8-K
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)

 

 

 

Connecticut   1-2958   06-0397030
(State or other jurisdiction
of incorporation)
 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

40 Waterview Drive

Shelton, Connecticut

    06484
(Address of principal executive offices)     (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:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

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:

 

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 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.

 

(d)

Exhibits.

 

Exhibit
No.

  

Document Description

99.1    Press Release, dated August 29, 2025.
104    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.

 

HUBBELL INCORPORATED
By:  

/s/ Katherine A. Lane

Name:   Katherine A. Lane
Title:   Senior Vice President, General Counsel and Secretary

Date: August 29, 2025

Exhibit 99.1

 

LOGO

 

         Date: August 29, 2025   

NEWS RELEASE

 
     

Hubbell Incorporated

40 Waterview Drive

Shelton, CT 06484

475-882-4000

EDWARD H. BAINE ELECTED TO THE HUBBELL INCORPORATED

BOARD OF DIRECTORS

SHELTON, CT. (August 29, 2025) – The Board of Directors of Hubbell Incorporated (NYSE: HUBB) announced today the election of Edward H. Baine as a Director of the company effective August 29, 2025. This addition to the Hubbell Board brings the total number of Directors to eleven, of which ten are independent.

Mr. Baine, 51, is currently the executive vice president-Utility Operations and president-Dominion Energy Virginia at Dominion Energy. Mr. Baine has led Utility Operations consisting of Dominion Energy Virginia and Dominion Energy South Carolina, together serving more than four million customer accounts – since January 1, 2025, as president, and has led Dominion Energy Virginia as president since 2020. Dominion Energy, Inc. (“Dominion Energy”) (NYSE: D), headquartered in Richmond, Va., provides regulated electricity service to 3.6 million homes and businesses in Virginia, North Carolina, and South Carolina, and regulated natural gas service to 500,000 customers in South Carolina.

Hubbell’s Chairman, President and CEO, Gerben Bakker said, “Ed brings extensive expertise in the utility industry and has deep technical understanding and broad operational leadership experience from his long tenure with Dominion Energy. Hubbell’s ongoing focus on serving our customers with critical infrastructure solutions enabling grid modernization and electrification, while driving operational excellence and delivering long-term value for our shareholders will be well served by Ed’s experience and expertise. On behalf of the Board of Directors, I am happy to welcome Ed to Hubbell.”


Mr. Baine began his career with Dominion Energy as an intern while a student at Virginia Polytechnic Institute and State University and joined the company full-time in 1995 as an associate engineer after earning a bachelor’s degree in electrical engineering. In his thirty-plus year career with Dominion Energy, Mr. Baine has held numerous engineering, operational, and senior management positions. Mr. Baine completed the advanced management program at Duke University’s Fuqua School of Business and is a registered professional engineer in Virginia. Mr. Baine also serves on the boards of various civic and business organizations.

About Hubbell Incorporated

Hubbell Incorporated is a leading manufacturer of utility and electrical solutions enabling customers to operate critical infrastructure safely, reliably and efficiently. With 2024 revenues of $5.6 billion, Hubbell solutions electrify economies and energize communities. The corporate headquarters is located in Shelton, CT.

Contact:

Dan Innamorato

Hubbell Incorporated

40 Waterview Drive

P.O. Box 1000

Shelton, CT 06484

(475) 882-4000