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Cover and table of contents

12K characters. Original on sec.gov ·

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-K

☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED DECEMBER 31, 2025

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 1-2958

hubbell-corporate_primary_digital_logo_color.jpg

HUBBELL INCORPORATED

(Exact name of registrant as specified in its charter)

Connecticut06-0397030
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
40 Waterview Drive
SheltonCT06484
(Address of principal executive offices)(Zip Code)
(475)882-4000
(Registrant’s telephone number, including area code)
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
Title of each ClassTrading Symbol(s)Name of Exchange on which Registered
Common Stock — par value $0.01 per shareHUBBNew York Stock Exchange
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
NONE
Indicate by check mark
•if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes☑No☐
•if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.Yes☐No☑
•whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such report), and (2) has been subject to such filing requirements for the past 90 days.Yes☑No☐
•whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).Yes☑No☐
•whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer☑Accelerated filer ☐Non-accelerated filer ☐Smaller reporting company☐
Emerging growth company☐If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standard provided pursuant to Section 13(a) of the Exchange Act. ☐
•whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☑
•If securities are registered pursuant to Section 12(b) of the Act whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐
•If securities are registered pursuant to Section 12(b) of the Act, whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐
•whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☑

The aggregate market value of the voting and non-voting stock held by non-affiliates of the registrant as of June 30, 2025 was $21,586,750,695.* The number of shares outstanding of Hubbell common stock as of February 5, 2026 is 53,161,602.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive proxy statement for the registrant’s 2026 annual meeting of shareholders to be filed with the Securities and Exchange Commission (the “SEC”), are incorporated by reference in answer to Part III of this Form 10-K.

*Calculated by excluding all shares held by Executive Officers and Directors of registrant without conceding that all such persons or entities are “affiliates” of registrant for purpose of the Federal Securities Laws.

Table of contents
PART I3
ITEM 1Business3
ITEM 1ARisk Factors10
ITEM 1BUnresolved Staff Comments17
ITEM 1CCybersecurity17
ITEM 2Properties18
ITEM 3Legal Proceedings18
ITEM 4Mine Safety Disclosures18
PART II19
ITEM 5Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities19
ITEM 6Reserved21
ITEM 7Management’s Discussion and Analysis of Financial Condition and Results of Operations22
ITEM 7AQuantitative and Qualitative Disclosures about Market Risk43
ITEM 8Financial Statements and Supplementary Data45
ITEM 9Changes in and Disagreements with Accountants on Accounting and Financial Disclosure100
ITEM 9AControls and Procedures100
ITEM 9BOther Information101
ITEM 9CDisclosure Regarding Foreign Jurisdictions that Prevent Inspections101
PART III102
ITEM 10Directors, Executive Officers and Corporate Governance102
ITEM 11Executive Compensation102
ITEM 12Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters102
ITEM 13Certain Relationships and Related Transactions and Director Independence103
ITEM 14Principal Accountant Fees and Services103
PART IV104
ITEM 15Exhibits and Financial Statement Schedule104
ITEM 16Form 10-K Summary107
SIGNATURES108
2HUBBELL INCORPORATED - Form 10-K
PART I

Next: Item 1. Business