our customers’ demand for our products, and cause the continuation of relatively high market interest rates that increase our borrowing costs.

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Additionally, international tensions, such as the conflicts in the Middle East and Ukraine, as well as trade and other tensions, including those with China, Mexico and Canada may affect demand for our products, as well as our production costs. In particular, recent tariff and other trade actions by the U.S. and other countries and the widespread uncertainty and international tensions resulting therefrom, including, without limitation, the effect on the value of the U.S. dollar relative to other currencies, may adversely affect demand for our products, disrupt our supply chains, increase manufacturing costs and adversely affect our revenues, cost of sales and production volumes, any of which could materially and adversely harm our business, financial condition and results of operations. Moreover, the unpredictability of changes in trade policy negatively affects our ability to respond to these actions and contributes to volatility in the securities markets that can materially affect the trading price of our securities. See also Item 1A Risk Factors in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, and in this Quarterly Report on Form 10-Q for further information.

In the first quarter of 2025, the Company acquired all of the issued and outstanding equity of Alliance USAcqCo 2, Inc. (“Ventev”), a leading manufacturer and provider of a complete ecosystem of solutions to power, protect, and connect wireless networks. The Ventev business has been added to the Electrical Solutions segment.

In the third quarter of 2025, the Company acquired all of the issued and outstanding equity of Nicor, Inc., ("Nicor") for approximately $56 million, net of cash acquired, subject to customary purchase price adjustments. Nicor designs and manufactures water metering endpoint solutions to integrate and optimize advanced metering infrastructure ("AMI") networks. Such solutions include polymer meter box lids and covers. Nicor has been added to the Utility Solutions segment.

On October 1, 2025, the Company acquired all of the issued and outstanding equity of Power Rose Acquisition, Inc., ("Power Rose" and together with its subsidiaries, "DMC Power") for approximately $825 million, net of cash acquired, subject to customary purchase price adjustments. DMC Power is a provider of connectors and tooling for utility substation and transmission markets. DMC Power will be added to the Utility Solutions segment.

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Results of Operations – Third Quarter of 2025 compared to the Third Quarter of 2024

The following is a discussion and analysis of our business, financial condition and results of operations as of and for the three and nine months ended September 30, 2025 and 2024. This discussion and analysis should be read in conjunction with our Condensed Consolidated Financial Statements and notes thereto in Item 1 of this Quarterly Report on Form 10-Q (the “Condensed Financial Statements”), and the audited consolidated financial statements, accompanying notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

In the second quarter of 2025, the Company elected to change its method of accounting for certain inventories in the U.S. from last in, first out ("LIFO") to first in, first out ("FIFO"). The change to FIFO is preferable because it conforms the Company's inventory to a single method of accounting and improves comparability with the Company's peers. The Company retrospectively applied this change in accounting principle to all prior periods. For further information regarding the change in accounting principle, see Note 1 Basis of Presentation within the condensed consolidated financial statements set forth above.

Overview

Third quarter 2025 Net sales were $1,502.4 million and increased by 4.1%, driven by an increase in organic sales volume of 3.2%, primarily due to favorable price realization and an increase from acquisitions of 0.8% from the net sales contributed by Ventev and Nicor.

Organic net sales in the Electrical Solutions segment grew by 8.3% in the third quarter of 2025 led by continued strength in the datacenter and industrial markets and higher price realization. In the Utility Solutions segment, organic net sales increased 0.5% on higher volume from Grid Infrastructure products along with higher price realization, partially offset by lower volumes from Grid Automation due to weak AMI and meter project activity.

Operating margin in the third quarter of 2025 expanded by 30 basis points to 22.0%. Adjusted operating margin, which excludes amortization of acquisition-related intangibles and transaction, integration and separation costs, was 23.9% and increased by 10 basis points. Margin expansion in the quarter was primarily driven by benefits from operational productivity and favorable price realization, partially offset by margin contraction driven by continued material and other cost inflation, including tariff expense. See further discussion within Segment Results below.

SUMMARY OF CONDENSED CONSOLIDATED RESULTS (IN MILLIONS, EXCEPT PER SHARE DATA): 

			Three Months Ended September 30,
			2025			% of Net sales			2024			% of Net sales
Net sales			$	1,502.4					$	1,442.6
Cost of goods sold			958.1			63.8		%	936.6			64.9		%
Gross profit			544.3			36.2		%	506.0			35.1		%
Selling & administrative (“S&A”) expense			213.7			14.2		%	193.3			13.4		%
Operating income			330.6			22.0		%	312.7			21.7		%
Net income			256.7			17.1		%	227.8			15.8		%
Less: Net income attributable to non-controlling interest			(1.2)			(0.1)		%	(1.6)			(0.1)		%
Net income attributable to Hubbell Incorporated			255.5			17.0		%	226.2			15.7		%
Less: Earnings allocated to participating securities			(0.4)						(0.4)
Net income available to common shareholders			$	255.1					$	225.8
Average number of diluted shares outstanding			53.4						54.0
DILUTED EARNINGS PER SHARE			$	4.77					$	4.18

In the following discussion of results of operations, we refer to “adjusted” operating measures. We believe those adjusted measures, which exclude the impact of certain costs, gains and losses, may provide investors with useful information regarding our underlying performance from period to period and allow investors to understand our results of operations without regard to items that, in management's judgement, significantly affect the comparability of operating results, or are not considered to be components of our core operating performance.

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Significant items impacting comparability comprise the following:

Transaction, integration and separation costs

The effect that acquisitions and divestitures may have on our results can fluctuate significantly based on the timing, size and number of transactions, and therefore result in significant volatility in the costs to complete transactions and to integrate or separate the businesses.

Transaction costs are primarily professional services and other fees incurred to complete the transactions. Integration and separation costs are the internal and external incremental costs directly relating to these activities for the acquired or divested business.

The acquisition and integration of DMC Power will result in significant transaction and integration costs, and the acquisitions and dispositions completed by the company in the fourth quarter of 2023 resulted in a significant increase in transaction, integration and separation costs. As a result, we believe excluding such costs relating to these transactions provides useful and more comparable information for investors to better assess our operating performance from period to period.

Gains or losses on disposition of a business

Certain of the Company's adjusted measures exclude these gains or losses because we believe they enhance management's and investors' ability to analyze underlying business performance and facilitate comparisons of our financial results over multiple periods. In the first quarter of 2024 the Company recognized a $5.3 million pre-tax loss on the disposition of the residential lighting business and also recognized $6.8 million of income tax expense relating to that transaction, primarily driven by differences between book and tax basis in goodwill. In the second quarter of 2025 the Company recognized a $0.4 million pre-tax loss on the disposition of a product line in the Electrical Solutions segment. Those losses and the related income tax expense are excluded from our adjusted operating measures.

Amortization of intangible assets

Adjusted operating measures exclude amortization of all intangible assets associated with our business acquisitions, including inventory step-up amortization associated with those acquisitions. The intangible assets associated with our business acquisitions arise from the allocation of the purchase price using the acquisition method of accounting in accordance with Accounting Standards Codification 805, “Business Combinations.” These assets consist primarily of customer relationships, developed technology, trademarks and tradenames, and patents, as reported in Note 7 – Goodwill and Other Intangible Assets, under the heading “Total Definite-Lived Intangibles,” within the Company’s audited consolidated financial statements set forth in its Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

The Company believes that the exclusion of these non-cash expenses (i) enhances management’s and investors’ ability to analyze underlying business performance, (ii) facilitates comparisons of our financial results over multiple periods, and (iii) provides more relevant comparisons of our results with the results of other companies as the amortization expense associated with these assets may fluctuate significantly from period to period based on the timing, size, nature, and number of acquisitions. Although we exclude amortization of these acquired intangible assets and inventory step-up from our non-GAAP results, we believe that it is important for investors to understand that revenue generated, in part, from such intangibles is included within revenue in determining adjusted net income attributable to Hubbell Incorporated.

Adjusted results also excluded the income tax effects of the above adjustments which are calculated using the statutory tax rate, taking into consideration the nature of the item and the relevant taxing jurisdiction, unless otherwise noted.

Organic net sales (or organic net sales growth), a non-GAAP measure, represents Net sales according to U.S. GAAP, less Net sales from acquisitions and divestitures during the first twelve months of ownership or divestiture, respectively, less the effect of fluctuations in Net sales from foreign currency exchange. The period-over-period effect of fluctuations in Net sales from foreign currency exchange is calculated as the difference between local currency Net sales of the prior period translated at the current period exchange rate as compared to the same local currency Net sales translated at the prior period exchange rate. We believe this measure provides management and investors with a more complete understanding of the underlying operating results and trends of established, ongoing operations by excluding the effect of acquisitions, dispositions and foreign currency as these activities can obscure underlying trends. When comparing Net sales growth between periods, excluding the effects of acquisitions, business dispositions and currency exchange rates, those effects are different when comparing results for different periods. For example, because Net sales from acquisitions are considered inorganic from the date we complete an acquisition through the end of the first year following the acquisition, Net sales from such acquisitions are reflected as organic net sales thereafter.

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There are limitations to the use of non-GAAP measures. Non-GAAP measures do not present complete financial results. We compensate for this limitation by providing a reconciliation between our non-GAAP financial measures and the respective most directly comparable financial measure calculated and presented in accordance with GAAP. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names. These financial measures should not be considered in isolation from, as substitutes for, or alternative measures of, reported GAAP financial results, and should be viewed in conjunction with the most comparable GAAP financial measures and the provided reconciliations thereto. We believe, however, that these non-GAAP financial measures, when viewed together with our GAAP results and related reconciliations, provide a more complete understanding of our business. We strongly encourage investors to review our consolidated financial statements and publicly filed reports in their entirety and not rely on any single financial measure.

The following table reconciles Adjusted operating income, a non-GAAP measure, to Operating income, the directly comparable GAAP financial measure (in millions):

			Three Months Ended September 30,
			2025			% of Net sales			2024			% of Net sales
Operating income (GAAP measure)			$	330.6		22.0		%	$	312.7		21.7		%
Amortization of acquisition-related intangible assets			24.7			1.7		%	28.1			1.9		%
Transaction, integration and separation costs			3.1			0.2		%	2.9			0.2		%
Adjusted operating income (non-GAAP measure)			$	358.4		23.9		%	$	343.7		23.8		%
The following table reconciles Adjusted net income attributable to Hubbell Incorporated, Adjusted net income available to common shareholders, and the diluted per share amounts thereof, each a non-GAAP measure, to the directly comparable GAAP financial measures (in millions, except per share data).
																		Three Months Ended September 30,
			2025			Diluted Per Share			2024			Diluted Per Share
Net income attributable to Hubbell Incorporated (GAAP measure)			$	255.5		$	4.77		$	226.2		$	4.18
Amortization of acquisition-related intangible assets			24.7			0.47			28.1			0.52
Transaction, integration and separation costs			3.1			0.06			2.9			0.05
Loss on disposition of business			—			—			—			—
Subtotal			$	283.3		$	5.30		$	257.2		$	4.75
Income tax effects(1)			6.7			0.12			7.5			0.13
Adjusted net income attributable to Hubbell Incorporated (non-GAAP measure)			$	276.6		$	5.18		$	249.7		$	4.62
Less: Earnings allocated to participating securities			(0.4)			(0.01)			(0.4)			(0.01)
Adjusted net income available to common shareholders (non-GAAP measure)			$	276.2		$	5.17		$	249.3		$	4.61

(1) The income tax effects are calculated using the statutory tax rate, taking into consideration the nature of the item and the relevant taxing jurisdiction, unless otherwise noted.

The following table reconciles our organic net sales to the directly comparable GAAP financial measure (in millions and percentage change):

			Three Months Ended September 30,
			2025			Inc/(Dec) %			2024			Inc/(Dec) %
Net sales growth (GAAP measure)			$	59.8		4.1			$	66.8		4.9
Impact of acquisitions			11.5			0.8			128.6			9.4
Impact of divestitures			—			—			(45.6)			(3.3)
Foreign currency exchange			1.6			0.1			(2.4)			(0.2)
Organic net sales growth (non-GAAP measure)			$	46.7		3.2			$	(13.8)		(1.0)

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Net Sales

Net sales of $1,502.4 million in the third quarter of 2025 increased by $59.8 million compared to the third quarter of 2024. Organic net sales increased by 3.2% driven by a mid single digit percentage increase in price realization, while volumes were down low single digits. Acquisitions contributed an 0.8% increase to Net sales, while foreign exchange resulted in a 0.1% increase in Net sales. These changes are discussed in more detail in the Segment Results section below.

Cost of Goods Sold and Gross Profit

As a percentage of Net sales, cost of goods sold decreased by 110 basis points to 63.8% in the third quarter of 2025, resulting in gross profit margin expanding to 36.2%. Approximately five percentage points of gross profit margin expansion was driven by favorable price realization, improved operational productivity, and lower acquisition-related intangible asset amortization, partially offset by approximately four percentage points of gross profit margin contraction due to material and other cost inflation, including tariff expense.

Selling & Administrative Expenses

S&A expense in the third quarter of 2025 was $213.7 million and increased by $20.4 million or 10.6% compared to the prior year period. This increase was primarily driven by higher acquisition-related intangible asset amortization, higher professional service costs and higher restructuring costs in the current year compared to the prior year. S&A expense as a percentage of Net sales was 14.2% in the third quarter of 2025, compared to 13.4% in the third quarter of 2024.

Total Other Expense

Total other expense in the third quarter of 2025 was $19.5 million and decreased $4.8 million compared to the third quarter of 2024. The decrease was driven by a $5.1 million decrease in net interest expense due to a lower average balance of debt outstanding in the current quarter.

Income Taxes

The effective tax rate in the third quarter of 2025 decreased to 17.5% as compared to 21.0% in the third quarter of 2024, primarily due to a larger income tax benefit in the third quarter of 2025 from international restructurings, as compared to a smaller income tax benefit of international restructurings that were completed in the prior year period.

Net Income Attributable to Hubbell Incorporated and Earnings Per Diluted Share

Net income attributable to Hubbell Incorporated was $255.5 million in the third quarter of 2025 and increased by 13.0% as compared to the same period of the prior year, reflecting the factors described above. As a result, earnings per diluted share in the third quarter of 2025 increased by 14% as compared to the third quarter of 2024. Adjusted net income attributable to Hubbell Incorporated, which excludes amortization of acquisition-related intangible assets and transaction, integration and separation costs for both periods was $276.6 million in the third quarter of 2025 and increased by 10.8% as compared to the third quarter of 2024.

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Segment Results

UTILITY SOLUTIONS

The following table reconciles our Utility Solutions segment adjusted operating income and adjusted operating margin to the directly comparable GAAP financial measures (in millions and percentage change):

			Three Months Ended September 30,
(In millions)			2025			2024
Net sales			$	943.8		$	933.1
Operating income (GAAP measure)			219.3			219.2
Amortization of acquisition-related intangible assets			19.9			24.1
Transaction, integration and separation costs			3.1			1.4
Adjusted operating income (non-GAAP measure)			$	242.3		$	244.7
Operating margin (GAAP measure)			23.2		%	23.5		%
Adjusted operating margin (non-GAAP measure)			25.7		%	26.2		%

The following table reconciles our Utility Solutions segment organic net sales to the directly comparable GAAP financial measure (in millions and percentage change):

			Three Months Ended September 30,
Utility Solutions			2025			Inc/(Dec) %			2024			Inc/(Dec) %
Net sales growth (GAAP measure)			$	10.7		1.2			$	95.2		11.3
Impact of acquisitions			5.4			0.6			128.6			15.3
Impact of divestitures			—			—			—			—
Foreign currency exchange			0.8			0.1			(1.4)			(0.2)
Organic net sales growth (decline) (non-GAAP measure)			$	4.5		0.5			$	(32.0)		(3.8)

Net sales in the Utility Solutions segment in the third quarter of 2025 were $943.8 million, and increased by $10.7 million, or 1.2%, as compared to the third quarter of 2024. That increase was driven by a 0.5% increase in organic net sales, and a 0.6% increase due to acquisitions. The increase in organic net sales was driven by a low single digit increase in price realization, partially offset by a low single digit decrease due to volume. The decrease in volume reflects strength in transmission, distribution and sub station markets, which was more than offset by a decline in Grid Automation due to weak AMI and meter project activity.

Operating income in the Utility Solutions segment for the third quarter of 2025 was $219.3 million, and was approximately flat compared to the third quarter of 2024. Operating margin decreased by 30 basis points to 23.2% in the third quarter of 2025, and includes the effect of changes in amortization of acquisition-related intangible assets and transaction, integration and separation costs, as shown in the table above. Excluding amortization of acquisition-related intangible assets and transaction, integration and separation costs, the adjusted operating margin decreased by 50 basis points to 25.7%. That decrease includes approximately four percentage points of margin expansion from favorable price realization and improved operational productivity. Those factors were more than offset by approximately four percentage points of margin contraction due to material and other cost inflation, including tariff expense, unfavorable business mix and higher restructuring investments.

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ELECTRICAL SOLUTIONS

The following table reconciles our Electrical Solutions segment adjusted operating income and adjusted operating margin to the directly comparable GAAP financial measures (in millions and percentage change):

			Three Months Ended September 30,
(In millions)			2025			2024
Net sales			$	558.6		$	509.5
Operating income (GAAP measure)			111.3			93.5
Amortization of acquisition-related intangible assets			4.8			4.0
Transaction, integration and separation costs			—			1.5
Adjusted operating income (non-GAAP measure)			$	116.1		$	99.0
Operating margin (GAAP measure)			19.9		%	18.4		%
Adjusted operating margin (non-GAAP measure)			20.8		%	19.4		%

The following table reconciles our Electrical Solutions segment organic net sales to the directly comparable GAAP financial measure (in millions and percentage change):

			Three Months Ended September 30,
Electrical Solutions			2025			Inc/(Dec) %			2024			Inc/(Dec) %
Net sales growth (decline) (GAAP measure)			$	49.1		9.6			$	(28.4)		(5.3)
Impact of acquisitions			6.1			1.1			—			—
Impact of divestitures			—			—			(45.6)			(8.5)
Foreign currency exchange			0.8			0.2			(1.0)			(0.2)
Organic net sales growth (non-GAAP measure)			$	42.2		8.3			$	18.2		3.4

Net sales in the Electrical Solutions segment in the third quarter of 2025 were $558.6 million and increased by $49.1 million, or 9.6%, as compared to the third quarter of 2024. That increase includes 8.3% growth in organic net sales, and a 1.1% increase due to acquisitions. The increase in organic net sales was driven by a mid single digit percentage increase in price realization, and a low single digit increase in unit volumes.

Operating income in the Electrical Solutions segment for the third quarter of 2025 was $111.3 million and increased by 19.0% compared to the third quarter of 2024, while operating margin in the third quarter of 2025 expanded by 150 basis points to 19.9%. Excluding amortization of acquisition-related intangibles in both 2025 and 2024 and transaction, integration and separation costs in 2024, the adjusted operating margin expanded by 140 basis points to 20.8%. The increase in operating margin was primarily due to approximately seven percentage points of margin expansion from favorable price realization, operational productivity and higher unit volumes. Those factors were partially offset by approximately five percentage points of margin contraction driven by higher material and other cost inflation, including tariff expense and higher restructuring investments.

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Results of Operations – Nine Months Ended September 30, 2025 compared to the Nine Months Ended September 30, 2024

SUMMARY OF CONDENSED CONSOLIDATED RESULTS (IN MILLIONS, EXCEPT PER SHARE DATA): 

			Nine Months Ended September 30,
			2025			% of Net sales			2024			% of Net sales
Net sales			$	4,351.9					$	4,294.2
Cost of goods sold			2,812.9			64.6		%	2,840.8			66.2		%
Gross profit			1,539.0			35.4		%	1,453.4			33.8		%
Selling & administrative (“S&A”) expense			641.7			14.8		%	620.0			14.4		%
Operating income			897.3			20.6		%	833.4			19.4		%
Net income			666.7			15.3		%	585.3			13.6		%
Less: Net income attributable to non-controlling interest			(3.8)			(0.1)		%	(4.5)			(0.1)		%
Net income attributable to Hubbell Incorporated			662.9			15.2		%	580.8			13.5		%
Less: Earnings allocated to participating securities			(1.1)						(1.1)
Net income available to common shareholders			$	661.8					$	579.7
Average number of diluted shares outstanding			53.6						54.0
DILUTED EARNINGS PER SHARE			$	12.35					$	10.73

The following table reconciles Adjusted operating income, a non-GAAP measure, to Operating income, the directly comparable GAAP financial measure (in millions):

			Nine Months Ended September 30,
			2025			% of Net sales			2024			% of Net sales
Operating income (GAAP measure)			$	897.3		20.6		%	$	833.4		19.4		%
Amortization of acquisition-related intangible assets			74.6			1.7		%	96.0			2.2		%
Transaction, integration and separation costs			4.2			0.1		%	11.9			0.3		%
Adjusted operating income (non-GAAP measure)			$	976.1		22.4		%	$	941.3		21.9		%
The following table reconciles Adjusted net income attributable to Hubbell Incorporated, Adjusted net income available to common shareholders, and the diluted per share amounts thereof, each a non-GAAP measure, to the directly comparable GAAP financial measures (in millions, except per share data).
																		Nine Months Ended September 30,
			2025			Diluted Per Share			2024			Diluted Per Share
Net income attributable to Hubbell Incorporated (GAAP measure)			$	662.9		$	12.35		$	580.8		$	10.73
Amortization of acquisition-related intangible assets			74.6			1.39			96.0			1.78
Transaction, integration & separation costs			4.2			0.08			11.9			0.22
Loss on disposition of business			0.4			0.01			5.3			0.10
Subtotal			$	742.1		$	13.83		$	694.0		$	12.83
Income tax effects(1)			18.8			0.34			19.4			0.35
Adjusted net income attributable to Hubbell Incorporated (non-GAAP measure)			$	723.3		$	13.49		$	674.6		$	12.48
Less: Earnings allocated to participating securities			(1.2)			(0.01)			(1.3)			(0.02)
Adjusted net income available to common shareholders (non-GAAP measure)			$	722.1		$	13.48		$	673.3		$	12.46

(1) The income tax effects are calculated using the statutory tax rate, taking into consideration the nature of the item and the relevant taxing jurisdiction, unless otherwise noted.

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The following table reconciles our organic net sales to the directly comparable GAAP financial measure (in millions and percentage change):

			Nine Months Ended September 30,
			2025			Inc/(Dec) %			2024			Inc/(Dec) %
Net sales growth (GAAP measure)			$	57.7		1.3			$	267.1		6.6
Impact of acquisitions			20.9			0.5			345.9			8.6
Impact of divestitures			(21.1)			(0.5)			(120.9)			(3.0)
Foreign currency exchange			(9.1)			(0.3)			(0.4)			—
Organic net sales growth (non-GAAP measure)			$	67.0		1.6			$	42.5		1.0

Net Sales

Net sales of $4,351.9 million in the first nine months of 2025 increased by $57.7 million compared to the first nine months of 2024. Organic Net sales increased by 1.6% driven by a low single digit increase in price realization, partially offset by a low single digit percentage decrease in volumes. Foreign currency exchange resulted in a 0.3% decrease in Net sales. These changes are discussed in more detail in the Segment Results section below.

Cost of Goods Sold and Gross Profit

As a percentage of Net sales, cost of goods sold decreased by 160 basis points to 64.6% in the first nine months of 2025, resulting in gross profit margin expanding to 35.4%. Approximately five percentage points of gross profit margin expansion was driven by improved operational productivity, favorable price and lower acquisition-related intangible asset amortization, partially offset by three percentage points of gross profit margin contraction due to material and other cost inflation, including tariff expense and lower volume.

Selling & Administrative Expenses

S&A expense in the first nine months of 2025 was $641.7 million and increased by $21.7 million or 3.5% compared to the prior year period. This increase was primarily driven by higher intangible amortization expense, partially offset by lower transaction, integration and separation costs in the current year period compared to the prior year period. S&A expense as a percentage of Net sales was 14.8% in the first nine months of 2025, compared to 14.4% in the first nine months of 2024.

Total Other Expense

Total other expense decreased by $12.7 million in the first nine months of 2025 to $59.7 million, primarily due to lower net interest expense of $17.7 million, due to lower outstanding debt balances, along with a $4.9 million net decrease on the loss recognized on a business disposition, primarily due to the disposal of the residential lighting business in the first quarter of 2024. These decreases were partially offset by lower transaction service revenue and higher non-service pension costs in the first nine months of 2025 compared to the same period in 2024.

Income Taxes

The effective tax rate in the first nine months 2025 decreased to 20.4% as compared to 23.1% in the first nine months of 2024, primarily due to an income tax benefit of third quarter of 2025 international restructuring compared to the income tax costs of the sale of our residential lighting business in the first quarter of 2024, and a smaller benefit of third quarter of 2024 international restructuring.

Net Income Attributable to Hubbell Incorporated and Earnings Per Diluted Share

Net income attributable to Hubbell Incorporated was $662.9 million in the first nine months of 2025 and increased 14.1% as compared to the same period of the prior year, reflecting the factors described above. As a result, earnings per diluted share in the first nine months of 2025 increased by 15.1% as compared to the first nine months of 2024. Adjusted net income attributable to Hubbell Incorporated, which excludes amortization of acquisition-related intangible assets and transaction, integration and separation costs and the loss on disposition of a business, was $722.1 million in the first nine months of 2025 and increased by 7.2% as compared to the first nine months of 2024.

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Segment Results

UTILITY SOLUTIONS

The following table reconciles our Utility Solutions segment adjusted operating income and adjusted operating margin to the directly comparable GAAP financial measures (in millions and percentage change):

			Nine Months Ended September 30,
(In millions)			2025			2024
Net sales			$	2,736.4		$	2,753.6
Operating income (GAAP measure)			588.3			564.1
Amortization of acquisition-related intangible assets			59.7			83.7
Transaction, integration and separation costs			3.7			5.6
Adjusted operating income (non-GAAP measure)			$	651.7		$	653.4
Operating margin (GAAP measure)			21.5		%	20.5		%
Adjusted operating margin (non-GAAP measure)			23.8		%	23.7		%

The following table reconciles our Utility Solutions segment organic net sales to the directly comparable GAAP financial measure (in millions and percentage change):

			Nine Months Ended September 30,
Utility Solutions			2025			Inc/(Dec) %			2024			Inc/(Dec) %
Net sales growth (decline) (GAAP measure)			$	(17.2)		(0.6)			$	303.3		12.4
Impact of acquisitions			5.4			0.2			345.9			14.1
Impact of divestitures			—			—			—			—
Foreign currency exchange			(4.8)			(0.2)			(1.1)			—
Organic net sales growth (decline) (non-GAAP measure)			$	(17.8)		(0.6)			$	(41.5)		(1.7)

Net sales in the Utility Solutions segment in the first nine months of 2025 were $2,736.4 million, and decreased by $17.2 million, or 0.6%, as compared to the first nine months of 2024. That decrease was driven by a 0.6% decrease in organic net sales, and a 0.2% decrease due to foreign currency exchange, partially offset by a 0.2% increase due to acquisitions. The decrease in organic net sales was driven by a low single digit percentage decrease in unit volume, partially offset by a low single digit increase in price realization. The decrease in unit volume resulted largely from volume declines in Grid Automation due to weak AMI and meter project activity, partially offset by strength in substation and transmission markets.

Operating income in the Utility Solutions segment for the first nine months of 2025 was $588.3 million, an increase of 4.3% compared to the first nine months of 2024. Operating margin increased by 100 basis points to 21.5% in the first nine months of 2025, and includes the effect of lower amortization of acqusition-related intangible assets and transaction, integration and separation costs. Excluding amortization of acquisition-related intangible assets and transaction, integration and separation costs, the adjusted operating margin increased by 10 basis points to 23.8%. That increase includes approximately four percentage points of margin expansion from favorable price realization, improved operational productivity, higher restructuring and related savings and beneficial business mix. Those factors were partially offset by slightly less than four percentage points of margin contraction due to material and other cost inflation, including tariff expense.

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ELECTRICAL SOLUTIONS

The following table reconciles our Electrical Solutions segment adjusted operating income and adjusted operating margin to the directly comparable GAAP financial measures (in millions and percentage change):

			Nine Months Ended September 30,
(In millions)			2025			2024
Net sales			$	1,615.5		$	1,540.6
Operating income (GAAP measure)			309.0			269.3
Amortization of acquisition-related intangible assets			14.9			12.3
Transaction, integration and separation costs			0.5			6.3
Adjusted operating income (non-GAAP measure)			$	324.4		$	287.9
Operating margin (GAAP measure)			19.1		%	17.5		%
Adjusted operating margin (non-GAAP measure)			20.1		%	18.7		%

The following table reconciles our Electrical Solutions segment organic net sales to the directly comparable GAAP financial measure (in millions and percentage change):

			Nine Months Ended September 30,
Electrical Solutions			2025			Inc/(Dec) %			2024			Inc/(Dec) %
Net sales growth (decline) (GAAP measure)			$	74.9		4.9			$	(36.2)		(2.3)
Impact of acquisitions			15.5			1.0			—			—
Impact of divestitures			(21.1)			(1.4)			(120.9)			(7.6)
Foreign currency exchange			(4.3)			(0.2)			0.7			—
Organic net sales growth (non-GAAP measure)			$	84.8		5.5			$	84.0		5.3

Net sales in the Electrical Solutions segment in the first nine months of 2025 were $1,615.5 million and increased by $74.9 million, or 4.9%, as compared to the first nine months of 2024. That increase includes 5.5% growth in organic net sales, which was partially offset by a 0.4% decline in net sales resulting from divestitures net of acquisitions and a 0.2% decline due to foreign currency exchange. The increase in organic net sales was driven by a low single digit percentage increase in unit volumes and a low single digit percentage increase in price realization. Volume growth in the first nine months of 2025 was driven primarily by strength in the datacenter market, while broader industrial markets were steady and residential markets were softer.

Operating income in the Electrical Solutions segment for the first nine months of 2025 was $309.0 million an increase of 14.7% compared to the first nine months of 2024, while operating margin in the first nine months of 2025 expanded by 160 basis points to 19.1%. Excluding amortization of acquisition-related intangibles and transaction, integration and separation costs, the adjusted operating margin expanded by 140 basis points to 20.1%. The increase in operating margin was primarily due to approximately five percentage points of margin expansion from favorable price realization, operational productivity, higher unit volumes and increased savings from restructuring and related projects. Those factors were partially offset by approximately four percentage points of margin contraction driven by higher material and other cost inflation, including tariff expense.

Financial Condition, Liquidity and Capital Resources

Cash Flow

			Nine Months Ended September 30,
(In millions)			2025			2024
Net cash provided by (used in):
Operating activities			$	582.3		$	558.8
Investing activities			(215.4)			20.0
Financing activities			(42.6)			(476.4)
Effect of foreign currency exchange rate changes on cash and cash equivalents			13.0			(3.2)
NET CHANGE IN CASH AND CASH EQUIVALENTS			$	337.3		$	99.2

HUBBELL INCORPORATED-Form 10-Q    46

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Cash provided by operating activities for the nine months ended September 30, 2025 was $582.3 million compared to cash provided by operating activities of $558.8 million for the same period in 2024. The increase in cash provided by operations is due to higher net income and a lower use of cash for incentive payments in the first nine months of 2025 compared to the same period of the prior year. Those factors were partially offset by an increase in working capital, primarily within accounts receivable driven by higher sales volume, lower depreciation and amortization expense, and a $20.0 million contribution to our pension plan in 2025.

Cash used by investing activities was $215.4 million in the nine months ended September 30, 2025 compared to cash provided of $20.0 million during the comparable period in 2024. This change was driven by $129.1 million of cash used in 2025 to acquire Ventev and Nicor, and $122.9 million of cash proceeds in the first quarter of 2024 from the disposition of our residential lighting business.

Cash used by financing activities was $42.6 million in the nine months ended September 30, 2025 as compared to cash used of $476.4 million in the comparable period of 2024. The decrease in cash used by financing activities primarily reflects an increase in borrowings in 2025, including an approximately $225 million increase in a commercial paper borrowing in September 2025 to fund a portion of the DMC Power purchase price in the fourth quarter, as well as higher payments against term loan borrowings in 2024 and a $195.0 million increase in share repurchases in the first nine months of 2025 compared to the prior year period.

The favorable impact of foreign currency exchange rates on cash was $13.0 million for the nine months ended September 30, 2025 and the change compared to prior year is primarily related to the U.S. Dollar weakening against the Brazilian Real, British Pound, and Mexican Peso.

Investments in the Business

Investments in our business include cash outlays for the acquisition of businesses, and investments in capacity and innovation, as well as for expenditures on productivity initiatives and to maintain the operation of our equipment and facilities and invest in restructuring activities.

In the first nine months of 2025, we completed two acquisitions. Ventev was acquired for approximately $73 million, expanding our portfolio of wireless network solutions within the Electrical Solutions segment and Nicor was acquired for approximately $56 million, expanding our portfolio of water metering endpoint solutions, including polymer meter box lids and covers within the Utility Solutions segment.

On October 1, 2025, the Company acquired DMC Power for approximately $825 million, net of cash acquired, subject to customary purchase price adjustments. DMC Power is a provider of connectors and tooling for utility substation and transmission markets. DMC Power will be added to the Utility Solutions segment.

We invested $96.4 million in capital expenditures on automation and productivity initiatives in the first nine months of 2025, and we also continue to invest in restructuring and related programs to maintain a competitive cost structure, to drive operational efficiencies and to mitigate the impact of rising material costs and administrative cost inflation. We expect our investments in restructuring and related activities to continue through the remainder of 2025 as we continue to invest in previously initiated actions and initiate further footprint consolidation, and other cost reduction initiatives.

In connection with our restructuring and related actions, we have incurred restructuring costs as defined by U.S. GAAP, which are primarily severance and employee benefits, asset impairments, and accelerated depreciation, as well as facility closure, contract termination and certain pension costs that are directly related to restructuring actions. We also incurred restructuring-related costs, which are costs associated with our business transformation initiatives, including the consolidation of back-office functions and streamlining of our processes, and certain other costs and gains associated with restructuring actions. We refer to these costs on a combined basis as “restructuring and related costs”, which is a non-GAAP measure. We believe this non-GAAP measure provides investors with useful information regarding our underlying performance from period to period. Restructuring costs are predominantly settled in cash from our operating activities and are generally settled within one year, with the exception of asset impairments, which are non-cash.

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The table below presents the restructuring and related costs incurred in the first nine months of 2025, additional expected costs, and the expected completion date of restructuring actions that have been initiated as of September 30, 2025 and in prior years (in millions):

			Costs incurred in the nine months ended September 30, 2025			Additional expected costs			Expected completion date
2025 Restructuring Actions			$	8.4		$	3.0		2026
2024 and Prior Restructuring Actions			1.8			3.7			2026
Total Restructuring cost (GAAP measure)			$	10.2		$	6.7
Restructuring-related costs			3.3			0.6
Restructuring and related costs (Non-GAAP measure)			$	13.5		$	7.3

Stock Repurchase Program

On October 21, 2022, our Board of Directors approved a share repurchase program (the “2022 Program”) that authorized the repurchase of up to $300 million of common stock, which expired on October 21, 2025. At September 30, 2025, our remaining share repurchase authorization under the 2022 Program was $35.0 million. On February 12, 2025, our Board of Directors approved a new stock repurchase program (the “2025 Program”) that authorized the repurchase of up to $500.0 million of common stock and expires in February 2028. When combined with the $35.0 million of remaining share repurchase authorization under the 2022 Program, we had a total outstanding share repurchase authorization of approximately $535.0 million at September 30, 2025. Subject to numerous factors, including market conditions and alternative uses of cash, we may conduct discretionary repurchases through open market or privately negotiated transactions, which may include repurchases under plans complying with Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended.

Debt to Capital

At September 30, 2025 and December 31, 2024, the Company had $1,044.8 million and $1,442.7 million, respectively, of long-term debt outstanding, net of the unamortized balance of capitalized debt issuance costs. At September 30, 2025, the Company also had $399.7 million of long-term debt maturing within the next 12 months relating to the 2026 Notes described below, which is classified within short-term debt in the Condensed Consolidated Balance Sheets.

2025 Term Loan

On September 29, 2025, the Company entered into a Term Loan Agreement (the "Term Loan Agreement") with a syndicate of lenders and JPMorgan Chase Bank, N.A., as administrative agent. The Term Loan Agreement provides the Company, with the ability to borrow up to $600 million on an unsecured basis to finance the DMC Power acquisition, repay certain existing indebtedness of DMC Power and pay fees, costs and expenses in connection with the foregoing.

On October 1, 2025, the Company borrowed $600 million under the Term Loan Agreement (the "Loans") to pay a portion of the purchase price. The Loans were made in a single borrowing and will be due and payable on September 29, 2028. The Loans bear interest based on the Term SOFR Rate (as defined in the Term Loan Agreement), plus an applicable interest addition based on Hubbell's credit ratings. Hubbell also paid the lenders certain customary fees under the Term Loan Agreement. There were no amounts outstanding under the Term Loan as of September 30, 2025.

The Term Loan Agreement contains representations and warranties and affirmative and negative covenants customary for unsecured financing of this type, as well as a financial covenant requiring that, as of the last day of each fiscal quarter, the ratio of total indebtedness to total capitalization shall not be greater than 65%. The Company was in compliance with this covenant as of September 30, 2025.

2025 Credit Facility

On March 25, 2025, the Company, as borrower, and each foreign subsidiary borrower from time to time party thereto (collectively, the “Foreign Subsidiary Borrowers”) entered into a five-year credit agreement with a syndicate of lenders and JPMorgan Chase Bank, N.A., as administrative agent, that provides for a $1.0 billion committed unsecured revolving credit facility (the “Revolving Credit Agreement”). The obligations of the Foreign Subsidiary Borrowers (if any) under the Revolving Credit Agreement are guaranteed by the Company.

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Commitments under the Revolving Credit Agreement may be conditionally increased to an aggregate amount not to exceed $1.5 billion. The Revolving Credit Agreement includes a $50.0 million sub-limit for the issuance of letters of credit. The sum of the dollar amount of loans and letters of credits to the Foreign Subsidiary Borrowers under the Revolving Credit Agreement may not exceed $100.0 million.

The interest rate applicable to borrowings under the Revolving Credit Agreement is either (i) the alternate base rate (as defined in the Revolving Credit Agreement) or (ii) the term SOFR rate (as defined in the Revolving Credit Agreement) plus an applicable margin based on the Company's credit ratings.

All revolving loans outstanding under the Revolving Credit Agreement will be due and payable on March 25, 2030. The Revolving Credit Agreement provides for up to two one-year maturity extensions. As of September 30, 2025, the credit facility was undrawn.

The Revolving Credit Agreement contains a sole financial covenant requiring that, as of the last day of each fiscal quarter, the ratio of total indebtedness to total capitalization shall not be greater than 65%. The Company was in compliance with this covenant as of September 30, 2025.

2021 Credit Facility

The Company had a five-year credit agreement with a syndicate of lenders and JPMorgan Chase, N.A., as administrative agent, that provided a $750 million committed revolving credit facility, which was terminated in connection with entry into the Revolving Credit Agreement.

Unsecured Senior Notes

At both September 30, 2025 and December 31, 2024, the Company had outstanding unsecured, senior notes (the “Notes”) in principal amounts of $400 million due in 2026 (the "2026 Notes"), $300 million due in 2027, $450 million due in 2028 and $300 million due in 2031.

The carrying value of the Notes, net of unamortized discount and the unamortized balance of capitalized debt issuance costs, including $399.7 million relating to the 2026 Notes classified as current, was $1,445.5 million and $1,442.7 million at September 30, 2025 and December 31, 2024, respectively.

The Notes are callable at any time at specified prices and are only subject to accelerated payment prior to maturity upon customary events of default, or upon a change in control triggering event as defined in the indenture governing the Notes, as supplemented. The Company was in compliance with all covenants (none of which are financial) as of September 30, 2025.

Short-term Debt and Current Portion of Long-Term Debt

The Company had $951.5 million and $125.4 million of short-term debt and current portion of long-term debt outstanding at September 30, 2025 and December 31, 2024, respectively, composed of the following:

•$399.7 million relating to the 2026 Notes due in March 2026 were classified as current at September 30, 2025.

•$550.0 million of commercial paper borrowings outstanding at September 30, 2025, and $123.0 million of commercial paper borrowings outstanding at December 31, 2024. The increase in commercial paper during the first nine months of 2025 was used for the repurchase of $225.0 million of treasury stock and to partially fund the acquisition of Ventev, Nicor and DMC Power.

•$1.8 million and $2.4 million of other short term debt outstanding at September 30, 2025 and December 31, 2024, respectively, which consisted of borrowings outstanding under our commercial card program.

Net debt, defined as total debt less cash and investments, is a non-GAAP measure that may not be comparable to definitions used by other companies. We consider net debt to be a useful measure of our financial leverage for evaluating the Company’s ability to meet its funding needs.

(In millions)			September 30, 2025			December 31, 2024
Total Debt (GAAP measure)			$	1,996.3		$	1,568.1
Hubbell Incorporated Shareholders’ Equity			3,681.3			3,396.2
TOTAL CAPITAL (GAAP measure)			$	5,677.6		$	4,964.3
Total Debt to Total Capital (GAAP measure)			35		%	32		%
Cash and Investments			780.7			429.9
Net Debt (non-GAAP measure)			$	1,215.6		$	1,138.2
Net Debt to Total Capital (non-GAAP measure)			21		%	23		%

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Liquidity

We measure liquidity on the basis of our ability to meet short-term and long-term operational funding needs, to fund additional investments in our business, including acquisitions, and to make dividend payments to shareholders. Significant factors affecting the management of liquidity are cash flows from operating activities, capital expenditures, cash dividend payments, stock repurchases, access to bank lines of credit and our ability to attract long-term capital with satisfactory terms. In the first nine months of 2025, we returned capital to our shareholders by paying $211.1 million of dividends on our common stock and using $225.0 million of cash for share repurchases.

We also require cash outlays to fund our operations, capital expenditures, and working capital requirements to accommodate anticipated levels of business activity, as well as our rate of cash dividends, and potential future acquisitions. We have contractual obligations for long-term debt, operating leases, purchase obligations, and certain other long-term liabilities that are summarized in the Financial Condition, Liquidity and Capital Resources section in our Annual Report on Form 10-K for the year ended December 31, 2024.

Our sources of funds and available resources to meet our funding needs are as follows:

◦Cash flows from operating activities and existing cash resources: In addition to cash flows from operating activities, we also had $666.8 million of cash and cash equivalents at September 30, 2025, of which approximately 43% was held inside the United States and the remainder held internationally.

◦Our Revolving Credit Agreement provides a $1.0 billion committed revolving credit facility and commitments under the Revolving Credit Agreement may be increased (subject to certain conditions) to an aggregate amount not to exceed $1.5 billion. Annual commitment fees to support availability under the Revolving Credit Agreement are not material. Although not the principal source of liquidity, we believe our Revolving Credit Agreement is capable of providing significant financing flexibility at reasonable rates of interest and is an attractive alternative source of funding in the event that commercial paper markets experience disruption. However, an increase in usage of the Revolving Credit Agreement related to growth or a significant deterioration in the results of our operations or cash flows could cause our borrowing costs to increase and/or our ability to borrow could be restricted. We have not entered into any guarantees that could give rise to material unexpected cash requirements. The full $1.0 billion of borrowing capacity under the Revolving Credit Agreement was available to the Company at September 30, 2025.

◦In addition to our commercial paper program and existing revolving credit facility, we also have the ability to obtain additional financing through the issuance of long-term debt. Considering our current credit rating, historical earnings performance, and financial position, we believe that we would be able to obtain additional long-term debt financing on attractive terms.

Critical Accounting Estimates

A summary of our critical accounting estimates is included in Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the year ended December 31, 2024. We are required to make estimates and judgments in the preparation of our financial statements that affect the reported amounts of assets and liabilities, revenues and expenses and related disclosures. We continually review these estimates and their underlying assumptions to ensure they are appropriate for the circumstances. Changes in the estimates and assumptions we use could have a material impact on our financial results.

In the second quarter of 2025, the Company elected to change its method of accounting for certain inventory in the U.S. from LIFO to FIFO. The change to FIFO is preferable because it provides a better matching of costs and revenues, conforms the Company's inventory to a single method of accounting and improves comparability with the Company's peers. The Company retrospectively applied this change in accounting principle to all prior periods. Refer to Note 1 Basis of Presentation for further information. During the nine months ended September 30, 2025, there were no material changes in any other of our estimates and critical accounting policies.

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Forward-Looking Statements

Some of the information included in this Management’s Discussion and Analysis of Financial Condition and Results of Operations, and elsewhere in this Form 10-Q, contain “forward-looking statements” as defined by the Private Securities Litigation Reform Act of 1995. These statements generally relate to our expectations and beliefs regarding our financial results, condition and outlook, projections of future performance, anticipated growth and end markets, changes in operating results, market conditions and economic conditions, expected capital resources, liquidity, financial performance, pension funding, results of operations, plans, strategies, opportunities, developments and productivity initiatives, competitive positioning, and trends in particular markets or industries. In addition, all statements regarding the expected financial impact of the integration of acquisitions, adoption of updated accounting standards and any expected effects of such adoption, and intent to continue repurchasing shares of common stock, as well as other statements that are not strictly historic in nature, are forward-looking. Forward-looking statements may be identified by the use of words, such as “believe”, “expect”, “anticipate”, “intend”, “depend”, “should”, “plan”, “estimated”, “predict”, “could”, “may”, “subject to”, “continues”, “growing”, “prospective”, “forecast”, “projected”, “purport”, “might”, “if”, “contemplate”, “potential”, “pending,” “target”, “goals”, “scheduled”, “will”, “will likely be”, and similar words and phrases. Such forward-looking statements are based on our current expectations and involve numerous assumptions, known and unknown risks, uncertainties and other factors, which may cause actual and future performance or the Company's achievements to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. Such factors include, but are not limited to:

•Impact of trade tariffs, import quotas or other trade actions, restrictions or measures taken by the United States, China, Mexico, the United Kingdom, member states of the European Union, and other countries, including the recent and ongoing potential changes in U.S. trade policies, that may be made by the current or a future presidential administration and changes in trade policies in other countries made in response to changes in the U.S. trade policies.

•The general impact of inflation on our business, including the impact on raw materials costs, elevated interest rates and increased energy costs and our ability to implement and maintain pricing actions that we have taken to cover higher costs and protect our margin profile.

•Economic and business conditions in particular industries, markets or geographic regions, as well the potential macro-economic effects of the U.S. government federal deficit, and for continued inflation, a significant economic slowdown, stagflation or recession.

•Effects of unfavorable foreign currency exchange rates and the potential use of hedging instruments to hedge the exposure to fluctuating rates of foreign currency exchange on inventory purchases.

•Supply chain disruptions and availability, costs and quantity of raw materials, purchased components, energy and freight.

•Changes in demand for our products, market conditions, product quality, or product availability adversely affecting sales levels.

•Ability to effectively develop and introduce new products.

•Changes in markets or competition adversely affecting realization of price increases.

•Continued softness in the grid automation market of Utility Solutions and residential market of Electrical Solutions.

•Failure to achieve projected levels of efficiencies, and maintain cost savings and cost reduction measures, including those expected as a result of our lean initiatives and strategic sourcing plans.

•Failure to comply with import and export laws.

•Changes relating to impairment of our goodwill and other intangible assets.

•Inability to access capital markets or failure to maintain our credit ratings.

•Changes in expected or future levels of operating cash flow, indebtedness and capital spending.

•Regulatory issues, changes in tax laws, and policies, including changes in current U.S. income tax rates, multijurisdictional implementation of the Organisation for Economic Co-operation and Development's comprehensive base erosion and profit shifting plan, or changes in geographic profit mix affecting tax rates and availability of tax incentives.

•A major disruption in one or more of our manufacturing or distribution facilities or headquarters, including the impact of plant consolidations and relocations.

•Changes in our relationships with, or the financial condition or performance of, key distributors and other customers, agents or business partners which could adversely affect our results of operations.

•Impact of productivity improvements on lead times, quality and delivery of product.

•Anticipated future contributions and assumptions including increases in interest rates and changes in plan assets with respect to pensions and other retirement benefits, as well as pension withdrawal liabilities.

•Adjustments to product warranty accruals in response to claims incurred, historical experiences and known costs.

•Unexpected costs or charges, certain of which might be outside of our control.

•Changes in strategy due to economic conditions or other conditions outside of our control affecting anticipated future global product sourcing levels.

•Ability to carry out future acquisitions and strategic investments in our core businesses as well as the acquisition-related costs.

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•Ability to successfully manage and integrate acquired businesses, such as the acquisitions of Northern Star Holdings, Inc., Ventev, Nicor and DMC Power, as well as the failure to realize expected synergies and benefits anticipated when we make an acquisition due to potential adverse reactions or changes to business or employee relationships resulting from completion of the transaction, competitive responses to the transaction, the possibility that the anticipated benefits of the transaction are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the acquired business, diversion of management's attention from ongoing business operations and opportunities, and litigation relating to the transaction.

•The impact of certain divestitures, including the benefits and costs of the sale of the residential lighting business.

•The ability to effectively implement Enterprise Resource Planning systems without disrupting operational and financial processes.

•The ability of government customers to meet their financial obligations.

•Political unrest and military actions in foreign countries, including trade tensions with China and the wars in Ukraine and the Middle East, as well as the impact on world markets and energy supplies and prices resulting therefrom.

•The impact of potential natural disasters or additional public health emergencies on our financial condition and results of operations.

•Failure of information technology systems, cybersecurity breaches, cyber threats, malware, phishing attacks, break-ins and similar events resulting in unauthorized disclosure of confidential information or disruptions or damage to information technology systems that could cause interruptions to our operations or adversely affect our internal control over financial reporting.

•Incurring significant and/or unexpected costs to avoid, manage, defend and litigate intellectual property matters.

•Future repurchases of common stock under our common stock repurchase program.

•Changes in accounting principles, interpretations, or estimates.

•Failure to comply with any laws and regulations, including those related to data privacy and information security, environmental and conflict-free minerals.

•The outcome of environmental, legal and tax contingencies or costs compared to amounts provided for such contingencies, including contingencies or costs with respect to pension withdrawal liabilities.

•Improper conduct by any of our employees, agents or business partners that damages our reputation or subjects us to civil or criminal liability.

•Our ability to hire, retain and develop qualified personnel.

•Adverse changes in foreign currency exchange rates and the potential use of hedging instruments to hedge the exposure to fluctuating rates of foreign currency exchange on inventory purchases.

•Other factors described in our Securities and Exchange Commission filings, including in the “Business”, “Risk Factors”, “Management's Discussion and Analysis of Financial Condition and Results of Operations”, and “Quantitative and Qualitative Disclosures about Market Risk” sections in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 and in the Company's Quarterly Reports on Form 10-Q.

Any such forward-looking statements are not guarantees of future performances and actual results, developments and business decisions may differ from those contemplated by such forward-looking statements. The Company disclaims any duty to update any forward-looking statement, all of which are expressly qualified by the foregoing, other than as required by law.

ITEM 3 Quantitative and Qualitative Disclosures About Market Risk

In the operation of its business, the Company has exposures to fluctuating foreign currency exchange rates, availability of purchased finished goods and raw materials, changes in material prices, foreign sourcing issues, and changes in interest rates. There have been no significant changes in our exposure to these market risks during the nine months ended September 30, 2025. For a complete discussion of the Company’s exposure to market risk, refer to Item 7A, “Quantitative and Qualitative Disclosures about Market Risk”, contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

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ITEM 4 Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the time periods specified and that such information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.

Our management carried out an evaluation, with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Company’s disclosure controls and procedures as defined in Exchange Act Rules 13a-15(e) and 15d-15(e), as of the end of the period covered by this Quarterly Report on Form 10-Q. Based upon that evaluation, each of the Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2025, the Company’s disclosure controls and procedures were effective at the reasonable assurance level.

There have been no changes in the Company’s internal control over financial reporting that occurred during the Company’s most recently completed quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II OTHER INFORMATION

ITEM 1A Risk Factors

There have been no material changes in the Company's risk factors from those disclosed under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024, except as described under the heading "Risk Factors" in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2025.

ITEM 2 Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

On October 21, 2022, we announced that the Board of Directors had approved a share repurchase program (the “2022 Program”) that authorized the repurchase of up to $300 million of common stock, which expired on October 21, 2025. At September 30, 2025, our remaining share repurchase authorization under the 2022 Program was $35.0 million. On February 12, 2025, the Board of Directors approved a new stock repurchase program (the “2025 Program”) that authorized the repurchase of up to $500.0 million of common stock and expires in February 2028. When combined with the $35.0 million of remaining share repurchase authorization under the 2022 Program, we had a total share repurchase authorization of approximately $535.0 million at September 30, 2025. Subject to numerous factors, including market conditions and alternative uses of cash, we may conduct discretionary repurchases through open market or privately negotiated transactions, which may include repurchases under plans complying with Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended.

The following table summarizes the Company's repurchase activity of common stock under the repurchase programs during the quarter ended September 30, 2025.

Period			Total Number of Shares of Common Stock Purchased (000s)(1)			Average Price Paid Per Share of Common Stock(1)			Approximate Value of Shares that May Yet be Purchased Under the Plans (in millions)			Total number of shares purchased as part of publicly announced plans (000s)
July 1, 2025 - July 31, 2025			1			$	410.56		$	535.0		—
August 1, 2025 - August 31, 2025			—			$	—		$	535.0		—
September 1, 2025 - September 30, 2025			—			$	—		$	535.0		—
TOTAL FOR THE QUARTER ENDED September 30, 2025			1			$	410.56		$	535.0		—

(1) The total number of share repurchases include the surrender of the Company’s common shares in connection with the vesting of restricted stock awards.

ITEM 5 Other Information

During the three months ended September 30, 2025, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

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ITEM 6 Exhibits

Incorporated by Reference

Exhibit Number

Exhibit Description

Form

File No.

Exhibit

Filing Date

Filed/ Furnished Herewith

3.1

Amended and Restated Certificate of Incorporation, effective May 6, 2025

S-8

333- 287002

3.1

5/6/2025

3.2

Amended and Restated By-Laws of the Company, effective May 6, 2025

S-8

333- 287002

3.2

5/6/2025

10.1

Term Loan Agreement, dated as of September 29, 2025, by and among Hubbell Incorporated, the Lenders party thereto and JPMorgan Chase Bank, N.A. as Administrative Agent

8-K

001- 2958

10.1

10/1/2025

31.1

Certification of Chief Executive Officer Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

*

31.2

Certification of Chief Financial Officer Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

*

32.1

Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

**

32.2

Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

**

101

The following materials from Hubbell Incorporated’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 formatted in Inline Extensible Business Reporting Language (iXBRL): (i) the Condensed Consolidated Statements of Income, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Cash Flows, and (v) Notes to the Condensed Consolidated Financial Statements.

*

104

The cover page of this Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, formatted in Inline XBRL (included within the Exhibit 101 attachments)

*

*			Filed herewith
**			Furnished herewith

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Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: October 29, 2025

HUBBELL INCORPORATED

By

/s/ William R. Sperry

By

/s/ Jonathan M. Del Nero

William R. Sperry

Jonathan M. Del Nero

Executive Vice President and Chief Financial Officer

Vice President, Controller (Principal Accounting Officer)

HUBBELL INCORPORATED-Form 10-Q    56

FAQ

What were HUBB’s Q3 2025 net sales and EPS?

Q3 2025 net sales were $1,502.4 million and diluted EPS was $4.77.

How did Hubbell’s segments perform in Q3 2025?

Utility Solutions net sales were $943.8 million; Electrical Solutions were $558.6 million.

What accounting change did HUBB make in 2025 and its impact?

Hubbell changed from LIFO to FIFO. As of Jan 1, 2024, inventory rose $167.1M and retained earnings $126.7M. In Q3 2025, COGS was lower by $24.8M versus LIFO.

What were HUBB’s cash flow and cash balance year-to-date?

Net cash from operations was $582.3 million; cash and cash equivalents were $666.8 million at period end.

Which acquisitions did HUBB complete in 2025?

Hubbell acquired Ventev (~$73M) and Nicor (~$56M).

What is the DMC Power transaction and how was it funded?

On Oct 1, 2025, Hubbell acquired DMC Power for approximately $825M, funded by a new $600M term loan and commercial paper.

How many HUBB shares were outstanding?

Shares outstanding were 53,144,752 as of October 23, 2025.