SEC Form 4 · accession 0001209191-15-087171

HUBBELL INC · HUBB

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

James H Biggart

Officer — Vice President and Treasurer

Period of report

Dec 23, 2015

Accepted (ET)

Dec 28, 2015 · 6:54 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000048898

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common ($.01 Par)^F2,F1	Dec 23, 2015	J	4,648	—	D	0	D
Common Stock^F2,F1	Dec 23, 2015	J	4,648	—	A	4,648	D
Class B Common ($.01 Par)^F3,F1	Dec 23, 2015	J	1,632	—	D	0	D
Common Stock^F3,F1	Dec 23, 2015	J	1,632	—	A	1,632	D
Class B Common ($.01 Par)^F1	Dec 23, 2015	J	4	—	D	0	I	Shares owned by son
Common Stock^F1,F4	Dec 23, 2015	J	4	—	A	4	I	Shares owned by son

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Appreciation Right^F1,F5	—	Dec 23, 2015	J	19,045	D	—	—	Class B Common Stock	19,045	0	D
Stock Appreciation Right^F1,F5	—	Dec 23, 2015	J	19,045	A	—	—	Common Stock	19,045	19,045	D

Explanation of responses

F1On December 23, 2015, Hubbell Incorporated (the "Company") filed with the Secretary of the State of the State of Connecticut (the time of the effectiveness of such filing, the "Effective Time") an Amended and Restated Certificate of Incorporation to, among other things, effect a reclassification transaction (the "Reclassification"), in which (a) each holder of Class A common stock of the Company, par value $0.01 per share ("Class A Common Stock"), as of immediately prior to the Effective Time became entitled to receive cash in the amount of $28.00 for each share of Class A Common Stock held, and (b) each share of Class A Common Stock issued and outstanding immediately prior to the Effective Time and each share of Class B common stock, par value $0.01 per share ("Class B Common Stock"), issued and outstanding immediately prior to the Effective Time was reclassified into one share of common stock of the Company, par value $0.01 per share (the "Common Stock").
F2Includes 4,648 shares of Class A Common Stock held directly, which have been reclassified into 4,648 shares of Common Stock.
F3Includes (a) 959 shares of Class B Common Stock held directly, which have been reclassified into 959 shares of Common Stock, and (b) 673 shares of Class B Common Stock, which have been reclassified into 673 shares of Common Stock, previously granted as restricted stock under the Second Amended and Restated 2005 Incentive Award Plan.
F4The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. The reporting person no longer has beneficial ownership of the 4 shares of Hubbell Class B Common stock owned by his non-minor son and included in the reporting person's prior ownership reports.
F5Includes 19,045 stock appreciation rights ("SARs") previously granted at previously disclosed prices and, subject to previously disclosed vesting restrictions, exercisable for shares of Class B Common Stock which, in connection with the Reclassification, have been converted into 19,045 SARs exercisable for shares of Common Stock, but otherwise maintaining the terms and conditions applicable to such SARs.