SEC Form 4 · accession 0001209191-15-087175

HUBBELL INC · HUBB

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

Reporting owner

David G Nord

Officer — Chairman, President & CEO · Director

Period of report

Dec 23, 2015

Accepted (ET)

Dec 28, 2015 · 6:56 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 B Common ($.01 Par)^F2,F1	Dec 23, 2015	J	91,148	—	D	0	D
Common Stock^F2,F1	Dec 23, 2015	J	91,148	—	A	91,148	D

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,F3	—	Dec 23, 2015	J	364,925	D	—	—	Class B Common Stock	364,925	0	D
Stock Appreciation Right^F1,F3	—	Dec 23, 2015	J	364,925	A	—	—	Common Stock	364,925	364,925	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 (a) 69,277 shares of Class B Common Stock held directly, which have been reclassified into 69,277 shares of Common Stock, and (b) 21,871 shares of Class B Common Stock, which have been reclassified into 21,871 shares of Common Stock, previously granted as restricted stock under the Second Amended and Restated 2005 Incentive Award Plan.
F3Includes 364,925 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 364,925 SARs exercisable for shares of Common Stock, but otherwise maintaining the terms and conditions applicable to such SARs.