HUBBELL INC false 0000048898 0000048898 2025-08-29 2025-08-29
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 29, 2025
HUBBELL INCORPORATED
(Exact name of registrant as specified in its charter)
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| Connecticut |
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1-2958 |
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06-0397030 |
(State or other jurisdiction
of incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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| 40 Waterview Drive Shelton, Connecticut |
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06484 |
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(Zip Code) |
Registrant’s telephone number, including area code: (475) 882-4000
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
| Common Stock - par value $0.01 per share |
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HUBB |
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New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On August 29, 2025, the Board of Directors (the “Board”) of Hubbell Incorporated (the “Company”) elected Edward H. Baine as an independent director of the Company, effective as of that date (the “Effective Date”). Mr. Baine was appointed to serve on the Board’s Compensation Committee and the Board’s Finance Committee upon the commencement of his term as a member of the Board.
There is no arrangement or understanding between Mr. Baine and any other person relating to the selection of Mr. Baine as a director of the Company. Neither Mr. Baine nor any immediate family member of Mr. Baine has been or is currently proposed to be a participant in any transaction that would be required to be reported pursuant to Item 404(a) of Regulation S-K (17 CFR 229.404(a)).
Mr. Baine received a restricted stock award valued at $160,000 on the Effective Date and will participate in the standard non-employee director compensation arrangements established by the Company, as described under the section entitled “Director Compensation” in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 24, 2025.
| Item 7.01 |
Regulation FD Disclosure. |
The Company issued a press release on August 29, 2025 announcing the election of Edward Baine. A copy of that press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The information furnished pursuant to this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under that section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 |
Financial Statements and Exhibits. |
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| Exhibit
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Document Description |
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| 99.1 |
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Press Release, dated August 29, 2025. |
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| 104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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 hereunto duly authorized.
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| HUBBELL INCORPORATED |
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| By: |
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/s/ Katherine A. Lane |
| Name: |
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Katherine A. Lane |
| Title: |
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Senior Vice President, General Counsel and Secretary |
Date: August 29, 2025
