SEC Form 4 · accession 0001209191-15-087181

HUBBELL INC · HUBB

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

Reporting owner

John F Malloy

Director

Period of report

Dec 23, 2015

Accepted (ET)

Dec 28, 2015 · 7:01 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,F3,F1	Dec 23, 2015	J	8,653	—	D	0	D
Common Stock^F3,F1	Dec 23, 2015	J	8,653	—	A	8,653	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Directors Deferred Compensation Stock Units^F5,F1,F4	—	Dec 23, 2015	J	644	D	—	—	Class A and Class B Common Stock	644	0	D
Directors Deferred Compensation Stock Units^F1,F4	—	Dec 23, 2015	J	1,466	A	—	—	Common Stock	1,466	1,466	D
Director Deferred Restricted Class B Share Units^F5,F1,F6	—	Dec 23, 2015	J	1,506	D	—	—	Class B Common Stock	1,506	0	D
Director Deferred Restricted Share Units^F1,F6	—	Dec 23, 2015	J	1,506	A	—	—	Common Stock	1,506	1,506	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").
F2This total includes reinvested dividends paid on the Individual's directly held securities.
F3Includes (a) 7,651.78 shares of Class B Common Stock held directly, which have been reclassified into 7,651.78 shares of Common Stock, and (b) 1,001 shares of Class B Common Stock, which have been reclassified into 1,001 shares of Common Stock, previously granted as restricted stock under the Second Amended and Restated 2005 Incentive Award Plan.
F4Represents 644.45 previously granted deferred stock units (each deferred stock unit, prior to the Reclassification, consisting of one share each of Class A Common Stock and Class B Common Stock) which, in connection with the Reclassification, have been converted into 1,466.487 deferred stock units (each stock unit, following the Reclassification, consisting of one share of Common Stock) under the Company's Deferred Plan for Directors. Deferred stock units are payable commencing six months following the reporting person's retirement or separation from the Board.
F5This total includes reinvested dividend equivalents that have been paid on the Individual's Directors Deferred securities.
F6Represents 1,505.997 previously granted vested or unvested deferred restricted stock units ("RSUs") (each RSU, prior to the Reclassification, consisting of the right to receive one share of Class B Common Stock) which, in connection with the Reclassification, have been converted into 1,505.997 RSUs (each RSU, following the Reclassification, consisting of the right to receive one share of Common Stock) held under the Company's Deferred Plan for Directors. RSUs are payable commencing six months following the reporting person's retirement or separation from the Board.