UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 19, 2024, the Board of Directors (the “Board”) of Hubbell Incorporated (the “Company”) elected Garrick J. Rochow as an independent director of the Company, effective as of that date (the “Effective Date”). Mr. Rochow was appointed to serve on the Board’s Audit 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. Rochow and any other person relating to the selection of Mr. Rochow as a director of the Company. Neither Mr. Rochow nor any immediate family member of Mr. Rochow 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. Rochow 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 25, 2024.
Item 7.01 Regulation FD Disclosure.
The Company issued a press release on November 19, 2024 announcing the election of Garrick Rochow. 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 November 19, 2024. | |
| 104* | Cover Page Interactive Data File (formatted as Inline XBRL) | |
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: November 19, 2024
Exhibit 99.1
| Date: November 19, 2024 | NEWS RELEASE | |||
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| Hubbell Incorporated 40 Waterview Drive Shelton, CT 06484 475-882-4000 | ||||
GARRICK J. ROCHOW ELECTED TO THE HUBBELL INCORPORATED
BOARD OF DIRECTORS
SHELTON, CT. (November 19, 2024) – The Board of Directors of Hubbell Incorporated (NYSE: HUBB) announces the election of Garrick J. Rochow as a Director of the company effective November 19, 2024. This addition to the Hubbell Board brings the total number of Directors to ten, of which nine are independent.
Hubbell’s Chairman, President and CEO, Gerben Bakker said, “On behalf of the Board of Directors, I am pleased to welcome Garrick to Hubbell. His leadership and deep understanding of the utility industry make him a great addition to Hubbell’s Board. As Hubbell continues to support our customers with critical infrastructure solutions enabling grid modernization and electrification, I am confident that Garrick’s experience and insights in these areas will serve the Board well.”
Mr. Rochow is the President, Chief Executive Officer and a Director of CMS Energy Corporation (“CMS”) and Consumers Energy Company (“Consumers”), a subsidiary of CMS. CMS is an energy company operating primarily in Michigan and the parent holding company of several subsidiaries, including Consumers, an electric and gas utility, and NorthStar Clean Energy, primarily a domestic independent power producer and marketer. Prior to becoming CEO of CMS, Mr. Rochow held positions of increasing responsibility at CMS over his twenty (20) plus year career there, including as the executive vice president of operations, senior vice president of distribution and customer operations, vice president of customer experience, rates and regulation and quality and chief customer officer after serving as vice president of energy delivery. He has been a Director of CMS Energy and Consumers Energy since December 2020. Mr. Rochow graduated from Michigan Technological University with a bachelor’s degree in environmental engineering and earned a master’s degree in business administration from Western Michigan University. Mr. Rochow also serves on the boards of various other 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 2023 revenues of $5.4 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 |