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 August 13, 2002 ---------------------------- Date of report (Date of earliest event reported) HUBBELL INCORPORATED (exact name of registrant as specified in its charter) CONNECTICUT 1-2958 06-0397030 -------------------- ---------------------- -------------------- (State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification incorporation or organization) Number) 584 Derby Milford Road, Orange, Connecticut 06477-4024 ----------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (203) 799-4100 ----------------------------------------------------------------- (Registrant's telephone number, including area code) N/A ----------------------------------------------------------------- (Former name or former address, if changed since last report.)
ITEM 9. REGULATION FD DISCLOSURE. On August 13, 2002, each of the Principal Executive Officer, Timothy H. Powers, and Principal Financial Officer, William T. Tolley, of Hubbell Incorporated submitted to the Securities and Exchange Commission sworn statements pursuant to Securities and Exchange Commission Order No. 4-460. A copy of each of these statements is attached hereto as an Exhibit (99.1 and 99.2).
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/ Richard W. Davies --------------------------------- Name: Richard W. Davies Title: Vice President, General Counsel and Secretary Date: August 13, 2002
EXHIBIT INDEX EXHIBIT NO. DOCUMENT DESCRIPTION 99.1 Statement Under Oath of Principal Executive Officer dated August 12, 2002 99.2 Statement Under Oath of Principal Financial Officer dated August 12, 2002
EXHIBIT 99.1 STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, Timothy H. Powers, President and Chief Executive Officer, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Hubbell Incorporated, and, except as corrected or supplemented in a subsequent covered report: - no covered report contained an untrue statement of material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and - no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": - Annual Report on Form 10-K of Hubbell Incorporated for the year ended December 31, 2001, as filed with the Commission on March 20, 2002; - all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Hubbell Incorporated filed with the Commission subsequent to the filing of the Form 10-K identified above; and - any amendments to any of the foregoing. /s/ Timothy H. Powers Subscribed and sworn to before ____________________________ me this 12th day of August, 2002 Timothy H. Powers /s/ Dawn M. Rising President and Chief Executive Officer ___________________________ (Principal Executive Officer) Notary Public August 12, 2002 My Commission Expires: Nov. 30, 2002
EXHIBIT 99.2 STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, William T. Tolley, Senior Vice President and Chief Financial Officer, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Hubbell Incorporated, and, except as corrected or supplemented in a subsequent covered report: - no covered report contained an untrue statement of material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and - no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": - Annual Report on Form 10-K of Hubbell Incorporated for the year ended December 31, 2001, as filed with the Commission on March 20, 2002; - all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Hubbell Incorporated filed with the Commission subsequent to the filing of the Form 10-K identified above; and - any amendments to any of the foregoing. /s/ William T. Tolley Subscribed and sworn to before ____________________________ me this 12th day of August, 2002 William T. Tolley Senior Vice President and Chief /s/ Dawn M. Rising Financial Officer ___________________________ (Principal Financial Officer) Notary Public August 12, 2002 My Commission Expires: Nov. 30, 2002