Item 8. Financial Statements and Supplementary Data

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Item 8. Financial Statements and Supplementary Data

Reports of Management46
Report of Independent Registered Public Accounting Firm (PCAOB ID 238)47
Consolidated Statement of Income50
Consolidated Statement of Comprehensive Income51
Consolidated Balance Sheet52
Consolidated Statement of Cash Flows53
Consolidated Statement of Changes in Equity54
Notes to Consolidated Financial Statements55
Financial Statement Schedule
Valuation and Qualifying Accounts and Reserves (Schedule II)109

All other schedules are omitted because they are not applicable or the required information is shown in the consolidated financial statements or notes thereto.

HUBBELL INCORPORATED - Form 10-K45

Reports of Management

Report on Management’s Responsibility for Financial Statements

Our management is responsible for the preparation, integrity and fair presentation of our published financial statements. The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and include amounts based on informed judgments made by management.

We believe it is critical to provide investors and other users of our financial statements with information that is relevant, objective, understandable and timely, so that they can make informed decisions. As a result, we have established and maintain systems and practices and internal control processes designed to provide reasonable, but not absolute, assurance that transactions are properly executed and recorded and that our policies and procedures are carried out appropriately. Management strives to recruit, train and retain high quality people to ensure that controls are designed, implemented and maintained in a high-quality, reliable manner.

Our independent registered public accounting firm audited our financial statements and the effectiveness of our internal control over financial reporting in accordance with standards established by the Public Company Accounting Oversight Board (United States). Their report appears on the next page within this Annual Report on Form 10-K.

Our Board of Directors normally meets at least eight times per year to provide oversight, to review corporate strategies and operations, and to assess management’s conduct of the business. The Board of Directors also schedules additional meetings on an as needed basis. The Audit Committee of our Board of Directors is composed of at least three individuals all of whom must be “independent” under current New York Stock Exchange listing standards and regulations adopted by the SEC under the federal securities laws. The Audit Committee meets regularly with our internal auditors and independent registered public accounting firm, as well as, management to review, among other matters, accounting, auditing, internal controls and financial reporting issues and practices. Both the internal auditors and independent registered public accounting firm have full, unlimited access to the Audit Committee.

Management’s Annual Report on Internal Control over Financial Reporting

Management is responsible for establishing and maintaining adequate systems of internal control over financial reporting as defined by Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended. Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with generally accepted accounting principles in the United States of America. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Management has assessed the effectiveness of our internal control over financial reporting as of December 31, 2025.

In the year ended December 31, 2025, the Company acquired Nicor, Inc. and Power Rose Acquisition, Inc. (and together with its subsidiaries, "DMC Power"), for an aggregate purchase price of approximately $885 million, net of cash acquired. Because the Company has not yet fully incorporated the internal controls and procedures of the acquired entities into the Company's internal control over financial reporting, management excluded these businesses from its assessment of the effectiveness of internal control over financial reporting as of December 31, 2025. These entities accounted for approximately 4% of the Company's total assets excluding intangibles and goodwill as of December 31, 2025 and approximately 1% of the Company's net sales for the year then ended December 31, 2025.

In making this assessment, management used the criteria set forth in Internal Control-Integrated Framework (2013 framework) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on this assessment, management concluded that our internal control over financial reporting was effective at a reasonable assurance level as of December 31, 2025.

The effectiveness of our internal control over financial reporting as of December 31, 2025 has been audited by PricewaterhouseCoopers LLP, our independent registered public accounting firm as stated in their report which is included below within this Annual Report on Form 10-K.

/s/ GERBEN W. BAKKER/s/ JOSEPH A. CAPOZZOLI
Gerben W. BakkerJoseph A. Capozzoli
Chairman of the Board, President and Chief Executive OfficerSenior Vice President, Chief Financial Officer
46HUBBELL INCORPORATED - Form 10-K

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of Hubbell Incorporated

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of Hubbell Incorporated and its subsidiaries (the “Company”) as of December 31, 2025 and 2024, and the related consolidated statements of income, of comprehensive income, of changes in equity, and of cash flows for each of the three years in the period ended December 31, 2025, including the related notes and schedule of valuation and qualifying accounts and reserves for each of the three years in the period ended December 31, 2025 listed in the Index appearing under Item 8 (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Change in Accounting Principle

As discussed in Note 1 to the consolidated financial statements, the Company changed the manner in which it accounts for certain inventories in 2025.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management's Annual Report on Internal Control over Financial Reporting appearing under Item 8. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

As described in Management’s Annual Report on Internal Control over Financial Reporting, management has excluded Nicor, Inc., ("Nicor") and Power Rose Acquisition, Inc., ("Power Rose" and together with its subsidiaries, "DMC Power"), from its assessment of internal control over financial reporting as of December 31, 2025 because they were acquired by the Company in purchase business combinations in the year ended December 31, 2025. We have also excluded Nicor and DMC Power from our audit of internal control over financial reporting. Nicor and DMC Power are wholly-owned subsidiaries whose total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting collectively represent approximately 4% and approximately 1%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2025.

HUBBELL INCORPORATED - Form 10-K47

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Revenue Recognition – Point in Time Product Revenue

As described in Notes 1 and 2 to the consolidated financial statements, the Company’s net sales were $5,844.6 million for the year ended December 31, 2025, the majority of which is point in time product revenue. Revenue is recognized when performance obligations identified under the terms of contracts with the Company’s customers are satisfied, which generally occurs, for products, upon the transfer of control in accordance with the contractual terms and conditions of the sale. The majority of the Company’s revenue associated with products is recognized at a point in time when the product is shipped to the customer, with a relatively small amount of transactions in the Utility Solutions segment recognized upon delivery of the product at the contractually specified destination. The Company has certain arrangements that include sales discounts and allowances based on sales volumes, specific programs and special pricing allowances, and returned goods, as are customary in the electrical products industry.

The principal consideration for our determination that performing procedures relating to revenue recognition for point in time product revenue is a critical audit matter is a high degree of auditor effort in performing procedures related to the Company’s revenue recognition.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the revenue recognition process, including controls over the recording of point in time product revenue upon the transfer of control. These procedures also included, among others (i) evaluating revenue recognized by either (a) testing revenue transactions, on a sample basis, by obtaining and inspecting source documents, such as invoices, purchase orders, proof of shipment or delivery, and cash receipts or (b) testing the issuance and settlement of invoices and credit memos, tracing transactions not settled to a detailed listing of accounts receivable, and testing the completeness and accuracy of data provided by management; (ii) evaluating customer invoice balances as of December 31, 2025 by (a) confirming, on a sample basis, outstanding customer invoice balances as of a date on or prior to December 31, 2025 and, for confirmations not returned, obtaining and inspecting source documents, such as invoices, purchase orders, proof of shipment or delivery, and subsequent cash receipts and (b) testing, on a sample basis, the issuance and settlement of invoices during the intervening period by obtaining and inspecting source documents, such as invoices, purchase orders, proof of shipment or delivery, and cash receipts; and (iii) testing, on a sample basis, sales discounts and allowances by obtaining and inspecting source documents, such as support for the nature of the sales discount or allowance amount and agreement with the customer.

Acquisition of DMC Power – Valuation of Customer Relationships

As described in Note 3 to the consolidated financial statements, on October 1, 2025, the Company acquired all of the issued and outstanding equity of DMC Power for approximately $829 million, net of cash acquired. The Company recognized intangible assets of $364.0 million, of which $290.0 million related to customer relationships. Management determined the preliminary fair values of the customer relationships intangible assets using a multi-period excess earnings method. The significant assumptions used in determining the preliminary fair values of the customer relationships intangible assets included revenue growth rates, gross margin, attrition rate, and discount rate.

48HUBBELL INCORPORATED - Form 10-K

The principal considerations for our determination that performing procedures relating to the valuation of customer relationships acquired in the acquisition of DMC Power is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the customer relationships acquired; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to revenue growth rates, gross margin, attrition rate, and discount rate; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the acquisition accounting, including controls over management’s valuation of the customer relationships acquired. These procedures also included, among others (i) reading the purchase agreement; (ii) testing management’s process for developing the fair value estimate of the customer relationships acquired; (iii) evaluating the appropriateness of the multi-period excess earnings method used by management; (iv) testing the completeness and accuracy of the underlying data used in the multi-period excess earnings method; and (v) evaluating the reasonableness of the significant assumptions used by management related to revenue growth rates, gross margin, attrition rate, and discount rate. Evaluating management’s assumptions related to revenue growth rates and gross margin involved considering (i) the current and past performance of the DMC Power business; (ii) the consistency with external market and industry data; and (iii) whether the assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the multi-period excess earnings method and (ii) the reasonableness of the attrition rate and discount rate assumptions.

/s/ PricewaterhouseCoopers LLP

Hartford, Connecticut

February 12, 2026

We have served as the Company’s auditor since at least 1961. We have not been able to determine the specific year we began serving as auditor of the Company.

HUBBELL INCORPORATED - Form 10-K49

Consolidated Statement of Income

Year Ended December 31,
(in millions, except per share amounts)202520242023
Net sales$5,844.6$5,628.5$5,372.9
Cost of goods sold3,780.53,722.93,495.9
Gross profit2,064.11,905.61,877.0
Selling & administrative expenses855.3812.5849.6
Operating income1,208.81,093.11,027.4
Loss on disposition of business (Note 3)(0.4)(5.3)—
Interest expense, net(64.1)(73.8)(36.7)
Other expense, net(25.2)(7.2)(18.5)
Total other expense(89.7)(86.3)(55.2)
Income before income taxes1,119.11,006.8972.2
Provision for income taxes227.2222.1214.6
Net income891.9784.7757.6
Less: Net income attributable to noncontrolling interest(4.8)(5.7)(6.2)
Net income attributable to Hubbell Incorporated$887.1$779.0$751.4
Earnings per share
Basic earnings per share$16.63$14.49$13.98
Diluted earnings per share$16.54$14.39$13.89

See notes to consolidated financial statements.

50HUBBELL INCORPORATED - Form 10-K

Consolidated Statement of Comprehensive Income

Year Ended December 31,
(in millions)202520242023
Net income$891.9$784.7$757.6
Other comprehensive (loss) income:
Currency translation adjustment:
Foreign currency translation adjustments48.7(60.3)22.9
Defined benefit pension and post-retirement plans, net of taxes of $(6.9), $4.6 and $(4.2)23.6(15.0)10.2
Unrealized gain (loss) on investments, net of taxes of $(0.2), $0.0 and $(0.2)0.7(0.1)0.6
Unrealized gains (losses) on cash flow hedges, net of taxes of $0.6, $(0.6) and $0.4(1.3)1.3(0.9)
Other comprehensive (loss) income71.7(74.1)32.8
Comprehensive income963.6710.6790.4
Less: Comprehensive income attributable to noncontrolling interest4.85.76.2
COMPREHENSIVE INCOME ATTRIBUTABLE TO HUBBELL$958.8$704.9$784.2

See notes to consolidated financial statements.

HUBBELL INCORPORATED - Form 10-K51

Consolidated Balance Sheet

At December 31,
(in millions, except share and per share amounts)20252024
ASSETS
Current Assets
Cash and cash equivalents$482.5$329.1
Short-term investments15.415.9
Accounts receivable (net of allowances of $13.9 and $11.3)856.9756.0
Inventories, net1,083.81,010.4
Other current assets155.4146.5
Total Current Assets2,594.02,257.9
Property, Plant, and Equipment, net841.2726.6
Other Assets
Investments98.484.9
Goodwill3,060.82,500.8
Other intangible assets, net1,394.31,080.0
Other long-term assets240.1197.5
TOTAL ASSETS$8,228.8$6,847.7
LIABILITIES AND EQUITY
Current Liabilities
Short-term debt$289.1$125.4
Accounts payable570.5541.7
Accrued salaries, wages and employee benefits115.4145.7
Accrued insurance83.089.0
Other accrued liabilities450.7372.4
Total Current Liabilities1,508.71,274.2
Long-term Debt2,036.31,442.7
Other Non-Current Liabilities825.9720.2
TOTAL LIABILITIES$4,370.9$3,437.1
Commitments and Contingencies (see Note 15)
Hubbell Incorporated Shareholders’ Equity
Common stock, par value $0.01
Common stock - Authorized 200,000,000 shares, outstanding 53,253,805 and 53,759,976 shares$0.6$0.6
Additional paid-in capital6.42.6
Retained earnings4,155.73,779.5
Accumulated other comprehensive loss(314.8)(386.5)
Total Hubbell Incorporated Shareholders’ Equity3,847.93,396.2
Noncontrolling interest10.014.4
TOTAL EQUITY3,857.93,410.6
TOTAL LIABILITIES AND EQUITY$8,228.8$6,847.7

See notes to consolidated financial statements.

52HUBBELL INCORPORATED - Form 10-K

Consolidated Statement of Cash Flows

Year Ended December 31,
(in millions)202520242023
Cash Flows from Operating Activities
Net income$891.9$784.7$757.6
Adjustments to reconcile net income to net cash provided by operating activities, net of acquisitions:
Depreciation and amortization206.1212.1149.7
Deferred income taxes11.02.0(18.9)
Stock-based compensation33.030.626.5
Loss on disposition of business0.45.3—
Loss on sale of assets1.21.02.5
Changes in assets and liabilities, net of acquisitions:
(Increase) decrease in accounts receivable(68.2)22.2(1.6)
Increase in inventories(32.3)(24.2)(31.0)
Increase (decrease) in accounts payable6.3(13.6)13.2
Increase (decrease) in current liabilities33.3(24.3)(4.5)
Changes in other assets and liabilities, net4.614.92.1
Contributions to qualified defined benefit pension plans(41.4)(1.3)(20.0)
Other, net(16.1)(18.2)5.2
NET CASH PROVIDED BY OPERATING ACTIVITIES1,029.8991.2880.8
Cash Flows from Investing Activities
Capital expenditures(155.1)(180.4)(165.7)
Acquisitions, net of cash acquired(958.3)5.9(1,211.7)
Proceeds from disposal of business, net of cash2.6122.9—
Purchases of available-for-sale investments(25.2)(21.0)(25.4)
Proceeds from sales of available-for-sale investments16.715.821.8
Other, net24.7(2.3)0.8
NET CASH USED IN INVESTING ACTIVITIES(1,094.6)(59.1)(1,380.2)
Cash Flows from Financing Activities
Issuance of long-term debt1,000.0—600.0
Payment of long-term debt(400.0)(600.0)—
Issuance of short-term debt164.022.9100.0
Payment of short-term debt(0.3)—(2.2)
Payment of dividends(286.6)(267.3)(245.5)
Debt issuance cost(9.2)—(2.2)
Acquisition of common shares(225.0)(40.0)(30.0)
Other(39.3)(39.0)(31.6)
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES203.6(923.4)388.5
Effect of foreign currency exchange rate changes on cash and cash equivalents13.9(16.4)6.9
Increase (decrease) in cash, cash equivalents, and restricted cash152.7(7.7)(104.0)
Cash and cash equivalents, beginning of year329.1336.1440.5
Restricted cash, included in other assets, beginning of year2.53.22.8
Less: Restricted cash, included in Other Assets1.82.53.2
Cash and cash equivalents, end of year$482.5$329.1$336.1

See notes to consolidated financial statements.

HUBBELL INCORPORATED - Form 10-K53

Consolidated Statement of Changes in Equity

(in millions, except per share amounts)Common StockAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive Income (Loss)Total Hubbell Shareholders**’** EquityNon- controlling interest
BALANCE AT DECEMBER 31, 2022$0.6$—$2,840.6$(345.2)$2,496.0$9.7
Net income——751.4—751.46.2
Other comprehensive (loss) income———32.832.8—
Stock-based compensation—26.9——26.9—
Acquisition/surrender of common shares (1)—(21.4)(36.6)—(58.0)—
Cash dividends declared ($4.58 per share)——(246.0)—(246.0)—
Dividends to noncontrolling interest—————(3.6)
Directors deferred compensation—0.6——0.6—
BALANCE AT DECEMBER 31, 2023$0.6$6.1$3,309.4$(312.4)$3,003.7$12.3
Net income——779.0—779.05.7
Other comprehensive (loss) income———(74.1)(74.1)—
Stock-based compensation—30.6——30.6—
Acquisition/surrender of common shares (1)—(34.8)(41.1)—(75.9)—
Cash dividends declared ($4.98 per share)——(267.8)—(267.8)—
Dividends to noncontrolling interest—————(3.6)
Directors deferred compensation—0.7——0.7—
BALANCE AT DECEMBER 31, 2024$0.6$2.6$3,779.5$(386.5)$3,396.2$14.4
Net income——887.1—887.14.8
Other comprehensive (loss) income———71.771.7—
Stock-based compensation—33.0——33.0—
Acquisition/surrender of common shares (1)—(28.4)(223.9)—(252.3)—
Cash dividends declared ($5.38 per share)——(287.0)—(287.0)—
Dividends to noncontrolling interest—————(9.2)
Directors deferred compensation—(0.8)——(0.8)—
BALANCE AT DECEMBER 31, 2025$0.6$6.4$4,155.7$(314.8)$3,847.9$10.0

See notes to consolidated financial statements.

(1) For accounting purposes, the Company treats repurchased shares as constructively retired when acquired and accordingly charges the purchase price against Common Stock par value, Additional paid-in capital, to the extent available, and Retained earnings. The change in Retained earnings of $223.9 million, $41.1 million and $36.6 million in 2025, 2024 and 2023, respectively, reflects this accounting treatment.

54HUBBELL INCORPORATED - Form 10-K

Notes to Consolidated Financial Statements

NOTE 1 Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).

Principles of Consolidation

The Consolidated Financial Statements include all wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated. The Company participates in two joint ventures that have been consolidated in accordance with the consolidation accounting guidance. An analysis is performed to determine which reporting entity, if any, has a controlling financial interest in a variable interest entity (“VIE”) with a primarily qualitative analysis. The qualitative analysis is based on identifying the party that has both the power to direct the activities that most significantly impact the VIE’s economic performance (the “power criterion”) and the obligation to absorb losses from or the right to receive benefits of the VIE that could potentially be significant to the VIE (the “losses/benefit criterion”). The party that meets both these criteria is deemed to have a controlling financial interest. The party with the controlling financial interest is considered to be the primary beneficiary and as a result is required to consolidate the VIE. The Company has a 50% interest in a joint venture in Hong Kong, established as Hubbell Asia Limited (“HAL”). The principal objective of HAL is to manage the operations of its wholly-owned manufacturing company in China. Under the accounting guidance, the Company is the primary beneficiary of HAL and as a result consolidates HAL.

This determination is based on the fact that HAL’s sole business purpose is to manufacture product exclusively for the Company (the power criterion) and the Company is financially responsible for ensuring HAL maintains a fixed operating margin (the losses/benefit criterion). The consolidation of HAL is not material to the Company’s consolidated financial statements.

Use of Estimates

The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts in the Consolidated Financial Statements and accompanying Notes to Consolidated Financial Statements. Actual results could differ from the estimates that are used.

Revenue Recognition

The Company recognizes revenue when performance obligations identified under the terms of contracts with its customers are satisfied, which generally occurs, for products, upon the transfer of control in accordance with the contractual terms and conditions of the sale. The majority of the Company’s revenue associated with products is recognized at a point in time when the product is shipped to the customer, with a relatively small amount of transactions in the Utility Solutions segment recognized upon delivery of the product at the contractually specified destination.

The Company also has performance obligations, primarily within the Utility Solutions segment, that are recognized over time due to the customized nature of the product and the Company’s enforceable right to receive payment for work performed to date in the event of a cancellation. The Company uses an input measure to determine the extent of progress towards completion of the performance obligation, which the Company believes best depicts the transfer of control to the customer. Under this method, revenue recognition is based upon the ratio of costs incurred to date compared with estimated total costs to complete.

Revenue from service contracts and post-shipment performance obligations is approximately one percent of total annual consolidated net revenue and those service contracts and post-shipment obligations are primarily within the Utility Solutions segment. Revenue from service contracts and post-shipment performance obligations is recognized when or as those obligations are satisfied. The Company primarily offers assurance-type standard warranties that do not represent separate performance obligations and on occasion will separately offer and price extended warranties that are separate performance obligations for which the associated revenue is recognized over-time based on the extended warranty period. The Company records amounts billed to customers for reimbursement of shipping and handling costs within revenue. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as fulfillment costs and are included in cost of goods sold. Sales taxes and other usage-based taxes are excluded from revenue.

HUBBELL INCORPORATED - Form 10-K55

Certain businesses require a portion of the transaction price to be paid in advance of transfer of control. Advance payments are not considered a significant financing component as they are received less than one year before the related performance obligations are satisfied. In addition, in the Utility Solutions segment, certain businesses offer annual maintenance service contracts that require payment at the beginning of the contract period. These payments are treated as a contract liability and are classified in Other accrued liabilities in the Consolidated Balance Sheet. Once control transfers to the customer and the Company meets the revenue recognition criteria, the deferred revenue is recognized in the Consolidated Statement of Income. The deferred revenue relating to the annual maintenance service contracts is recognized in the Consolidated Statement of Income on a straight line basis over the expected term of the contract.

The Company has certain arrangements that require us to estimate at the time of sale the amounts of variable consideration that should not be recorded as revenue as certain amounts are not expected to be collected from customers, as well as an estimate of the value of the product to be returned. The Company principally relies on historical experience, specific customer agreements and anticipated future trends to estimate these amounts at the time of shipment and to reduce the transaction price. These arrangements include sales discounts and allowances based on sales volumes, specific programs and special pricing allowances, and returned goods, as are customary in the electrical products industry. Customer returns have historically been approximately 1% of gross sales.

Shipping and Handling Costs

The Company records shipping and handling costs as part of Cost of goods sold in the Consolidated Statement of Income.

Foreign Currency Translation

The assets and liabilities of international subsidiaries are translated to U.S. dollars at exchange rates in effect at the end of the year, and income and expense items are translated at average exchange rates in effect during the year. The effects of exchange rate fluctuations on the translated amounts of foreign currency assets and liabilities are included as translation adjustments in Accumulated other comprehensive loss within Hubbell shareholders’ equity. Gains and losses from foreign currency transactions are included in results of operations.

Cash and Cash Equivalents

The carrying value of cash equivalents approximates fair value. Cash equivalents consist of highly liquid investments with original maturities to the Company of three months or less.

Investments

Investments in debt and equity securities are classified by individual security as available-for-sale, held-to-maturity or trading securities. Our available-for-sale securities, consisting of municipal bonds, are carried on the balance sheet at fair value with current period adjustments to carrying value recorded in Accumulated other comprehensive loss within Hubbell shareholders’ equity, net of tax. Realized gains and losses are recorded in income in the period of sale. The Company’s trading securities are carried on the balance sheet at fair value and consist primarily of debt and equity mutual funds. Gains and losses associated with these trading securities are reflected in the results of operations. The Company did not have any investments classified as held-to-maturity as of December 31, 2025 and 2024.

Accounts Receivable and Allowances

Trade accounts receivable are recorded at the invoiced amount and generally do not bear interest. The allowance for doubtful accounts is based on an estimated amount of probable credit losses in existing accounts receivable. The allowance is calculated based upon a combination of historical write-off experience, fixed percentages applied to aging categories and specific identification based upon a review of past due balances and problem accounts. Account balances are charged off against the allowance when it is determined that internal collection efforts should no longer be pursued. The Company also maintains a reserve for credit memos and cash discounts which are principally calculated based upon historical experience, specific customer agreements, and anticipated future trends.

Inventories

Inventories are stated at the lower of cost and net realizable value. The cost of foreign inventories and domestic inventories is determined utilizing first-in, first-out (FIFO) or average cost methods of inventory accounting. Reserves for excess and obsolete inventory are provided based on current assessments about future demand compared to on-hand quantities.

56HUBBELL INCORPORATED - Form 10-K

In the second quarter of 2025, the Company elected to change its method of accounting for certain inventory in the U.S. from last in, first out ("LIFO") to first in, first out ("FIFO"). The change to FIFO is preferable because it provides a better matching of costs and revenues, conforms the Company's inventory to a single method of accounting and improves comparability with the Company's peers. The Company retrospectively applied this change in accounting principle to all prior periods resulting in a cumulative effect adjustment at January 1, 2023 to increase inventory by $178.2 million, to increase deferred income tax liabilities by $43.1 million and to increase retained earnings by $135.1 million (net of tax).

The table below illustrates the impacts for the years ended December 31, 2025, 2024 and 2023, respectively had the Company continued to report under the LIFO basis of accounting. The Consolidated Statement of Income at December 31, 2025, 2024 and 2023 have been retrospectively adjusted to reflect the change in accounting principle (in millions, except per share data):

For the Year Ended December, 31, 2025For the Year Ended December, 31, 2024For the Year Ended December, 31, 2023
As Computed Under LIFOImpact of ChangeAs ReportedAs Reported Under LIFOImpact of Change FIFOAs AdjustedAs Reported Under LIFOImpact of Change FIFOAs Adjusted
Consolidated Statement of Income
Net sales$5,844.6$—$5,844.6$5,628.5$—$5,628.5$5,372.9$—$5,372.9
Cost of goods sold3,843.2(62.7)3,780.53,724.4(1.5)3,722.93,484.811.13,495.9
Operating Income1,146.162.71,208.81,091.61.51,093.11,038.5(11.1)1,027.4
Income before income taxes1,056.462.71,119.11,005.31.51,006.8983.3(11.1)972.2
Provision for income taxes212.314.9227.2221.80.3222.1217.3(2.7)214.6
Net income844.147.8891.9783.51.2784.7766.0(8.4)757.6
Less: Net income attributable to noncontrolling interest(4.8)—(4.8)(5.7)—(5.7)(6.2)—(6.2)
Net income attributable to Hubbell Incorporated$839.3$47.8$887.1$777.8$1.2$779.0$759.8$(8.4)$751.4
Earnings per share
Basic earnings per share$15.73$0.90$16.63$14.46$0.03$14.49$14.14$(0.16)$13.98
Diluted earnings per share$15.65$0.89$16.54$14.37$0.02$14.39$14.05$(0.16)$13.89

The Consolidated Balance Sheet at December 31, 2025 and December 31, 2024 have been retrospectively adjusted to reflect the change in accounting principle (in millions):

December 31, 2025December 31, 2024
As Computed Under LIFOImpact of ChangeAs ReportedAs Reported Under LIFOImpact of Change FIFOAs Adjusted
Condensed Balance Sheet
Inventories, net$852.5$231.3$1,083.8$841.8$168.6$1,010.4
Total Current Assets2,362.7231.32,594.02,089.3168.62,257.9
Total Assets7,997.5231.38,228.86,679.1168.66,847.7
Other Accrued Liabilities422.628.1450.7372.4—372.4
Total Current Liabilities1,480.628.11,508.71,274.2—1,274.2
Other Non-Current Liabilities798.427.5825.9679.540.7720.2
Total Liabilities4,315.355.64,370.93,396.440.73,437.1
Hubbell Incorporated Shareholders' Equity3,672.2175.73,847.93,268.3127.93,396.2
Total Equity3,682.2175.73,857.93,282.7127.93,410.6
Total Liabilities and Equity$7,997.5$231.3$8,228.8$6,679.1$168.6$6,847.7
HUBBELL INCORPORATED - Form 10-K57

The Consolidated Statement of Cash Flows for the years ended December 31, 2024 and December 31, 2023 have been retrospectively adjusted to reflect the change in accounting principle (in millions):

Year Ended December 31, 2024Year Ended December 31, 2023
As Reported Under LIFOImpact of Change FIFOAs AdjustedAs Reported Under LIFOImpact of Change FIFOAs Adjusted
Condensed Statement of Cash Flows
Net income$783.5$1.2$784.7$766.0$(8.4)$757.6
Adjustments to reconcile net income to net cash provided by operating activities:
Deferred income taxes1.70.32.0(16.2)(2.7)(18.9)
Changes in assets and liabilities, excluding effects of acquisitions:
(Increase) Decrease in inventories, net(22.7)(1.5)(24.2)(42.1)11.1(31.0)
Net cash provided by operating activities$991.2$—$991.2$880.8$—$880.8

Property, Plant, and Equipment

Property, plant, and equipment values are stated at cost less accumulated depreciation and are depreciated over their estimated useful lives. Maintenance and repair expenditures that do not significantly increase the life of an asset are charged to expense when incurred. Leasehold improvements are amortized over the shorter of their economic lives or the lease term. Gains and losses arising on the disposal of property, plant and equipment are included in Operating income in the Consolidated Statement of Income.

Capitalized Computer Software Costs

Capitalized computer software costs, net of amortization, were $9.7 million and $6.3 million at December 31, 2025 and 2024, respectively. This balance is reflected in Other long-term assets in the Consolidated Balance Sheet. Capitalized computer software is for internal use and costs primarily consist of purchased materials, external services and salary costs for personnel dedicated to the projects. Software is amortized on a straight-line basis over appropriate periods, generally between three and five years. The Company recorded amortization expense of $3.8 million in 2025, $3.6 million in 2024 and $4.3 million in 2023 relating to capitalized computer software.

Goodwill and Other Intangible Assets

Goodwill represents purchase price in excess of fair values of the underlying net assets of acquired companies. Indefinite-lived intangible assets and goodwill are subject to annual impairment testing using the specific guidance and criteria described in the accounting guidance. The Company performs its goodwill impairment testing as of April 1st of each year, unless circumstances dictate the need for more frequent assessments. The accounting guidance provides entities with an option of performing a qualitative assessment (a “step-zero” test) before performing a quantitative analysis. If the entity determines, on the basis of certain qualitative factors, that it is more-likely-than-not that the goodwill is not impaired, the entity would not need to proceed to the quantitative goodwill impairment testing process as prescribed in the guidance. For each of the Company’s reporting units in 2025, the Company elected to utilize the quantitative goodwill impairment testing process, as permitted in the accounting guidance, by comparing the estimated fair value of the Company’s reporting units to their carrying values. If the fair value of the reporting unit exceeds its carrying value, no impairment exists.

Goodwill impairment testing requires judgment, including the identification of reporting units, assigning assets and liabilities to reporting units and determining the fair value of each reporting unit. Significant judgment is required to estimate the fair value of reporting units, including estimating future cash flows, determining appropriate discount rates and other assumptions, including assumptions about secular economic and market conditions. The Company uses internal discounted cash flow models to estimate fair value. These cash flow estimates are derived from historical experience, third party end market data, and future long-term business plans and include assumptions on future sales growth, gross margin, operating margin, terminal growth rate, and the application of an appropriate discount rate. Significant changes in these estimates and assumptions could materially affect the determination of fair value and/or goodwill impairment for each reporting unit. The Company believes that its estimated aggregate fair value of its reporting units is reasonable when compared to the Company’s market capitalization on the valuation date.

The Company completed its annual goodwill impairment test as of April 1, 2025. The impairment testing resulted in implied fair values for each reporting unit that significantly exceeded such reporting unit’s carrying value, including goodwill. Additionally, the Company did not have any reporting units with zero or negative carrying amounts. The Company has not recorded any goodwill impairments since the initial adoption of the accounting guidance in 2002.

58HUBBELL INCORPORATED - Form 10-K

The organizational changes described in Note 2 - Revenue resulted in a change in the Company’s reporting units within the Electrical Solutions segment. As a result of the change in reporting units, the Company performed an interim goodwill impairment assessment during the third quarter of 2025, for the reporting units within the Electrical Solutions segment. Because the changes did not affect the Utility Solutions segment, no interim goodwill impairment assessment was required for that segment. For this interim assessment, the Company elected to utilize the quantitative goodwill impairment testing process, as permitted in the accounting guidance, by comparing the estimated fair value of the reporting units to their carrying values. The interim impairment testing resulted in implied fair values for each reporting unit that significantly exceeded such reporting unit’s carrying value, including goodwill.

The Company’s intangible assets consist primarily of customer relationships, tradenames, developed technology and patents. Intangible assets with definite lives are amortized over periods generally ranging from 5-30 years. The Company amortizes intangible assets with definite lives using either an accelerated method that reflects the pattern in which economic benefits of the intangible assets are consumed and results in higher amortization in the earlier years of the assets’ useful life, or using a straight line method. Approximately 90% of the gross value of definite-lived intangible assets follow an accelerated amortization method. These definite lived intangibles are tested for impairment whenever events or circumstances indicate that the carrying amount of an asset (asset group) may not be recoverable. An impairment loss is recognized when the carrying amount of an asset exceeds the estimated undiscounted cash flows used in determining the fair value of the asset. The Company did not record any material impairments related to its definite lived intangible assets in 2025, 2024 or 2023. The Company also has some tradenames that are considered to be indefinite-lived intangible assets. These indefinite-lived intangible assets are not amortized and are tested for impairment annually, unless circumstances dictate the need for more frequent assessment.

The identification and measurement of impairment of indefinite-lived intangible assets involves either an assessment of qualitative factors to determine whether events or circumstances indicate that it is more-likely-than-not that an indefinite-lived intangible asset is impaired or a quantitative assessment whereby the estimated fair value of each indefinite-lived intangible asset is compared to its carrying value. If it is more-likely-than-not that the asset is impaired, the estimated fair value of the indefinite lived intangibles will be determined using discounted cash flow estimates. If the carrying value of these assets exceeds the estimated fair value, the carrying value will be reduced to the estimated fair value.

For the Company’s annual impairment test as of April 1, 2025, the Company elected to utilize the quantitative impairment testing process as permitted in the accounting guidance. The estimated fair value was determined utilizing an income approach (relief from royalty method). Significant judgment is required to estimate the fair value of the indefinite-lived intangible assets, including assumptions for future revenues, discount rates, royalty rates, and other assumptions, including assumptions about secular economic and market conditions. Significant changes in these estimates and assumptions could affect the determination of fair value and/or impairment for each indefinite-lived intangible asset. As of April 1, 2025, the impairment testing resulted in estimated fair values for each indefinite-lived intangible asset that significantly exceeded the carrying values and there were no indefinite-lived intangible assets at risk of failing the quantitative impairment test.

The Company did not record any impairments related to indefinite-lived intangible assets in 2025, 2024 and 2023.

Other Long-Lived Assets

The Company reviews depreciable long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be fully recoverable. If such a change in circumstances occurs, the related estimated future undiscounted cash flows expected to result from the use of the asset group and its eventual disposition is compared to the carrying amount. If the sum of the expected cash flows is less than the carrying amount, an impairment charge is recorded. The impairment charge is measured as the amount by which the carrying amount exceeds the fair value of the asset. The fair value of impaired assets is determined using expected cash flow estimates, quoted market prices when available and appraisals as appropriate. The Company did not record any material impairment charges in 2025, 2024 or 2023.

Leases

We determine if an arrangement is a lease at inception. Operating leases are included as ROU assets within other long-term assets, and lease liabilities are included as other accrued liabilities, and other non-current liabilities in our Consolidated Balance Sheets. Finance leases are included in property, plant, and equipment, net, other accrued liabilities, and other non-current liabilities. The Company’s finance leases are immaterial.

ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. We use an implicit rate when readily determinable. For leases existing as of January 1, 2019, we have elected to use the remaining lease term as of the adoption date in determining the incremental borrowing rate. Our determination of the lease term may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option.

HUBBELL INCORPORATED - Form 10-K59

We have lease agreements with lease and non-lease components, which are generally accounted for separately. Additionally, for our vehicle leases, we apply a portfolio approach regarding the assumed lease term.

Accrued Insurance

The Company retains a significant portion of the risks associated with workers’ compensation, medical, automobile and general liability insurance. The Company estimates self-insurance liabilities using a number of factors, including historical claims experience, demographic factors, and other actuarial assumptions. The accrued liabilities associated with these programs are based on the Company’s estimate of the ultimate costs to settle known claims as well as claims incurred but not reported as of the balance sheet date. The Company periodically reviews the assumptions with a third party actuary to determine the adequacy of these self-insurance reserves.

Accrued Warranty

The Company offers product warranties which cover defects on most of its products. These warranties primarily apply to products that are properly installed, maintained and used for their intended purposes. The Company accrues estimated warranty costs at the time of sale. Estimated warranty expenses, recorded in cost of goods sold, are based upon historical information such as past experience, product failure rates, or the estimated number of units to be repaired or replaced. Adjustments are made to the product warranty accrual as claims are incurred, additional information becomes known or as historical experience indicates.

Income Taxes

The Company operates within multiple taxing jurisdictions and is subject to audit in these jurisdictions. The IRS and other tax authorities routinely examine the Company’s tax returns. These audits can involve complex issues which may require an extended period of time to resolve. The Company makes adequate provisions for best estimates of exposures on previously filed tax returns. Deferred income taxes are recognized for the tax consequence of differences between financial statement carrying amounts and the tax basis of assets and liabilities by applying the currently enacted statutory tax rates in accordance with the accounting guidance for income taxes. The effect of a change in statutory tax rates is recognized in the period that includes the enactment date. Additionally, deferred tax assets are required to be reduced by a valuation allowance if it is more-likely-than-not that a portion or all of the deferred tax asset will not be realized. The Company uses factors to assess the likelihood of realization of deferred tax assets such as the forecast of future taxable income and available tax planning that could be implemented to realize the deferred tax assets.

In addition, the accounting guidance prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of the tax position taken or expected to be taken in a tax return. For any amount of benefit to be recognized, it must be determined that it is more-likely-than-not that a tax position will be sustained upon examination by taxing authorities based on the technical merits of the position. The amount of benefit to be recognized is based on the Company’s assertion of the most likely outcome resulting from an examination, including resolution of any related appeals or litigation processes. Companies are required to reflect only those tax positions that are more-likely-than-not to be sustained. See Note 13 — Income Taxes for additional information.

Research and Development

Research and development expenditures represent costs to discover and/or apply new knowledge in developing a new product, process, or in bringing about a significant improvement to an existing product or process. Research and development expenses are recorded as a component of Cost of goods sold. Expenses for research and development were approximately 1% of Net Sales in 2025, 1% in 2024, and 2% in 2023.

Government Assistance

The Company records amounts received from government entities as a reduction of the associated expense. Amounts received related to depreciable assets are recognized as a reduction to depreciation expense. The total impact of government assistance was not material to the Company in 2025, 2024, and 2023.

60HUBBELL INCORPORATED - Form 10-K

Retirement Benefits

The Company maintains various defined benefit pension plans for some of its U.S. and foreign employees. The accounting guidance for retirement benefits requires the Company to recognize the funded status of its defined benefit pension and postretirement plans as an asset or liability in the Consolidated Balance Sheet. Gains or losses, prior service costs or credits, and transition assets or obligations that have not yet been included in net periodic benefit cost as of the end of the year are recognized as components of Accumulated other comprehensive loss, net of tax, within Hubbell shareholders’ equity. The Company’s policy is to fund pension costs within the ranges prescribed by applicable regulations. In addition to providing defined benefit pension benefits, the Company provides health care and life insurance benefits for some of its active and retired employees. The Company’s policy is to fund these benefits through insurance premiums or as actual expenditures are made. See also Note 11 — Retirement Benefits.

Earnings Per Share

Restricted stock granted by the Company is considered a participating security since it contains a non-forfeitable right to dividends. As a result, the earnings per share accounting guidance requires the Company to use the two-class method for calculating earnings per share. The two-class method is an earnings allocation formula that determines earnings per share for common stock and participating securities. Basic earnings per share is calculated as net income available to common shareholders divided by the weighted average number of shares of common stock outstanding. Earnings per diluted share is calculated as net income available to common shareholders divided by the weighted average number of shares outstanding of common stock plus the incremental shares outstanding assuming the exercise of dilutive stock appreciation rights and performance shares. See also Note 18 — Earnings Per Share.

Stock-Based Compensation

The Company recognizes the grant-date fair value of all stock-based awards on a straight-line basis over their respective requisite service periods (generally equal to an award’s vesting period). A stock-based award is considered vested for expense attribution purposes when the retention of the award is no longer contingent on providing subsequent service. Accordingly, the Company generally recognizes compensation cost immediately for awards granted to retirement-eligible individuals or over the period from the grant date to the date retirement eligibility is achieved, if less than the stated vesting period. The expense is recorded in Cost of goods sold and Selling & Administrative expense in the Consolidated Statement of Income based on the recipients’ respective functions within the organization.

The Company records deferred tax assets for awards that will result in deductions on its tax returns, based upon the amount of compensation cost recognized and the statutory tax rate in the jurisdiction in which it will receive a deduction. See also Note 17 — Stock-Based Compensation.

Recently Adopted Accounting Pronouncements

In September 2022, the FASB issued ASU 2022-04, “Liabilities - Supplier Finance Programs (Subtopic 405-50: Disclosure of Supplier Finance Program Obligations)”, which the Company adopted in the first quarter of 2023, with the exception of the rollforward information, which was effective for the Company in the first quarter of 2024.

Payment Services Arrangements

The Company has ongoing agreements with financial institutions to facilitate the processing of vendor payables (“Payment Services Arrangement”). Under these agreements, the Company pays the financial institution the stated amount of confirmed invoices from participating suppliers on their original maturity date. The terms of the vendor payables are not affected by vendors participating in these agreements. As a result, the amounts owed are presented as accounts payable in the Company’s Consolidated Balance Sheet, of which $95.5 million and $101.9 million was outstanding at December 31, 2025 and December 31, 2024, respectively. Either party may terminate the agreements with 30 days written notice. Cash flows under the program are reported in operating activities in the Company’s Consolidated Statement of Cash Flows.

HUBBELL INCORPORATED - Form 10-K61

The rollforward of the Company’s outstanding obligations confirmed as valid under the Payment Services Arrangements supplier finance program for the year ended December 31, 2025 and December 31, 2024, is as follows:

(in millions)Year Ended December 31, 2025Year Ended December 31, 2024
Confirmed obligations outstanding at the beginning of the period$101.9$101.3
Invoices confirmed during the period322.9348.7
Confirmed invoices paid during the period(329.3)(348.1)
Confirmed obligations outstanding at the end of the period$95.5$101.9

Commercial Card Program

In 2021, the Company entered into an agreement with a financial institution that allows participating suppliers to receive payment for outstanding invoices through a commercial purchasing card sponsored by a financial institution. The Company is required to settle such outstanding invoices through a consolidated payment to the financial institution 15 days after the commercial card billing cycle. The Company receives the benefit of extended payment terms and a rebate from the financial institution. Either party may terminate the agreement with 60 days written notice. The amount outstanding to the financial institution is presented as short-term debt in the Company’s Consolidated Balance Sheet, of which, $2.1 million and $2.4 million was outstanding at December 31, 2025 and December 31, 2024, respectively. Cash flows under the program are reported in financing activities in the Company’s Consolidated Statement of Cash Flows.

The rollforward of the Company’s outstanding obligations confirmed as valid under the commercial card supplier finance program for the year ended December 31, 2025 and December 31, 2024, is as follows:

(in millions)Year Ended December 31, 2025Year Ended December 31, 2024
Confirmed obligations outstanding at the beginning of the period$2.4$2.0
Invoices confirmed during the period21.824.7
Confirmed invoices paid during the period(22.1)(24.3)
Confirmed obligations outstanding at the end of the period$2.1$2.4

In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting-Improvements to Reportable Segment Disclosures”, which adds a requirement for public entities to disclose its significant segment expense categories and amounts for each reportable segment for all periods presented. This information is required to be disclosed at both interim and annual periods. In addition, this ASU requires a public entity to disclose the title and position of the Chief Operating Decision Maker (“CODM”) in the consolidated financial statements. Public entities are also required to disclose how the CODM uses each reported measure of segment profit or loss to assess performance and allocate resources to the segments. The ASU is effective for public entities for fiscal years beginning after December 15, 2023, and interim periods in fiscal years beginning after December 15, 2024. The Company included the applicable disclosures within Note 20 - Industry Segments and Geographic Area Information.

In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes: Improvements to Income Tax Disclosures”, which enhances the disaggregation of income tax disclosures. The ASU requires public entities on an annual basis to disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold equal to or greater than 5%. Public entities are required to provide an explanation of certain rate reconciling items if not otherwise evident, such as the nature, causes and judgment used to categorize the item. The ASU also requires disclosure of income taxes paid (net of refund received) detailed by federal, state/local and foreign, and amounts paid to individual jurisdictions that are equal or greater than 5% of total income taxes paid. The ASU is effective for public entities for fiscal years beginning after December 15, 2024 and for interim periods for fiscal years beginning after December 15, 2025. The Company adopted the ASU on a retrospective basis with the applicable disclosures included within Note 13 - Income Taxes.

Recently Issued Accounting Pronouncements Not Yet Adopted

In November 2024, the FASB issued ASU 2024-03,“Disaggregation of Income Statement Expenses (DISE),” which requires additional disclosure of the nature of expenses included in the income statement. The standard requires disclosures about specific types of expenses included in the expense captions presented on the face of the income statement as well as disclosures about selling expenses. The ASU is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. The requirements are required to be adopted prospectively with the option for retrospective application. The company is assessing the impact of adopting this standard on its financial statements and disclosures.

62HUBBELL INCORPORATED - Form 10-K

In September 2025, the FASB issued ASU 2025-06, "Targeted Improvements to the Accounting for Internal-Use Software", which modernizes the accounting for software costs. The ASU is effective for public entities for fiscal years beginning after December 15, 2027, and interim periods for fiscal years beginning after December 15, 2027. The Company is assessing the impact of adopting this standard on its financial statements and disclosures.

In October 2025, the FASB issued ASU 2025-10, "Accounting for Government Grants Received by Business Entities", which establishes the accounting for business entities on the recognition, measurement, presentation, and disclosure of government grants. The ASU is effective for public entities for fiscal years beginning after December 15, 2028, and interim periods for fiscal years beginning after December 15, 2029. The Company is assessing the impact of adopting this standard on its financial statements and disclosures.

NOTE 2 Revenue

The Company recognizes revenue when performance obligations identified under the terms of contracts with its customers are satisfied, which generally occurs, for products, upon the transfer of control in accordance with the contractual terms and conditions of the sale. Approximately two-thirds of the Company’s Net sales are to distributors who then sell directly into our end markets. Within the Utility Solutions segment, our businesses sell to distributors, with the majority of sales to the utility end markets and also directly into transmission and distribution utility markets. The majority of the Company’s revenue associated with products is recognized at a point in time when the product is shipped to the customer, with a relatively small amount of transactions, primarily in the Utility Solutions segment, recognized upon delivery of the product at the destination.

The Company also has performance obligations, primarily within the Utility Solutions segment, that are recognized over time due to the customized nature of the product and the Company’s enforceable right to receive payment for work performed to date in the event of a cancellation. The Company uses an input measure to determine the extent of progress towards completion of the performance obligation, which the Company believes best depicts the transfer of control to the customer. Under this method, revenue recognition is primarily based upon the ratio of costs incurred to date compared with estimated total costs to complete.

Revenue from service contracts and post-shipment performance obligations is recognized when or as those obligations are satisfied. The Company primarily offers assurance-type standard warranties that do not represent separate performance obligations and on occasion will separately offer and price extended warranties that are separate performance obligations for which the associated revenue is recognized over-time based on the extended warranty period. The Company records amounts billed to customers for reimbursement of shipping and handling costs within revenue. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as fulfillment costs and are included in cost of goods sold. Sales taxes and other usage-based taxes are excluded from revenue.

Certain businesses require a portion of the transaction price to be paid in advance of transfer of control. Advance payments are not considered a significant financing component as they are received less than one year before the related performance obligations are satisfied. In addition, in the Utility Solutions segment, certain businesses offer annual maintenance service contracts that require payment at the beginning of the contract period. These payments are treated as a contract liability and are classified in Other accrued liabilities in the Consolidated Balance Sheets. Once control transfers to the customer and the Company meets the revenue recognition criteria, the deferred revenue is recognized in the Consolidated Statements of Income. The deferred revenue relating to the annual maintenance service contracts is recognized in the Consolidated Statements of Income on a straight-line basis over the expected term of the contract.

The following table presents disaggregated revenue by business group. In January 2024, we internally reorganized certain businesses within our Utility Solutions segment, and in July 2024 and September 2025, we internally reorganized certain businesses within our Electrical Solutions segment. Those re-organizations streamline the organization and align the organization to better serve our customers. These changes had no impact to our reportable segments. In conjunction with these changes, prior period amounts have been reclassified to conform to the current organizational structure. In addition, the residential lighting business, included in the Retail and Builder section below, was sold in the first quarter of 2024.

HUBBELL INCORPORATED - Form 10-K63
Twelve Months Ended December 31,
(in millions)202520242023
Net sales
Grid Infrastructure$2,748.2$2,531.3$2,259.2
Grid Automation924.11,069.41,002.5
Total Utility Solutions$3,672.3$3,600.7$3,261.7
Electrical Products$885.2$835.3$823.0
Industrial1,287.11,171.31,101.1
Retail and Builder—21.2187.1
Total Electrical Solutions$2,172.3$2,027.8$2,111.2
TOTAL$5,844.6$5,628.5$5,372.9

The following table presents disaggregated third-party Net sales by geographic location (on a geographic basis, the Company defines “international” as operations based outside of the United States and its possessions):

Twelve Months Ended December 31,
(in millions)202520242023
Net sales
United States$3,518.9$3,428.2$3,090.7
International153.4172.5171.0
Total Utility Solutions$3,672.3$3,600.7$3,261.7
United States$1,892.4$1,731.1$1,831.7
International279.9296.7279.5
Total Electrical Solutions$2,172.3$2,027.8$2,111.2
TOTAL$5,844.6$5,628.5$5,372.9

Contract Balances

Our contract liabilities consist of advance payments for products as well as deferred revenue on service obligations and extended warranties. The current portion of deferred revenue is included in Other accrued liabilities and the non-current portion of deferred revenue is included in Other non-current liabilities in the Consolidated Balance Sheet.

Contract liabilities were $174.6 million as of December 31, 2025 compared to $148.0 million as of December 31, 2024. The $26.6 million increase in our contract liabilities balance was primarily due to a $115.6 million net increase in current year deferrals primarily due to timing of advance payments on certain orders, partially offset by the recognition of $89.0 million in revenue related to amounts that were recorded in contract liabilities at January 1, 2025. The ending balance of contract assets was $48.2 million and $38.0 million as of December 31, 2025, and December 31, 2024, respectively, which primarily relates to performance obligations satisfied prior to payment for Systems Control that are recorded in Other current assets in the Consolidated Balance Sheets. Credit losses recognized on our receivables and contract assets were immaterial in the twelve months ended December 31, 2025. See Note 1 – Significant Accounting Policies in the Notes to Consolidated Financial Statements for additional information.

Unsatisfied Performance Obligations

The Company has elected the practical expedient to disclose only the value of unsatisfied performance obligations for contracts with an original expected length greater than one year. As of December 31, 2025, the Company had approximately $20 million of unsatisfied performance obligations for contracts with an original expected length of greater than one year, primarily relating to long-term contracts of the Aclara business (within the Utility Solutions segment) to deliver and install meters, metering communications and grid monitoring sensor technology. The Company expects that substantially all of the unsatisfied performance obligations will be completed and recognized over the next 2 years.

HUBBELL INCORPORATED - Form 10-K64

NOTE 3 Business Acquisitions and Dispositions

2025 Acquisitions

In the first quarter of 2025, the Company acquired all of the issued and outstanding equity of Alliance USAcqCo 2, Inc., a Delaware Corporation (“Ventev”) for approximately $73 million, net of cash acquired, subject to customary purchase price adjustments. Ventev is a leading manufacturer and provider of a complete ecosystem of solutions to power, protect, and connect wireless networks. The Ventev business has been added to the Electrical Solutions segment. We have recognized intangible assets of $34.5 million and goodwill of $40.0 million as a result of the acquisition. The $34.5 million of intangible assets consists primarily of customer relationships and trade names and will be amortized over a weighted average period of approximately 17 years.

In the third quarter of 2025, the Company acquired all of the issued and outstanding equity of Nicor, Inc., a Texas corporation ("Nicor") for approximately $56 million, net of cash acquired, subject to customary purchase price adjustments. Nicor designs and manufactures water metering endpoint solutions to integrate and optimize advanced metering infrastructure networks. Such solutions include polymer meter box lids and covers. Nicor has been added to the Utility Solutions segment. We have recognized intangible assets of $18.6 million and goodwill of $30.3 million as a result of the acquisition. The $18.6 million of intangible assets consists primarily of customer relationships and a trade name and will be amortized over a weighted average period of approximately 18 years.

On October 1, 2025, the Company acquired all of the issued and outstanding equity of Power Rose Acquisition, Inc., a Delaware corporation ("Power Rose" and together with its subsidiaries, "DMC Power") for approximately $829 million, net of cash acquired, subject to customary purchase price adjustments. DMC Power is a provider of swaged connection systems and tooling for utility substation and transmission markets. DMC Power has been added to the Utility Solutions segment. We have recognized intangible assets of $364.0 million and goodwill of $468.9 million as a result of the acquisition. The $364.0 million of intangible assets consists primarily of $290.0 million of customer relationships, with the remaining $74.0 million consisting of developed technology, trade names and backlog. The intangible assets will be amortized over a weighted average period of approximately 21 years.

The Company financed the acquisition of DMC Power with net proceeds from borrowings under a new unsecured term loan facility in the aggregate principal amount of $600.0 million and issuances of commercial paper.

We determined the preliminary fair values of the customer relationships intangible assets using an multi-period excess earnings method. The significant assumptions used in determining the preliminary fair values of the customer relationships intangible assets included revenue growth rates, gross margin, attrition rate, and discount rate. We determined the preliminary fair values of the developed technology, trade name and backlog intangible assets using an income approach. Accordingly, the fair value measurement of the customer relationships intangible assets, developed technology, trade name, and backlog intangible assets are classified in Level 3 of the fair value hierarchy.

These business acquisitions have been accounted for as business combinations and have resulted in the recognition of goodwill. The goodwill relates to a number of factors implied in the purchase price, including the future earnings and cash flow potential of the business as well as the complementary strategic fit and resulting synergies that such business acquisition brings to the Company’s existing operations. The goodwill related to the Ventev, Nicor and DMC Power acquisitions is not deductible for tax purposes.

Allocation of Consideration Transferred to Net Assets Acquired

The following table presents the preliminary determination of the fair values of identifiable assets acquired and liabilities assumed from the Company's 2025 acquisitions of Ventev, Nicor and DMC Power. The final determination of the fair value of certain assets and liabilities will be completed within the applicable one year measurement period as required by FASB ASC Topic 805, “Business Combinations.” As the Company finalizes the fair values of assets acquired and liabilities assumed, additional purchase price adjustments may be recorded during the measurement period. Fair value estimates are based on a complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. The judgments used to determine the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, can materially impact the Company's results of operations and financial position. The finalization of the purchase accounting assessment may result in a change in the valuation of assets acquired and liabilities assumed and may have a material impact on the Company's results of operations and financial position.

HUBBELL INCORPORATED - Form 10-K65

The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed at the date of acquisition for the Company's 2025 acquisitions of Ventev, Nicor and DMC Power (in millions):

Accounts receivable$32.3
Inventories47.6
Other current assets1.9
Property, plant and equipment54.7
Other non-current assets5.4
Intangible assets417.1
Accounts payable(12.6)
Other accrued liabilities(16.1)
Deferred tax liabilities, net(106.5)
Other non-current liabilities(4.7)
Goodwill539.2
Total Estimate of Consideration Transferred, Net of Cash Acquired$958.3

The Condensed Consolidated Financial Statements include the results of operations of the acquired businesses from their respective dates of acquisition. Pro forma information related to these acquisitions has not been included because the impact of net sales and earnings related to these acquisitions for the twelve months ended December 31, 2025 was not material to the Company’s condensed consolidated results of operations.

Cash used for the acquisition of businesses, net of cash acquired as reported in the Consolidated Statement of Cash Flows for the year ended December 31, 2025 is $958.3 million.

The purchase price allocation to identifiable intangible assets acquired for all of the 2025 acquisitions is as follows (in millions, except useful life amounts):

Estimated Fair ValueWeighted Average Estimated Useful Life
Patents, tradenames and trademarks$19.220
Customer relationships338.523
Developed technology55.010
Backlog4.42
Total$417.1

Customer relationships and developed technology intangible assets acquired are amortized using an accelerated method that reflects the pattern in which economic benefits of the intangible assets are consumed and results in higher amortization in the earlier years of the asset’s useful life.

2023 Acquisitions

In the fourth quarter of 2023 the Company acquired Northern Star Holdings, Inc., (“Systems Control”) for approximately $1.1 billion, net of cash acquired, subject to customary purchase price adjustments. Systems Control is a manufacturer of substation control and relay panels, as well as turnkey substation control building solutions. This business is reported in the Utility Solutions segment. We have recognized intangible assets of $573.9 million and goodwill of $517.9 million as a result of this acquisition. The goodwill is attributable primarily to expected synergies, expanded market opportunities, and other expected benefits that the Company believes will result from combining its operations with the operations of Systems Control. For tax purposes, $138.8 million of the Systems Control historical goodwill is deductible. The incremental goodwill created as a result of the acquisition is not deductible for tax purposes. The intangible assets of $573.9 million consist primarily of customer relationships, tradenames and backlog and will be amortized over a weighted average period of approximately 19 years.

In the fourth quarter of 2023, the Company acquired all of the issued and outstanding shares of Indústria Eletromecânica Balestro Ltda. (“Balestro”) for a cash purchase price of approximately $87 million, net of cash acquired, subject to customary purchase price adjustments. Balestro is a company headquartered in Mogi Mirim, São Paulo, Brazil and designs, manufactures, and delivers top quality products for the electrical utility industry in Brazil and other countries in Latin America, as well as other parts of the world. This business is reported in the Utility Solutions segment. We have recognized intangible assets of $5.6 million and goodwill of $64.5 million as a result of this acquisition. The intangible assets of $5.6 million consist primarily of customer relationships, tradenames and backlog and will be amortized over a weighted average period of approximately 21 years. The goodwill is not expected to be deductible for tax purposes.

HUBBELL INCORPORATED - Form 10-K66

In the second quarter of 2023, the Company acquired all of the issued and outstanding membership interests of EI Electronics LLC (“EIG”) for a cash purchase price of approximately $60 million, net of cash acquired, subject to customary purchase price adjustments. EIG offers fully integrated energy management and power quality monitoring solutions for the electric utility and commercial & industrial markets. This business is reported in the Utility Solutions segment. We have recognized intangible assets of $28.7 million and goodwill of $23.3 million as a result of this acquisition. The intangible assets of $28.7 million consist primarily of customer relationships, developed technology, a trade name and backlog and will be amortized over a weighted average period of approximately 14 years. All of the goodwill is expected to be deductible for tax purposes.

These business acquisitions have been accounted for as business combinations and have resulted in the recognition of goodwill. The goodwill relates to a number of factors implied in the purchase prices, including the future earnings and cash flow potential of the businesses as well as the complementary strategic fit and resulting synergies that such business acquisitions bring to the Company’s existing operations.

Allocation of Consideration Transferred to Net Assets Acquired

The following table presents the final determination of the fair value of identifiable assets acquired and liabilities assumed from the Company’s 2023 acquisitions. Fair value estimates are based on a complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. The judgments used to determine the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, can materially impact the Company’s results of operations (in millions):

Accounts receivable$71.5
Inventories84.9
Other current assets49.6
Property, plant and equipment31.6
Other non-current assets2.8
Intangible assets608.2
Accounts payable(17.5)
Other accrued liabilities(85.1)
Deferred tax liabilities, net(134.0)
Other non-current liabilities(11.9)
Goodwill605.7
Total Estimate of Consideration Transferred, Net of Cash Acquired$1,205.8

Cash used for the acquisition of businesses, net of cash acquired as reported in the Consolidated Statement of Cash Flows for the year ended December 31, 2023 is $1,211.7 million and net working capital settlements relating to acquisitions completed in previous years resulted in $5.9 million of cash receipts for the year ended December 31, 2024. These amounts exclude approximately $7.2 million of deferred purchase price related to the Balestro acquisition.

The purchase price allocation to identifiable intangible assets acquired for all of the 2023 acquisitions is as follows (in millions, except useful life amounts):

Estimated Fair ValueWeighted Average Estimated Useful Life
Patents, tradenames and trademarks$45.120
Customer relationships503.021
Developed technology8.510
Backlog51.63
Total$608.2

Customer relationships and developed technology intangible assets acquired are amortized using an accelerated method that reflects the pattern in which economic benefits of the intangible assets are consumed and results in higher amortization in the earlier years of the asset’s useful life.

Supplemental Pro-forma Data

The results of operations for the 2023 acquisitions have been included in the Company’s consolidated financial statements for the period subsequent to the completion of the acquisitions on their respective dates. Acquisitions contributed sales of approximately $41.4 million and operating income of approximately $0.0 million, before any transaction costs described below, for the period from the completion of the acquisitions through December 31, 2023.

HUBBELL INCORPORATED - Form 10-K67

The following unaudited supplemental pro-forma information presents consolidated results as if the acquisitions had been completed on January 1, 2022. Following that approach, for the purpose of the pro-forma results presented in the tables below, certain costs incurred by the Company during 2023 have been reclassified into the pro-forma 2022 period. Those reclassifications primarily include the following, which represent the amount of increase or (decrease) to reported results to arrive at the pro-forma results (in millions, except per share amounts).

Twelve Months Ended December 31,Per Diluted Share
20232023
Transaction costs incurred in 2023(1)$11.2$0.21
Intangible amortization and inventory step up(2)$(20.7)$(0.38)
Interest expense(3)$1.2$0.02

(1) Transaction costs incurred in 2023 have been reclassified into the comparative pro-forma 2022 period.

(2) Intangible amortization and inventory step up amortization incurred in 2023 have been reclassified into the comparable pro-forma 2022 period and increased to reflect the assumption the transactions were completed on January 1, 2022. The pro-forma 2023 period includes the intangible amortization that would be incurred assuming that the transactions had been completed on January 1, 2022.

(3) Interest expense incurred in 2023, reflecting amounts incurred from the date of the acquisitions, has been reclassified into the pro-forma 2022 period and increased to reflect the assumption that the transactions were completed on January 1, 2022. The pro-forma 2023 period includes the interest expense that would have been incurred assuming the transactions had been completed on January 1, 2022.

The pro-forma results were calculated by combining the results of the Company with the stand-alone results of the acquisitions for the pre-acquisition periods, as described above:

Twelve Months Ended
(in millions, except per share amounts)December 31, 2023
Net sales$5,762.1
Net income attributable to Hubbell$801.4
Earnings Per Share:
Basic$14.92
Diluted$14.81

The unaudited supplemental pro-forma financial information does not reflect the actual performance of the 2023 acquisitions in the periods presented and does not reflect the potential realization of cost savings relating to the integration of the acquisitions with Hubbell. Further, the pro-forma data should not be considered indicative of the results that would have occurred if the acquisitions and related financing had been consummated on January 1, 2022, nor are they indicative of future results.

Dispositions

In December 2023, the Company entered into a definitive agreement to sell its residential lighting business for a cash purchase price of $131 million, subject to customary adjustments. The Company concluded the business met the criteria for classification as held for sale in the fourth quarter of 2023. The residential lighting business is reported with the Electrical Solutions Segment. The transaction closed in the first quarter of 2024 and the Company recorded a pre-tax loss on the sale of $5.3 million, which is recorded within Total other expense in the Company’s Consolidated Statement of Income.

Under the terms of the transaction, Hubbell and the buyer entered into a transition services agreement (“TSA”), pursuant to which the Company agreed to provide certain administrative and operational services for a period of 12 months or less. Income from the TSA for the years ended December 31, 2025 and 2024 was $1.9 million and $7.2 million, respectively, and was recorded in Other expense, net in the Consolidated Statement of Income.

In the second quarter of 2025, the Company sold a product line from the Electrical Solutions segment for $2.6 million, and recognized a $0.4 million pre-tax loss on the disposition, which is recorded within Total other expense in the Company's Consolidated Statements of Income.

HUBBELL INCORPORATED - Form 10-K68

NOTE 4 Receivables and Allowances

Receivables consist of the following components at December 31, (in millions):

20252024
Trade accounts receivable$879.4$780.1
Non-trade receivables29.522.4
Accounts receivable, gross908.9802.5
Allowance for credit memos, returns and cash discounts(38.1)(35.2)
Allowance for doubtful accounts(13.9)(11.3)
Total allowances(52.0)(46.5)
ACCOUNTS RECEIVABLE, NET$856.9$756.0

NOTE 5 Inventories

Inventories are classified as follows at December 31, (in millions):

20252024
Raw material$455.0$409.9
Work-in-process227.5218.5
Finished goods401.3382.0
INVENTORIES, NET$1,083.8$1,010.4

See Note 1 regarding change in accounting method for inventories to FIFO from LIFO.

NOTE 6 Goodwill and Other Intangible Assets

Changes in the carrying amounts of goodwill for the years ended December 31, 2025 and 2024, by segment, were as follows (in millions):

Segment
Utility SolutionsElectrical SolutionsTotal
BALANCE AT DECEMBER 31, 2023$1,897.5$635.9$2,533.4
Prior year acquisitions(9.0)—(9.0)
Foreign currency translation(20.1)(3.5)(23.6)
BALANCE AT DECEMBER 31, 2024$1,868.4$632.4$2,500.8
Current year dispositions(1)—(0.3)(0.3)
Current year acquisitions(1)499.240.0539.2
Foreign currency translation16.44.721.1
BALANCE AT DECEMBER 31, 2025$2,384.0$676.8$3,060.8

(1) Refer to Note 3 - Business Acquisitions and Dispositions for additional information.

The Company has not recorded any goodwill impairments since the initial adoption of the related accounting guidance in 2002.

Identifiable intangible assets are recorded in Other intangible assets, net in the Consolidated Balance Sheet. Identifiable intangible assets are comprised of the following (in millions):

HUBBELL INCORPORATED - Form 10-K69
December 31, 2025December 31, 2024
Gross AmountAccumulated AmortizationGross AmountAccumulated Amortization
Definite-lived:
Patents, tradenames and trademarks$250.0$(104.7)$232.4$(95.2)
Customer relationships1,633.6(517.6)1,290.0(443.2)
Developed technology and other278.6(179.4)221.4(158.8)
TOTAL DEFINITE-LIVED INTANGIBLES2,162.2(801.7)1,743.8(697.2)
Indefinite-lived:
Tradenames and other33.8—33.4—
TOTAL OTHER INTANGIBLE ASSETS$2,196.0$(801.7)$1,777.2$(697.2)

Amortization expense associated with these definite-lived intangible assets was $103.6 million, $116.6 million and $73.5 million in 2025, 2024 and 2023, respectively. Amortization expense associated with these intangible assets is expected to be $111.5 million in 2026, $114.1 million in 2027, $109.5 million in 2028, $104.8 million in 2029 and $97.7 million in 2030. The Company amortizes intangible assets with definite lives using either an accelerated method that reflects the pattern in which economic benefits of the intangible assets are consumed and results in higher amortization in the earlier years of the assets’ useful life, or using a straight line method. Approximately 90% of the gross value of definite-lived intangible assets follow an accelerated amortization method.

70HUBBELL INCORPORATED - Form 10-K

NOTE 7 Investments

At December 31, 2025 and December 31, 2024, the Company held investments classified as available-for-sale and investments classified as trading securities. Investments classified as available-for-sale consisted of municipal bonds with an amortized cost basis of $78.0 million as of December 31, 2025. Investments classified as trading securities were composed primarily of debt and equity mutual funds and are stated at fair market value based on current quotes.

The following table sets forth selected data with respect to the Company’s investments at December 31, (in millions):

20252024
Amortized CostGross Unrealized GainsGross Unrealized LossesFair ValueCarrying ValueAmortized CostGross Unrealized GainsGross Unrealized LossesFair ValueCarrying Value
Available-for-sale securities$78.0$0.8$(0.4)$78.4$78.4$70.1$0.1$(0.6)$69.6$69.6
Trading securities13.519.0—32.532.513.514.6—28.128.1
TOTAL INVESTMENTS$91.5$19.8$(0.4)$110.9$110.9$83.6$14.7$(0.6)$97.7$97.7

Contractual maturities of our investments in available-for-sale securities at December 31, 2025 were as follows (in millions):

Amortized CostFair Value
Available-for-sale securities
Due within 1 year$12.5$12.5
After 1 year but within 5 years51.752.4
After 5 years but within 10 years5.85.9
Due after 10 years8.07.6
TOTAL$78.0$78.4

The total unrealized gain/(loss) recognized in the year relating to available-for-sale securities, net of tax, was $0.7 million and $(0.1) million for the year ended December 31, 2025 and 2024, respectively. These net unrealized gains/(losses) are included in Accumulated other comprehensive loss, net of tax. Net unrealized gains relating to trading securities have been reflected in the results of operations. The Company uses the specific identification method when identifying the cost basis used to calculate the gain or loss on these securities. Gains and losses for both available-for-sale and trading securities were not material in 2025, 2024 and 2023.

At December 31, 2025 and December 31, 2024, the Company had $78.4 million and $69.6 million, respectively, of available-for-sale municipal debt securities. These investments had an amortized cost of $78.0 million and $70.1 million, respectively. No allowance for credit losses related to our available-for-sale debt securities was recorded for the twelve months ended December 31, 2025. As of December 31, 2025 and December 31, 2024, the unrealized losses attributable to our available-for-sale debt securities was $0.4 million and $0.6 million, respectively. The fair value of available-for-sale debt securities with unrealized losses was $20.5 million at December 31, 2025 and $40.5 million at December 31, 2024.

NOTE 8 Property, Plant, and Equipment

Property, plant, and equipment, carried at cost, is summarized as follows at December 31, (in millions):

20252024
Land$37.9$34.8
Buildings and improvements291.5269.6
Machinery, tools, and equipment1,225.81,089.8
Construction-in-progress121.7135.7
Gross property, plant, and equipment1,676.91,529.9
Less accumulated depreciation(835.7)(803.3)
PROPERTY, PLANT, AND EQUIPMENT, NET$841.2$726.6

Depreciable lives on buildings range between 20-45 years. Depreciable lives on machinery, tools, and equipment range between 3-15 years. The Company recorded depreciation expense of $92.8 million, $81.3 million and $71.9 million for 2025, 2024 and 2023, respectively.

HUBBELL INCORPORATED - Form 10-K71

NOTE 9 Other Accrued Liabilities

Other accrued liabilities consist of the following at December 31, (in millions):

20252024
Customer program incentives$73.5$51.7
Accrued income taxes27.521.4
Contract liabilities - deferred revenue161.3134.6
Customer refund liability20.520.1
Accrued warranties(1)15.220.6
Current operating lease liabilities40.734.2
Other112.089.8
TOTAL$450.7$372.4

(1) Refer to Note 21 – Guarantees for additional information regarding warranties.

NOTE 10 Other Non-Current Liabilities

Other non-current liabilities consist of the following at December 31, (in millions):

20252024
Pensions$117.4$167.1
Other post-employment benefits10.312.9
Deferred tax liabilities420.1277.1
Accrued warranties long-term(1)18.821.1
Non-current operating lease liabilities121.2117.3
Other138.1124.7
TOTAL$825.9$720.2

(1) Refer to Note 21 – Guarantees for additional information regarding warranties.

72HUBBELL INCORPORATED - Form 10-K

NOTE 11 Retirement Benefits

The Company has funded and unfunded non-contributory U.S. and foreign defined benefit pension plans. Benefits under these plans are generally provided based on either years of service and final average pay or a specified dollar amount per year of service. The U.S. defined benefit pension plan has been closed to new participants since 2004, while the Canadian and UK defined benefit pension plans have been closed to new entrants since 2006 and 2007, respectively. These U.S., Canadian and UK employees are eligible instead for defined contribution plans.

The Company also has a number of health care and life insurance benefit plans covering eligible employees who reached retirement age while working for the Company. These benefits have been discontinued for substantially all future retirees. The Company anticipates future cost-sharing charges for its discontinued plans that are consistent with past practices. The Company uses a December 31 measurement date for all of its plans.

The Company’s U.S. defined benefit pension plans were approximately 89% of the $636.2 million total pension benefit obligations at December 31, 2025.

HUBBELL INCORPORATED - Form 10-K73

The following table sets forth the reconciliation of beginning and ending balances of the benefit obligations and the plan assets for the Company’s defined benefit pension and other benefit plans at December 31, (in millions):

Pension BenefitsOther Benefits
2025202420252024
Change in benefit obligation
Benefit obligation at beginning of year$657.1$674.9$14.2$16.1
Service cost0.50.6——
Interest cost35.233.40.70.8
Plan participants’ contributions————
Amendments————
Actuarial (gain)/loss(0.6)5.4(1.4)(1.8)
Currency impact4.4(1.8)——
Other————
Benefits paid(60.4)(55.4)(0.7)(0.9)
Benefit obligation at end of year$636.2$657.1$12.8$14.2
Change in plan assets
Fair value of plan assets at beginning of year$499.0$543.1$—$—
Actual return on plan assets44.85.2——
Employer contributions48.88.20.70.9
Plan participants’ contributions————
Currency impact4.5(2.1)——
Benefits paid(60.4)(55.4)(0.7)(0.9)
Fair value of plan assets at end of year536.7499.0——
FUNDED STATUS$(99.5)$(158.1)$(12.8)$(14.2)
Amounts recognized in the consolidated balance sheet consist of:
Prepaid pensions (included in Other long-term assets)$23.8$15.5$—$—
Accrued benefit liability (short-term and long-term)(123.3)(173.6)(12.8)(14.2)
NET AMOUNT RECOGNIZED IN THE CONSOLIDATED BALANCE SHEET$(99.5)$(158.1)$(12.8)$(14.2)
Amounts recognized in Accumulated other comprehensive loss (income) consist of:
Net actuarial loss (gain)$226.1$251.6$(6.9)$(6.1)
Prior service cost5.35.6——
NET AMOUNT RECOGNIZED IN ACCUMULATED OTHER COMPREHENSIVE LOSS$231.4$257.2$(6.9)$(6.1)

The accumulated benefit obligation for all defined benefit pension plans was $636.2 million and $657.1 million at December 31, 2025 and 2024, respectively. Information with respect to plans with accumulated benefit obligations in excess of plan assets is as follows, (in millions):

20252024
Projected benefit obligation$450.1$468.8
Accumulated benefit obligation$450.1$468.8
Fair value of plan assets$326.8$295.2
74HUBBELL INCORPORATED - Form 10-K

The following table sets forth the components of pension and other benefit costs for the years ended December 31, (in millions):

Pension BenefitsOther Benefits
202520242023202520242023
Components of net periodic benefit cost:
Service cost$0.5$0.6$0.6$—$—$—
Interest cost35.233.435.20.70.80.8
Expected return on plan assets(28.6)(30.8)(28.1)———
Amortization of prior service cost0.40.40.4———
Amortization of actuarial losses (gains)11.39.910.4(0.6)(0.4)(0.5)
Curtailment and settlement losses——————
Net periodic benefit cost$18.8$13.5$18.5$0.1$0.4$0.3
Changes recognized in other comprehensive loss (income), before tax:
Current year net actuarial (gain) loss$(16.7)$31.0$(4.6)$(1.4)$(1.8)$0.3
Current year prior service credit——————
Amortization of prior service (cost)(0.4)(0.4)(0.4)———
Amortization of net actuarial (losses) gains(11.3)(9.9)(10.4)0.60.40.6
Currency impact2.6(0.5)1.8———
Settlement adjustment——————
Curtailment adjustments——————
Total recognized in other comprehensive loss(25.8)20.2(13.6)(0.8)(1.4)0.9
TOTAL RECOGNIZED IN NET PERIODIC PENSION COST AND OTHER COMPREHENSIVE LOSS$(7.0)$33.7$4.9$(0.7)$(1.0)$1.2

The Company also maintains four primary defined contribution pension plans. The total cost of the Company’s defined contribution plans was $35.2 million in 2025, $36.7 million in 2024 and $32.3 million in 2023, excluding the employer match for the 401(k) plan. This cost is not included in the above net periodic benefit cost for the defined benefit pension plans.

As of December 31, 2025 the Company was not an active participant in any multi-employer pension plans.

HUBBELL INCORPORATED - Form 10-K75

Assumptions

The following assumptions were used to determine the projected benefit obligations at the measurement date and the net periodic benefit cost for the year:

Pension BenefitsOther Benefits
202520242023202520242023
Weighted-average assumptions used to determine benefit obligations at December 31,
Discount rate5.49%5.58%5.16%5.50%5.60%5.20%
Rate of compensation increase0.08%0.08%0.08%5.00%5.00%5.00%
Weighted-average assumptions used to determine net periodic benefit cost for years ended December 31,
Discount rate5.58%5.16%5.46%5.60%5.20%5.50%
Expected return on plan assets5.75%5.93%5.68%N/AN/AN/A
Rate of compensation increase0.08%0.08%0.08%5.00%5.00%3.93%

At the end of each year, the Company determines the appropriate expected return on assets for each plan based upon its strategic asset allocation (see discussion below). In making this determination, the Company utilizes expected returns for each asset class based upon current market conditions and expected risk premiums for each asset class.

The Company also determines the discount rate to be used to calculate the present value of pension plan liabilities at the end of each year. The discount rate for the Company’s U.S. and Canadian pension plans is determined by matching the expected cash flows associated with its benefit obligations to the expected cash flows of a hypothetical portfolio of high quality, fixed income debt instruments with maturities that closely match the expected funding period of its pension liabilities. As of December 31, 2025, the Company used a discount rate of 5.50% for its U.S. pension plans compared to a discount rate of 5.60% used in 2024. For its Canadian pension plan, the Company used a discount rate of 4.86% as of December 31, 2025 compared to a 4.58% discount rate used in 2024.

For its UK pension plan, the discount rate was derived using a full yield curve and uses plan specific cash flows. The derived discount rate is the single discount rate equivalent to discounting these liability cash flows at the term-dependent spot rate of AA corporate bonds. This methodology resulted in a December 31, 2025 discount rate for the UK pension plan of 5.55% as compared to a discount rate of 5.60% used in 2024.

In 2025, 2024 and 2023, we used the Pri-2012 mortality table and the MP-2021 projection scale from 2012 to calculate the present value of our pension plan liabilities in the U.S. In 2024, the Pri-2012 mortality table was adjusted to reflect plan specific geospatial characteristics as appropriate. The plan specific adjusted Pri-2012 mortality table with generational projection from 2012 using Scale MP-2021 was chosen as the best estimate based on the observed and anticipated experience of the plans after considering alternative tables.

The rate of compensation increase assumption reflects the Company’s actual experience and best estimate of future increases.

The assumed health care cost trend rates used to determine the projected postretirement benefit obligation are as follows:

Other Benefits
202520242023
Assumed health care cost trend rates at December 31,
Health care cost trend assumed for next year7.5%6.8%6.8%
Rate to which the cost trend is assumed to decline5.0%5.0%5.0%
Year that the rate reaches the ultimate trend rate203620312031
76HUBBELL INCORPORATED - Form 10-K

Plan Assets

The Company’s combined targeted 2026 weighted average asset allocation for domestic and foreign pension plans and the actual weighted average asset allocation for domestic and foreign pension plans at December 31, 2025 and 2024 by asset category are as follows:

Percentage of Plan Assets
TargetActual
Asset Category202620252024
Equity securities20%20%21%
Debt securities & Cash80%80%79%
Alternative Investments—%—%—%
TOTAL100%100%100%

At the end of each year, the Company estimates the expected long-term rate of return on pension plan assets based on the strategic asset allocation for its plans. In making this determination, the Company utilizes expected rates of return for each asset class based upon current market conditions and expected risk premiums for each asset class. The Company has written investment policies and asset allocation guidelines for its domestic and foreign pension plans. In establishing these policies, the Company has considered that its various pension plans are a major retirement vehicle for most plan participants and has acted to discharge its fiduciary responsibilities with regard to the plans solely in the interest of such participants and their beneficiaries. The goal underlying the establishment of the investment policies is to provide that pension assets shall be invested in a prudent manner and so that, together with the expected contributions to the plans, the funds will be sufficient to meet the obligations of the plans as they become due.

To achieve this result, the Company conducts a periodic strategic asset allocation study to form a basis for the allocation of pension assets between various asset categories. Specific policy benchmark percentages are assigned to each asset category with minimum and maximum ranges established for each. The assets are then tactically managed within these ranges. Derivative investments include futures contracts used by the plan to adjust the level of its investments within an asset allocation category. The actual and target percentages reported in the preceding table reflect the economic exposure to each asset category, including the impact of derivative positions. All futures contracts are 100% supported by cash or cash equivalent investments. At no time may derivatives be utilized to leverage the asset portfolio. At December 31, 2025 and 2024, there were no holdings of Company stock in pension plan assets.

The Company’s other post-employment benefits are unfunded; therefore, no asset information is reported.

HUBBELL INCORPORATED - Form 10-K77

The fair value of the Company’s pension plan assets at December 31, 2025 and 2024, by asset category are as follows (in millions):

Quoted Prices in Active Markets for Identical AssetsQuoted Prices in Active Market for Similar AssetSignificant Unobservable InputsInvestments Priced Using Net Asset Value
Asset CategoryTotal(Level 1)(Level 2)(Level 3)
Cash and cash equivalents$25.4$21.2$4.2$—$—
Equity securities:
Equity Mutual Funds16.816.8———
Common Pooled Equity Funds (a)86.7—86.7——
Fixed Income Securities:
U.S. Treasuries44.3—44.3——
State and Local Municipal Bonds8.1—8.1——
Sovereign Debt6.9—6.9——
Corporate Bonds (b)133.7—133.7——
Fixed Income Mutual Funds16.316.3———
Common Pooled Fixed Income Funds (c)193.5—193.5——
Asset Backed Securities2.6—2.6——
Alternative Investment Funds0.4———0.4
Common Pooled Funds (d)2.00.41.6——
BALANCE AT DECEMBER 31, 2025$536.7$54.7$481.6$—$0.4
Quoted Prices in Active Markets for Identical AssetsQuoted Prices in Active Market for Similar AssetSignificant Unobservable InputsInvestments Priced Using Net Asset Value
Asset CategoryTotal(Level 1)(Level 2)(Level 3)
Cash and cash equivalents$3.0$1.1$1.9$—$—
Equity securities:
Equity Mutual Funds14.714.7———
Common Pooled Equity Funds (a)87.6—87.6——
Fixed Income Securities:
U.S. Treasuries41.3—41.3——
State and Local Municipal Bonds7.6—7.6——
Sovereign Debt8.7—8.7——
Corporate Bonds (b)131.1—131.1——
Fixed Income Mutual Funds15.715.7———
Common Pooled Fixed Income Funds (c)186.8—186.8——
Asset Backed Securities—————
Alternative Investment Funds0.5———0.5
Common Pooled Funds (d)2.00.41.6——
BALANCE AT DECEMBER 31, 2024$499.0$31.9$466.6$—$0.5

*(a)*Investments in Common Pooled Equity Funds, including funds and fund products investing in various equity securities.

*(b)*Includes primarily investment grade bonds from diverse industries.

*(c)*Investments in Common Pooled Fixed Income Funds, including funds and fund products investing in various fixed income investments.

*(d)*Investments in Common Pooled Funds, consisting of equities and fixed income securities.

78HUBBELL INCORPORATED - Form 10-K

Contributions

The Company contributed $1.3 million to its foreign qualified plans in 2024 and $40.0 million to its U.S. qualified plans and $1.4 million to its foreign qualified plans in 2025.

Estimated Future Benefit Payments

The following domestic and foreign benefit payments, which reflect future service, as appropriate, are expected to be paid as follows (in millions):

Pension BenefitsOther Benefits
2026$54.5$2.6
2027$53.9$1.1
2028$53.3$1.1
2029$52.7$1.0
2030$51.9$1.0
2031-2035$244.8$4.3

NOTE 12 Debt

The following table sets forth the Company’s long-term debt at December 31, (in millions):

Maturity20252024
Senior notes at 3.35%2026$—$399.2
Senior notes at 3.15%2027299.1298.6
Senior notes at 3.50%2028448.5447.7
Senior notes at 2.300%2031297.7297.2
Senior notes at 4.800%2035392.1—
Term loan2028598.9—
TOTAL LONG-TERM DEBT**(a)**$2,036.3$1,442.7

(a) Long-term debt is presented net of debt issuance costs and unamortized discounts.

2025 Term Loan

On September 29, 2025, the Company entered into a Term Loan Agreement (the "2025 Term Loan Agreement") with a syndicate of lenders and JPMorgan Chase Bank, N.A., as administrative agent. On October 1, 2025, the Company borrowed $600 million under the Term Loan Agreement (the "2025 Loan") on an unsecured basis to finance the DMC Power acquisition. The 2025 Term Loan was made in a single borrowing and will be due and payable on September 29, 2028. The 2025 Term Loan bears interest based on the Term SOFR Rate (as defined in the 2025 Term Loan Agreement), plus an applicable interest addition based on Hubbell's credit ratings. The interest rate on the 2025 Term Loan as of December 31, 2025 was 4.99%. Hubbell also paid to the lenders certain customary fees in connection with the 2025 Term Loan Agreement.

The 2025 Term Loan Agreement contains representations and warranties and affirmative and negative covenants customary for an unsecured financing of this type, as well as a financial covenant requiring that, as of the last day of each fiscal quarter, the ratio of total indebtedness to total capitalization shall not be greater than 65%. The Company was in compliance with this covenant as of December 31, 2025.

2023 Term Loan

In December 2023, the Company entered into a Term Loan Agreement (the “2023 Term Loan Agreement”) with a syndicate of lenders under which the Company borrowed $600.0 million (the "2023 Term Loan") on an unsecured basis to partially finance the Systems Control acquisition, which was completed on December 12, 2023. Borrowings under the 2023 Term Loan Agreement bore interest generally at either the adjusted term SOFR rate plus an applicable margin (determined by a ratings based grid) or the alternative base rate. The principal amount of borrowings under the 2023 Term Loan Agreement amortized in equal quarterly installments of 2.5% in year one, 2.5% in year two, and 5% in year three, and the remaining borrowings under the 2023 Term Loan Agreement were due and payable in full at maturity in December 2026. The Company had the option to make principal payments in excess of the amortization schedule at its discretion; as such, during the fourth quarter of 2024, the Company repaid the remainder of the 2023 Term Loan and no balance was outstanding at December 31, 2025 or December 31, 2024.

2025 Credit Facility

On March 25, 2025, the Company, as borrower, and each foreign subsidiary borrower from time to time party thereto (collectively, the “Foreign Subsidiary Borrowers”) entered into a five-year credit agreement with a syndicate of lenders and JPMorgan Chase Bank, N.A., as administrative agent, that provides for a $1.0 billion committed unsecured revolving credit facility (the “Revolving Credit Agreement”). The obligations of the Foreign Subsidiary Borrowers (if any) under the Revolving Credit Agreement are guaranteed by the Company.

Commitments under the Revolving Credit Agreement may be conditionally increased to an aggregate amount not to exceed $1.5 billion. The Revolving Credit Agreement includes a $50.0 million sub-limit for the issuance of letters of credit. The sum of the dollar amount of loans and letters of credit to the Foreign Subsidiary Borrowers under the Revolving Credit Agreement may not exceed $100.0 million.

The interest rate applicable to borrowings under the Revolving Credit Agreement is either (i) the alternate base rate (as defined in the Revolving Credit Agreement) or (ii) the term SOFR rate (as defined in the Revolving Credit Agreement) plus an applicable margin based on the Company's credit ratings.

All revolving loans outstanding under the Revolving Credit Agreement will be due and payable on March 25, 2030. The Revolving Credit Agreement provides for up to two one-year maturity extensions. As of December 31, 2025, the credit facility was undrawn.

The Revolving Credit Agreement contains a sole financial covenant requiring that, as of the last day of each fiscal quarter, the ratio of total indebtedness to total capitalization shall not be greater than 65%. The Company was in compliance with this covenant as of December 31, 2025.

Unsecured Senior Notes

On November 14, 2025, the Company completed a public offering of $400 million aggregate principal amount of its 4.800% Senior Notes due 2035 (the “2035 Notes” and collectively with those described below, the "Notes"). The net proceeds from the offering were approximately $392.7 million after deducting the underwriting discount and estimated offering expenses payable by the Company. The 2035 Notes bear interest at a rate of 4.800% per annum from November 14, 2025. Interest on the 2035 Notes is payable semi-annually in arrears on May 15 and November 15 of each year, beginning on May 15, 2026. The 2035 Notes will mature on November 15, 2035. The Company used the net proceeds from the offering of the 2035 Notes, together with cash on hand, on December 1, 2025, to redeem in full all of the Company’s outstanding 3.350% Senior Notes due in 2026 for an aggregate principal amount of $400 million, which had a stated maturity date of March 1, 2026 (the "2026 Notes"), and to pay the accrued interest in respect thereof.

On March 12, 2021, the Company completed a public offering of $300 million aggregate principal amount of its 2.300% Senior Notes due 2031 (the “2031 Notes”). The net proceeds from the offering were approximately $295.5 million after deducting the underwriting discount and estimated offering expenses payable by the Company. The 2031 Notes bear interest at a rate of 2.300% per annum from March 12, 2021. Interest on the 2031 Notes is payable semi-annually in arrears on March 15 and September 15 of each year, beginning on September 15, 2021. The 2031 Notes will mature on March 15, 2031. The 2031 Notes are callable at any time with a make whole premium and are only subject to accelerated payment prior to maturity in the event of a default (including as a result of the Company’s failure to meet certain non-financial covenants) under the indenture governing the notes or upon a change in control triggering event as defined in such indenture. The Company was in compliance with all non-financial covenants as of December 31, 2025.

In February 2018, the Company completed a public offering of $450 million of senior, unsecured, notes maturing in February 2028 and bearing interest at a fixed rate of 3.50% (the “2028 Notes”). Net proceeds from the issuance of the 2028 Notes were $442.6 million after deducting the discount on such notes and offering expenses paid by the Company. The 2028 Notes are callable at any time at specified prices and are only subject to accelerated payment prior to maturity upon customary events of a default under the indenture governing the 2028 Notes, as modified by the supplemental indenture creating such notes, or upon a change in control triggering event as defined in such indenture.

In August 2017, the Company completed a public debt offering of $300 million of long-term unsecured, unsubordinated notes maturing in August 2027 and bearing interest at a fixed rate of 3.15% (the “2027 Notes”). Net proceeds from the issuance were $294.6 million after deducting the discount on the notes and offering expenses paid by the Company.

The 2027 Notes, 2028 Notes, 2031 Notes, and 2035 Notes are all fixed rate indebtedness, are callable at any time with a make whole premium and are only subject to accelerated payment prior to maturity in the event of a default (including as a result of the Company’s failure to meet certain non-financial covenants) under the indenture governing the notes, as modified by the supplemental indentures creating such notes, or upon a change in control triggering event as defined in such indenture. The Company was in compliance with all non-financial covenants as of December 31, 2025.

80HUBBELL INCORPORATED - Form 10-K

At December 31, 2025 and 2024, the Company had $289.1 million and $125.4 million, respectively, of short-term debt is composed of:

◦$287.0 million of commercial paper borrowings outstanding at December 31, 2025, and $123.0 million of commercial paper borrowings outstanding at December 31, 2024. The increase in commercial paper borrowings in 2025 was used for the repurchase of $225.0 million of treasury stock and to partially fund the acquisition of Ventev, Nicor and DMC Power.

◦The Company had $2.1 million and $2.4 million of short-term debt outstanding at December 31, 2025 and December 31, 2024, respectively, which consisted of amounts outstanding under our commercial card program.

Other information related to short-term debt at December 31, is summarized below:

20252024
Weighted average interest rate on short-term debt:
At year end4.13%4.49%

The Company maintains other lines of credit that are primarily used to support the issuance of letters of credit. Interest rates and other terms of borrowing under these lines of credit vary from country to country, depending on local market conditions. At December 31, 2025 and 2024 these lines totaled $58.2 million and $55.3 million, respectively, of which $21.5 million and $41.1 million was utilized to support letters of credit and the remaining amount was unused. The annual commitment fees associated with these lines of credit are not material.

Interest and fees paid related to total indebtedness was $77.6 million, $83.6 million and $49.9 million in 2025, 2024 and 2023, respectively.

HUBBELL INCORPORATED - Form 10-K81

NOTE 13 Income Taxes

The following table sets forth selected data with respect to the Company’s income tax provisions for the years ended December 31, (in millions):

202520242023
Income before income taxes:
United States$968.1$851.3$836.9
International151.0155.5135.3
TOTAL INCOME BEFORE INCOME TAXES$1,119.1$1,006.8$972.2
Provision for income taxes — current:
Federal$155.0$150.2$165.6
State24.333.035.6
International36.936.932.3
Total provision — current$216.2$220.1$233.5
Provision for income taxes — deferred:
Federal$28.3$12.6$(10.8)
State0.8(3.5)(8.4)
International(18.1)(7.1)0.3
Total provision — deferred$11.0$2.0$(18.9)
TOTAL PROVISION FOR INCOME TAXES$227.2$222.1$214.6
82HUBBELL INCORPORATED - Form 10-K

Deferred tax assets and liabilities result from differences in the basis of assets and liabilities for tax and financial statement purposes. The components of the deferred tax assets/(liabilities) at December 31, were as follows (in millions):

20252024
Deferred tax assets:
Inventories$17.7$—
Lease liabilities39.538.2
Income tax credits10.423.9
Accrued liabilities42.638.0
Pension24.033.0
Post retirement and post employment benefits3.13.4
Stock-based compensation8.08.0
Loss carryforwards11.110.4
Capitalized research expenditures32.556.2
Miscellaneous other24.123.3
Gross deferred tax assets213.0234.4
Valuation allowance(19.7)(34.1)
Total deferred tax assets, net of valuation allowance193.3200.3
Deferred tax liabilities:
Historical inventories including impact of accounting method change(39.3)(32.2)
Liability on undistributed foreign earnings(5.6)(5.3)
Goodwill and intangibles(408.0)(335.1)
Right-of-use assets(38.0)(36.8)
Property, plant, and equipment(96.7)(60.5)
Total deferred tax liabilities(587.6)(469.9)
TOTAL NET DEFERRED TAX LIABILITY$(394.3)$(269.6)
Deferred taxes are reflected in the Consolidated Balance Sheet as follows:
Non-current tax assets (included in Other long-term assets)$25.8$7.5
Non-current tax liabilities (included in Other Non-Current Liabilities)(420.1)(277.1)
TOTAL NET DEFERRED TAX LIABILITY$(394.3)$(269.6)

As of December 31, 2025, the Company had a total of $10.4 million of U.S. federal, state (net of federal benefit) and foreign tax credit carryforwards, available to offset future income taxes. As of December 31, 2025, $1.9 million of the tax credits may be carried forward indefinitely while the remaining $8.5 million will begin to expire at various times in 2026 through 2054. As of December 31, 2025, the Company had recorded tax benefits totaling $11.1 million for U.S. federal, state and foreign net operating loss carryforwards (“NOLs”). As of December 31, 2025, $5.2 million of NOLs may be carried forward indefinitely while the remaining $5.9 million will begin to expire at various times in 2026 through 2055. The tax benefit related to a portion of these NOLs has been adjusted to reflect an “ownership change” pursuant to Internal Revenue Code Section 382, which imposes an annual limitation on the utilization of pre-acquisition operating losses. The Company has recorded a net valuation allowance of $19.7 million on certain deferred tax assets including a portion of foreign and state tax credit carryforwards, capital loss carryforwards and NOLs that the Company anticipates will expire prior to utilization.

During 2025, the Company repatriated certain of its foreign earnings. As of December 31, 2025, the Company also anticipates repatriating certain of its foreign earnings in the future. The accompanying financial statements reflect the income tax expense associated with actual and anticipated remittances related to certain of our outside basis differences. The Company has not provided for the income tax effects of distributing the remaining undistributed foreign earnings as those amounts are either permanently reinvested or intended to be reinvested in our international operations. It is not practicable to estimate the tax cost associated with a remittance of such earnings.

HUBBELL INCORPORATED - Form 10-K83

The Company paid cash income taxes (net of refunds) in the following jurisdictions (in millions):

202520242023
Federal$147.2$158.5$157.9
State payments28.530.327.6
Foreign38.636.529.5
TOTAL CASH TAXES PAID$214.3$225.3$215.0

The Company operates within multiple taxing jurisdictions and is subject to audit in these jurisdictions. The IRS and other tax authorities routinely audit the Company’s tax returns. These audits can involve complex issues which may require an extended period of time to resolve. In January 2023, the Company completed its 2018 U.S. federal tax examination with no material adjustments. The Company is currently not under a U.S. tax audit. The Company is under audit in Canada for the tax years 2020-2021. With few exceptions, the Company is no longer subject to state, local, or income tax examinations by tax authorities for years prior to 2021.

The following tax years, by major jurisdiction, are still subject to examination by taxing authorities:

JurisdictionOpen Years
United States2022-2025
UK2022-2025
Puerto Rico2021-2025
Canada2020-2025

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in millions):

202520242023
Unrecognized tax benefits at beginning of year$48.2$47.0$42.1
Additions based on tax positions relating to the current year13.910.010.4
Reductions based on expiration of statute of limitations(5.6)(7.2)(7.6)
Additions/(Subtractions) to tax positions relating to previous years2.6(0.4)2.8
Settlements(0.2)(1.2)(0.7)
TOTAL UNRECOGNIZED TAX BENEFITS$58.9$48.2$47.0

Included in the balance at December 31, 2025 are approximately $52.1 million of tax positions which, if in the future are determined to be recognizable, would affect the annual effective income tax rate. Additionally, there are $0.5 million of tax positions for which the ultimate deductibility is highly certain but for which there is uncertainty as to the timing of such deductibility. Because of the impact of deferred tax accounting, other than interest and penalties, the disallowance of the shorter deductibility period would not affect the annual effective tax rate but would accelerate the payment of cash to the applicable taxing authority to an earlier period. It is reasonably possible that in the next twelve months, because of changes in facts and circumstances, the unrecognized tax benefits may increase or decrease.

The Company’s policy is to record interest and penalties associated with the underpayment of income taxes within Provision for income taxes in the Consolidated Statement of Income. The Company recognized expense (benefit), before federal tax impact, related to interest and penalties of $0.9 million in 2025, $0.7 million in 2024 and $1.2 million in 2023. The Company had $9.5 million and $8.6 million accrued for the payment of interest and penalties as of December 31, 2025 and December 31, 2024, respectively.

84HUBBELL INCORPORATED - Form 10-K

The consolidated effective income tax rate varied from the United States federal statutory income tax rate for the years ended December 31, as follows (in millions and percentage):

202520242023
AmountPercentageAmountPercentageAmountPercentage
U.S. Federal Statutory Tax Rate$235.021.0%$211.521.0%$203.921.0%
State and Local Income taxes, net of federal income tax effect (1)20.31.823.42.322.92.4
Foreign Tax Effect (2)(11.4)(1.0)(1.5)(0.1)4.60.5
Effect of Cross-Border Tax Laws(5.2)(0.5)(5.7)(0.6)(1.2)(0.1)
Tax Credits(8.5)(0.8)(7.4)(0.7)(9.4)(1.0)
Nontaxable or Nondeductible Items(0.3)—5.40.50.90.1
Changes in Unrecognized Tax Benefits(2.7)(0.2)(3.6)(0.3)(7.1)(0.8)
EFFECTIVE TAX RATE$227.220.3%$222.122.1%$214.622.1%

(1) In 2025, state and local income taxes in California, Illinois, New Jersey, Texas, Minnesota, Wisconsin, Pennsylvania, Florida and Georgia comprise the majority of the state and local income taxes, net of federal effect category. In 2024, state and local income taxes in California, Illinois, New Jersey, Florida, Minnesota, Texas, Wisconsin, Georgia and Pennsylvania comprise the majority of the state and local income taxes, net of federal effect category. In 2023, state and local income taxes in California, Illinois, New Jersey, Florida, Texas, Minnesota, Wisconsin, Pennsylvania, Georgia and Michigan comprise the majority of the state and local income taxes, net of federal effect category.

(2) Includes the income tax benefit from International Restructuring.

HUBBELL INCORPORATED - Form 10-K85

NOTE 14 Financial Instruments and Fair Value Measurement

Financial Instruments

Concentrations of Credit Risk: Financial instruments which potentially subject the Company to significant concentrations of credit risk consist of trade receivables, cash equivalents and investments. The Company grants credit terms in the normal course of business to its customers. Due to the diversity of its product lines, the Company has an extensive customer base including electrical distributors and wholesalers, electric utilities, equipment manufacturers, electrical contractors, telecommunication companies and retail and hardware outlets. We are not dependent on a single customer, however, the Company’s top ten customers account for approximately 42% of its Net sales. As part of its ongoing procedures, the Company monitors the credit worthiness of its customers. Bad debt write-offs have historically been minimal. The Company places its cash and cash equivalents with financial institutions and limits the amount of exposure in any one institution.

At December 31, 2025, our accounts receivable balance was $856.9 million, net of allowances of $13.9 million. The allowance for doubtful accounts has increased by $2.6 million since December 31, 2024.

Fair Value: The carrying amounts reported in the Consolidated Balance Sheet for cash and cash equivalents, short-term investments, receivables, bank borrowings, accounts payable and accruals approximate their fair values given the immediate or short-term nature of these items. See also Note 7 — Investments.

Fair value measurements

At December 31, 2025 and 2024, the Company had $113.8 million and $100.8 million respectively, of investments carried on the balance sheet at fair value. Fair value is defined as the amount that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The FASB fair value measurement guidance established a fair value hierarchy that prioritizes the inputs used to measure fair value. Refer to Note 7 — Investments for more information about these investments.

The three broad levels of the fair value hierarchy are as follows:

Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 - Quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly.

Level 3 - Unobservable inputs for which little or no market data exists, therefore requiring a company to develop its own assumptions.

86HUBBELL INCORPORATED - Form 10-K

The following tables show, by level within the fair value hierarchy, the Company’s financial assets and liabilities that are accounted for at fair value on a recurring basis at December 31, 2025 and 2024 (in millions):

Asset (Liability)Quoted Prices in Active Markets for Identical Assets (Level 1)Quoted Prices in Active Markets for Similar Assets (Level 2)Unobservable inputs for which little or no market data exists (Level 3)Total
Money market funds (a)$187.4$—$—$187.4
Time Deposits (d)—2.9—2.9
Available for sale investments—78.4—78.4
Trading securities32.5——32.5
Deferred compensation plan liabilities(32.5)——(32.5)
Derivatives:
Forward exchange contracts-Assets (b)—0.1—0.1
Forward exchange contracts-(Liabilities) (c)—(0.5)—(0.5)
BALANCE AT DECEMBER 31, 2025$187.4$80.9$—$268.3
Asset (Liability)Quoted Prices in Active Markets for Identical Assets (Level 1)Quoted Prices in Active Markets for Similar Assets (Level 2)Unobservable inputs for which little or no market data exists (Level 3)Total
Money market funds (a)$63.2$—$—$63.2
Time Deposits (d)—3.1—3.1
Available for sale investments—69.6—69.6
Trading securities28.1——28.1
Deferred compensation plan liabilities(28.1)——(28.1)
Derivatives:
Forward exchange contracts-Assets (b)—1.4—1.4
BALANCE AT DECEMBER 31, 2024$63.2$74.1$—$137.3

*(a)*Money market funds are included in Cash and cash equivalents in the Consolidated Balance Sheet.

*(b)*Forward exchange contracts-Assets are reflected in Other current assets in the Consolidated Balance Sheet.

*(c)*Forward exchange contracts-(Liabilities) are reflected in Other accrued liabilities in the Consolidated Balance Sheet.

*(d)*Time deposits are reflected in current and long term investments depending on their maturity date in the Consolidated Balance Sheet.

The methods and assumptions used to estimate the Level 2 fair values were as follows:

Forward exchange contracts – The fair value of forward exchange contracts were based on quoted forward foreign exchange prices at the reporting date.

Available-for-sale municipal bonds classified in Level 2 – The fair value of available-for-sale investments in municipal bonds is based on observable market-based inputs, other than quoted prices in active markets for identical assets.

Deferred compensation plan

The Company offers certain employees the opportunity to participate in non-qualified deferred compensation plans. A participant’s deferrals are invested in a variety of participant-directed debt and equity mutual funds that are classified as trading securities. During 2025 and 2024, the Company purchased $3.6 million and $4.9 million, respectively, of trading securities related to these deferred compensation plans. As a result of participant distributions, the Company sold $3.5 million and $3.0 million of these trading securities in 2025 and 2024, respectively. The unrealized gains and losses associated with these trading securities are directly offset by the changes in the fair value of the underlying deferred compensation plan obligation.

Long-term Debt

The total carrying value of long-term debt, net of unamortized discount and debt issuance costs, as of December 31, 2025 and December 31, 2024 was $2,036.3 million and $1,442.7 million, respectively. The estimated fair value of the long-term debt as of December 31, 2025 and December 31, 2024 was $2,008.3 million and $1,367.3 million, respectively, using quoted market prices in active markets for similar liabilities (Level 2).

HUBBELL INCORPORATED - Form 10-K87

NOTE 15 Commitments and Contingencies

Legal and Environmental

The Company is subject to various legal proceedings arising in the normal course of its business. These proceedings include claims for damages arising out of use of the Company’s products, intellectual property, workers’ compensation and environmental matters. The Company is self-insured up to specified limits for certain types of claims, including product liability and workers’ compensation, and is fully self-insured for certain other types of claims, including environmental and intellectual property matters. The Company recognizes a liability for any contingency that in management’s judgment is probable of occurrence and can be reasonably estimated. We continually reassess the likelihood of adverse judgments and outcomes in these matters, as well as estimated ranges of possible losses based upon an analysis of each matter which includes advice of outside legal counsel and, if applicable, other experts.

The Company is subject to environmental laws and regulations which may require that it investigate and remediate the effects of potential contamination associated with past and present operations as well as those acquired through business combinations. Environmental liabilities are recorded when remedial efforts are probable and the costs can be reasonably estimated. The Company continues to monitor these environmental matters and revalues its liabilities as necessary. Total environmental liabilities were $7.8 million and $6.6 million as of December 31, 2025 and 2024, respectively.

The Company accounts for conditional asset retirement and environmental obligations in accordance with the applicable accounting guidance. The accounting guidance defines “conditional asset retirement obligation” as a legal obligation to perform an asset retirement activity in which the timing and/or method of settlement are conditional on a future event that may or may not be within the control of the Company. Accordingly, an entity is required to recognize a liability for the fair value of a conditional asset retirement obligation if the fair value of the liability can be reasonably estimated. Asset retirement obligations were not material as of December 31, 2025 and 2024.

88HUBBELL INCORPORATED - Form 10-K

NOTE 16 Capital Stock

Activity in the Company’s common shares outstanding is set forth below for the three years ended December 31, 2025 (in thousands):

Common Stock
OUTSTANDING AT DECEMBER 31, 202253,689
Exercise of stock appreciation rights77
Director compensation arrangements, net4
Restricted/performance shares activity, net of forfeitures127
Acquisition/surrender of shares(167)
OUTSTANDING AT DECEMBER 31, 202353,730
Exercise of stock appreciation rights72
Director compensation arrangements, net4
Restricted/performance shares activity, net of forfeitures105
Acquisition/surrender of shares(151)
OUTSTANDING AT DECEMBER 31, 202453,760
Exercise of stock appreciation rights36
Director compensation arrangements, net4
Restricted/performance shares activity, net of forfeitures103
Acquisition/surrender of shares(649)
OUTSTANDING AT DECEMBER 31, 202553,254

For accounting purposes, the Company treats repurchased shares as constructively retired when acquired and accordingly charges the purchase price against Common Stock par value, Additional paid-in capital and Retained earnings to the extent required. Shares may be repurchased through the Company’s stock repurchase program, acquired by the Company from employees or surrendered to the Company by employees in settlement of their minimum tax liability on vesting of restricted shares and performance shares under the Hubbell Incorporated Incentive Award Plan (the “Award Plan”).

Shares of the Company’s common stock were reserved at December 31, 2025 as follows (in thousands):

Common Stock
Future grant of stock-based compensation1,017
Shares reserved under other equity compensation plans113
TOTAL1,130
HUBBELL INCORPORATED - Form 10-K89

NOTE 17 Stock-Based Compensation

As of December 31, 2025, the Company had various stock-based awards outstanding which were issued to executives and other key employees. The Company recognizes the grant-date fair value of all stock-based awards to employees over their respective requisite service periods (generally equal to an award’s vesting period), net of estimated forfeitures. A stock-based award is considered vested for expense attribution purposes when the employee’s retention of the award is no longer contingent on providing subsequent service. For those awards that vest immediately upon retirement eligibility, the Company recognizes compensation cost immediately for retirement-eligible individuals or over the period from the grant date to the date retirement eligibility is achieved, if less than the stated vesting period.

The Company’s long-term incentive program for awarding stock-based compensation includes a combination of restricted stock, stock appreciation rights (“SARs”), and performance shares of the Company’s common stock pursuant to the Award Plan. Under the Award Plan, the Company may authorize up to 10.3 million shares of common stock to settle awards of restricted stock, performance shares, or SARs. The Company issues new shares to settle stock-based awards. In 2025, the Company’s grant of stock-based awards included restricted stock, SARs and performance shares.

Stock-based compensation expense recognized by the Company was $33.0 million in 2025, $30.6 million in 2024 and $26.5 million in 2023. The total income tax benefit recognized was $3.8 million in 2025, $4.2 million in 2024, and $4.0 million in 2023. The net tax windfall recorded as a result of exercise or vesting (depending on the type of award) was $6.0 million, $7.5 million, and $6.4 million in 2025, 2024 and 2023, respectively. As of December 31, 2025, there was $22.7 million, pretax, of total unrecognized compensation cost related to non-vested share-based compensation arrangements. This cost is expected to be primarily recognized through 2028.

Stock-based compensation expense is recorded in S&A expense as well as Cost of goods sold. Of the total 2025 expense, $31.9 million was recorded to S&A expense and $1.1 million was recorded to Cost of goods sold. In 2024 and 2023, $28.8 million and $24.9 million, respectively, was recorded to S&A expense and $1.8 million and $1.6 million, respectively, was recorded to Cost of goods sold. Stock-based compensation costs capitalized to inventory was $0.6 million in 2025, $0.6 million in 2024 and $0.7 million in 2023.

Each of the compensation arrangements is discussed below.

Restricted Stock

The Company issues various types of restricted stock, of which the restricted stock awards are considered outstanding at the time of grant, as the award holders are entitled to dividends and voting rights. Unvested restricted stock awards are considered participating securities when computing earnings per share. Restricted stock unit award holders are not entitled to dividend equivalents or voting rights until settlement. Restricted stock grants are not transferable and are subject to forfeiture in the event of the recipient’s termination of employment prior to vesting.

Restricted Stock Awards Issued to Employees - Service Condition

Restricted stock awards that vest based upon a service condition are expensed on a straight-line basis over the requisite service period. These awards generally vest either in three equal installments on each of the first three anniversaries of the grant date or on the third year anniversary of the grant date. The fair value of these awards is measured by the average of the high and low trading prices of the Company’s common stock on the most recent trading day immediately preceding the grant date (“measurement date”).

Restricted Stock Awards Issued to Non-employee Directors

In 2025, 2024 and 2023, each non-employee Director received a restricted stock award. These awards are typically made on the date of the annual meeting of shareholders or, as applicable, upon appointment to the Company's Board of Directors, and vest at the following year’s annual meeting of shareholders, or upon certain other events. The award is subject to forfeiture if the Director’s service terminates prior to the date of the next regularly scheduled annual meeting of shareholders. During 2025, 2024 and 2023, the Company issued awards of 4,113 shares, 3,629 shares, and 4,655 shares, respectively, to non-employee Directors.

90HUBBELL INCORPORATED - Form 10-K

Restricted Stock Awards Issued to Employees and Non-employee Directors

Activity related to both employee and non-employee restricted stock awards for the year ended December 31, 2025 is as follows (in thousands, except per share amounts):

SharesWeighted Average Grant Date Fair Value/Share
RESTRICTED STOCK AT DECEMBER 31, 2024151$221.92
Shares granted40389.14
Shares vested(53)217.46
Shares forfeited(4)316.54
RESTRICTED STOCK AT DECEMBER 31, 2025134$269.99

The weighted average fair value per share of restricted stock awards granted in 2025, 2024 and 2023 was $389.14, $356.94 and $249.36, respectively. The total fair value of restricted stock awards vested in 2025, 2024 and 2023 was $11.5 million, $10.4 million and $9.7 million, respectively.

Restricted Stock Units Issued to Employees - Service Condition

Restricted stock units that vest based upon a service condition are expensed on a straight-line basis over the requisite service period. These awards generally vest in three equal installments on each of the first three anniversaries of the grant date. The fair value of these awards is measured by the average of the high and low trading prices of the Company’s common stock on the measurement date reduced by the present value of dividends expected to be paid during the requisite service period.

In 2025, the Company granted 1,635 restricted stock units with a weighted average fair value per share of $381.11.

Stock Appreciation Rights

SARs grant the holder the right to receive, once vested, the value in shares of the Company’s common stock equal to the positive difference between the grant price, as determined using the mean of the high and low trading prices of the Company’s common stock on the measurement date, and the fair market value of the Company’s common stock on the date of exercise. This amount is payable in shares of the Company’s common stock. SARs vest and become exercisable in three equal installments during the first three years following the grant date and expire ten years from the grant date.

Activity related to SARs for the year ended December 31, 2025 is as follows (in thousands, except per share amounts):

Number of RightsWeighted Average Exercise PriceWeighted Average Remaining Contractual TermAggregate Intrinsic Value
OUTSTANDING AT DECEMBER 31, 2024489$198.12
Granted66393.19
Exercised(96)159.16
Forfeited(5)306.77
Canceled——
OUTSTANDING AT DECEMBER 31, 2025454$233.776.3$95,455
EXERCISABLE AT DECEMBER 31, 2025318$184.495.3$82,540

The aggregated intrinsic value of SARs exercised during 2025, 2024 and 2023 was $25.2 million, $46.2 million and $36.6 million, respectively.

The fair value of each SAR award was measured using the Black-Scholes option pricing model.

The following table summarizes the weighted-average assumptions used in estimating the fair value of the SARs granted during the years 2025, 2024 and 2023:

Grant DateExpected Dividend YieldExpected VolatilityRisk Free Interest RateExpected TermWeighted Avg. Grant Date Fair Value of 1 SAR
20251.2%24.2%4.4%4.8 years$100.15
20241.5%25.7%4.0%4.8 years$88.17
20231.8%28.0%3.7%4.9 years$62.79
HUBBELL INCORPORATED - Form 10-K91

The expected dividend yield was calculated by dividing the Company’s expected annual dividend by the average stock price for the past three months. Expected volatilities are based on historical volatilities of the Company’s stock for a period consistent with the expected term. The expected term of SARs granted was based upon historical exercise behavior of SARs. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for the expected term of the award.

Performance Shares

Performance shares represent the right to receive a share of the Company’s common stock subject to the achievement of certain market or performance conditions established by the Company’s Compensation Committee and measured over a three year period. Partial vesting in these awards may occur after separation from the Company for retirement eligible employees. Shares are not vested until approved by the Company’s Compensation Committee.

Performance Shares - Market Condition

In February 2025, 2024, and 2023, the Company granted performance share awards with an aggregate target payout of 8,542, 8,736 and 11,481 shares, respectively, that will vest subject to a market condition and service condition through the performance period. The market condition associated with the awards is the Company’s total shareholder return (“TSR”) compared to the TSR generated by the companies that comprise the S&P Capital Goods 900 index over a three-year performance period. Performance at target will result in vesting and issuance of the number of performance shares subject to the award, equal to a 100% payout. Performance below or above target can result in issuance in the range of 0%-200% of the number of shares subject to the award. Expense is recognized irrespective of the market condition being achieved.

The fair value of the performance share awards with a market condition for these grants was determined based upon a lattice model. The following table summarizes the related assumptions used to determine the fair values of the performance share awards with a market condition granted during February 2025, 2024 and 2023:

Grant DateStock Price on Measurement DateDividend YieldExpected VolatilityRisk Free Interest RateExpected TermWeighted Avg. Grant Date Fair Value
February 2025$393.161.3%31.0%4.3%2.9 years$421.00
February 2024$352.551.4%30.6%4.1%2.9 years$483.99
February 2023$241.171.9%39.4%4.1%2.9 years$279.47

Expected volatilities are based on historical volatilities of the Company’s and members of the peer group’s stock over the expected term of the award. The risk free interest rate is based on the U.S. Treasury yield curve in effect at the time of the grant for the expected term of the award.

Performance Shares - Performance Condition

In February 2025, 2024, and 2023, the Company granted performance share awards with a target payout of 17,377, 17,770 and 23,316 shares, respectively, that will vest subject to an internal Company-based performance condition and service requirement.

Fifty percent of these performance shares subject to the award will vest based on the Company’s compounded annual growth rate of Net sales as compared to that of the companies that comprise the S&P Capital Goods 900 index. Fifty percent of these performance shares subject to the award will vest based on achieved operating profit margin performance as compared to internal targets. Each of these performance conditions is measured over the same three-year performance period. The cumulative result of these performance conditions can result in a number of shares earned in the range of 0%-200% of the target number of shares subject to the award.

The fair value of the award is measured based upon the average of the high and low trading prices of the Company’s common stock on the measurement date, reduced by the present value of dividends expected to be paid during the requisite service period. The Company expenses these awards on a straight-line basis over the requisite service period and including an assessment of the performance achieved to date. The weighted average fair value per share was $380.99, $341.19 and $230.64 for the awards granted in 2025, 2024, and 2023, respectively.

Grant DateFair ValuePerformance PeriodPayout Range
February 2025$380.99Jan 2025 - Dec 20270-200%
February 2024$341.19Jan 2024 - Dec 20260-200%
February 2023$230.64Jan 2023 - Dec 20250-200%
92HUBBELL INCORPORATED - Form 10-K

NOTE 18 Earnings Per Share

The Company computes earnings per share using the two-class method, which is an earnings allocation formula that determines earnings per share for common stock and participating securities. Restricted stock granted by the Company is considered a participating security since it contains a non-forfeitable right to dividends.

The following table sets forth the computation of earnings per share for the three years ended December 31 (in millions, except per share amounts):

202520242023
Numerator:
Net income attributable to Hubbell Incorporated$887.1$779.0$751.4
Less: Earnings allocated to participating securities(1.5)(1.5)(1.8)
Net income available to common shareholders$885.6$777.5$749.6
Denominator:
Average number of common shares outstanding53.253.753.6
Potential dilutive common shares0.30.30.4
Average number of diluted shares outstanding53.554.054.0
Earnings per share:
Basic earnings per share$16.63$14.49$13.98
Diluted earnings per share$16.54$14.39$13.89

The Company did not have any material anti-dilutive securities in 2025, 2024 or 2023.

HUBBELL INCORPORATED - Form 10-K93

NOTE 19 Accumulated Other Comprehensive Loss

A summary of the changes in Accumulated other comprehensive loss (net of tax) for the three years ended December 31, 2025 is provided below (in millions):

(Debit) creditCash Flow Hedge (Loss) GainUnrealized Gain (Loss) on Available-for-Sale SecuritiesPension and Post Retirement Benefit Plan AdjustmentCumulative Translation AdjustmentTotal
BALANCE AT DECEMBER 31, 2022$0.6$(0.8)$(188.6)$(156.4)$(345.2)
Other comprehensive income (loss) before reclassifications(0.3)0.62.522.925.7
Amounts reclassified from accumulated other comprehensive loss(0.6)—7.7—7.1
Current period other comprehensive income (loss)(0.9)0.610.222.932.8
BALANCE AT DECEMBER 31, 2023$(0.3)$(0.2)$(178.4)$(133.5)$(312.4)
Other comprehensive income (loss) before reclassifications1.8(0.1)(22.5)(60.3)(81.1)
Amounts reclassified from accumulated other comprehensive loss(0.5)—7.5—7.0
Current period other comprehensive income (loss)1.3(0.1)(15.0)(60.3)(74.1)
BALANCE AT DECEMBER 31, 2024$1.0$(0.3)$(193.4)$(193.8)$(386.5)
Other comprehensive income (loss) before reclassifications(0.9)0.715.048.763.5
Amounts reclassified from accumulated other comprehensive loss(0.4)—8.6—8.2
Current period other comprehensive income (loss)(1.3)0.723.648.771.7
BALANCE AT DECEMBER 31, 2025$(0.3)$0.4$(169.8)$(145.1)$(314.8)

A summary of the gain (loss) reclassifications out of Accumulated other comprehensive loss for the two years ended December 31 is provided below (in millions):

Details about Accumulated Other Comprehensive Loss Components20252024Location of Gain (Loss) Reclassified into Income
Cash flow hedges gain (loss):
Forward exchange contracts$0.7$0.6Cost of goods sold
0.70.6Total before tax
(0.3)(0.1)Tax (expense)
$0.4$0.5Gain net of tax
Amortization of defined benefit pension and post retirement benefit items:
Prior-service credits$(0.4)(a)$(0.4)(a)
Actuarial gains/(losses)(10.7)(a)(9.5)(a)
(11.1)(9.9)Total before tax
2.52.4Tax benefit
$(8.6)$(7.5)(Loss) net of tax
Gains (losses) reclassified into earnings$(8.2)$(7.0)(Loss) net of tax

*(a)*These accumulated other comprehensive loss components are included in the computation of net periodic pension cost (see Note 11 — Retirement Benefits for additional details).

94HUBBELL INCORPORATED - Form 10-K

NOTE 20 Industry Segments and Geographic Area Information

Nature of Operations

The Company is a global manufacturer of quality electrical products and utility solutions for a broad range of customer and end-market applications. Products are either sourced complete, manufactured or assembled by subsidiaries in the United States, Canada, Puerto Rico, China, Mexico, the UK, Brazil, Australia, Spain, Ireland and the Republic of the Philippines. The Company also participates in joint ventures in Hong Kong and the Republic of the Philippines and maintains offices in Singapore, Italy, China, India, Mexico, South Korea, Chile and countries in the Middle East. Each of the above references to manufacturing locations, joint venture participation, and office locations relate to the three year period ending December 31, 2025.

The Company’s reporting segments consist of the Utility Solutions segment and the Electrical Solutions segment, as described below. This segment structure reflects the financial information and reports used by the Company’s management, specifically its chief operating decision maker (CODM), to make decisions regarding the Company’s business, including resource allocations and performance assessments, in compliance with ASC 280, Segment Reporting. The Company’s CODM is the Chairman of the Board, President and Chief Executive Officer.

The Company’s method for measuring profitability on a reportable segment basis and used by the CODM to assess performance and allocate resources is operating income. This measure is used to monitor performance compared to prior period, forecasted results, and the annual plan.

In the second quarter of 2025, the Company elected to change its method of accounting for certain inventories in the U.S. from LIFO to FIFO. The Company retrospectively applied this change in accounting principle to all prior periods including the segment information presented below. Refer to Note 1 for further information.

The Utility Solutions segment consists of businesses that enable the grid to conduct, communicate and control energy across utility applications. The Utility Solutions segment provides critical components that allow the grid to reliably transmit and distribute energy, as well as the communications and controls technologies to make the grid smarter and more flexible. This includes utility transmission & distribution (T&D) components such as arresters, insulators, connectors, anchors, bushings, enclosures, cutouts and switches. The Utility Solutions segment also offers solutions that serve The Edge of the utility infrastructure, including smart meters, communications systems, and protection and control devices. Hubbell Utility Solutions supports the electrical distribution, electrical transmission, water, gas distribution, telecommunications, and solar and wind markets

Hubbell Electrical Solutions consisting of businesses that are essential to managing power across a wide range of industries and applications. Hubbell Electrical Solutions provides the critical components that allow operators of buildings, factories, and other industrial infrastructure to connect, protect, wire and manage power reliability and efficiency. The Electrical Solutions segment comprises businesses that sell stock and custom products, including standard and special application wiring device products, rough-in electrical products, connector and grounding products, as well as other electrical equipment.

Products of the Electrical Solutions segment have applications in the light industrial, non-residential, wireless communications, transportation, data center, and heavy industrial markets. Electrical Solutions segment products are typically used in and around industrial, commercial and institutional facilities by electrical contractors, maintenance personnel, electricians, utilities, and telecommunications companies. In addition, certain of our businesses design and manufacture industrial controls and communication systems used in the non-residential and industrial markets. Many of these products are designed such that they can also be used in harsh and hazardous locations where a potential for fire and explosion exists due to the presence of flammable gasses and vapors. Harsh and hazardous products are primarily used in the oil and gas (onshore and offshore) and mining industries. We also offer a variety of wiring devices and electrical products that have residential and utility applications.

These products are sold under various brands and/or trademarks and are primarily sold through electrical and industrial distributors, home centers, retail and hardware outlets, and residential product oriented internet sites. Special application products are primarily sold through wholesale distributors to contractors, industrial customers and original equipment manufacturers.

Financial Information

Financial information by industry segment, product class and geographic area for each of the three years ended December 31, 2025, 2024 and 2023 is summarized below (in millions). When reading the data, the following items should be noted:

  • Segment Net sales comprise sales to unaffiliated customers — inter-segment and inter-area sales are not significant and are eliminated in consolidation.

  • Segment operating income consists of Net sales, less operating expenses, including total corporate expenses, which are generally allocated to each segment on the basis of the segment’s percentage of consolidated Net sales. Interest expense

HUBBELL INCORPORATED - Form 10-K95

and investment income and other expense, net have not been allocated to segments as these items are centrally managed by the Company.

  • General corporate assets not allocated to segments are principally cash, prepaid pensions, investments and deferred taxes. These assets have not been allocated as they are centrally managed by the Company.

INDUSTRY SEGMENT DATA

202520242023
Net Sales:
Utility Solutions$3,672.3$3,600.7$3,261.7
Electrical Solutions2,172.32,027.82,111.2
TOTAL NET SALES$5,844.6$5,628.5$5,372.9
Cost of Goods Sold:
Utility Solutions$2,396.3$2,418.4$2,129.8
Electrical Solutions1,384.21,304.51,366.1
Total Cost of Goods Sold$3,780.5$3,722.9$3,495.9
Gross Profit:
Utility Solutions$1,276.0$1,182.3$1,131.9
Electrical Solutions788.1723.3745.1
Total Gross Profit$2,064.1$1,905.6$1,877.0
Selling and Administrative Expenses:
Utility Solutions$486.1$450.5$433.5
Electrical Solutions369.2362.0416.1
Total Selling and Administrative Expenses$855.3$812.5$849.6
Operating Income:
Utility Solutions$789.9$731.8$698.4
Electrical Solutions418.9361.3329.0
Total Operating Income$1,208.8$1,093.1$1,027.4
Loss on disposition of business (Note 3)(0.4)(5.3)—
Interest expense, net(64.1)(73.8)(36.7)
Other expense, net(25.2)(7.2)(18.5)
INCOME BEFORE INCOME TAXES$1,119.1$1,006.8$972.2
Operating Income as a % of Net Sales
Utility Solutions21.5%20.3%21.4%
Electrical Solutions19.3%17.8%15.6%
Total Operating Income as % of Net Sales20.7%19.4%19.1%
202520242023
Assets:
Utility Solutions$5,603.8$4,569.1$4,690.1
Electrical Solutions2,238.81,943.42,001.1
General Corporate386.2335.2389.9
TOTAL ASSETS$8,228.8$6,847.7$7,081.1
Capital Expenditures:
Utility Solutions$81.3$103.6$99.5
Electrical Solutions73.876.866.2
TOTAL CAPITAL EXPENDITURES$155.1$180.4$165.7
Depreciation and Amortization:
Utility Solutions$151.8$164.5$103.4
Electrical Solutions54.347.646.3
TOTAL DEPRECIATION AND AMORTIZATION$206.1$212.1$149.7
96HUBBELL INCORPORATED - Form 10-K

GEOGRAPHIC AREA DATA

202520242023
Net Sales:
United States$5,411.3$5,159.3$4,922.4
International433.3469.2450.5
TOTAL NET SALES$5,844.6$5,628.5$5,372.9
Operating Income:
United States$1,123.6$1,008.6$925.9
International85.284.5101.5
TOTAL OPERATING INCOME$1,208.8$1,093.1$1,027.4
Long-lived Assets:
United States$5,122.9$4,128.9$4,250.7
International486.1457.3488.8
TOTAL LONG-LIVED ASSETS$5,609.0$4,586.2$4,739.5

On a geographic basis, the Company defines “international” as operations based outside of the United States and its possessions. As a percentage of total Net sales, shipments from foreign operations directly to third parties were 7% in 2025, 8% in 2024 and 8% in 2023, with Canadian, UK, and Brazilian operations representing approximately 33%, 24%, and 19% respectively, of 2025 total international Net sales.

Long-lived assets, excluding deferred tax assets, of international subsidiaries were 9% of the consolidated total in 2025, 10% in 2024 and 10% in 2023, with UK, Brazil, and Spain operations representing approximately 21%, 18%, and 14%, respectively, of the international total in 2025. Export sales from United States operations were $326.7 million in 2025, $396.0 million in 2024 and $345.6 million in 2023.

NOTE 21 Guarantees

The Company records a liability equal to the fair value of guarantees in the Consolidated Balance Sheet in accordance with the accounting guidance for guarantees. When it is probable that a liability has been incurred and the amount can be reasonably estimated, the Company accrues for costs associated with guarantees. The most likely costs to be incurred are accrued based on an evaluation of currently available facts and, where no amount within a range of estimates is more likely, the minimum is accrued.

As of December 31, 2025, the fair value and maximum potential payment related to the Company’s guarantees were not material.

The Company offers product warranties which cover defects on most of its products. These warranties primarily apply to products that are properly installed, maintained and used for their intended purposes. The Company accrues estimated warranty costs at the time of sale. Estimated warranty expenses, recorded in cost of goods sold, are based upon historical information such as past experience, product failure rates, or the estimated number of units to be repaired or replaced. Adjustments are made to the product warranty accrual as claims are incurred, additional information becomes known or as historical experience indicates.

Changes in the accrual for product warranties for the two years ended December 31 are set forth below (in millions):

BALANCE AT DECEMBER 31, 2023$39.2
Provision12.8
Expenditures/other(10.3)
BALANCE AT DECEMBER 31, 2024$41.7
Provision10.4
Expenditures/other(18.1)
BALANCE AT DECEMBER 31, 2025**(a)**$34.0

(a) Refer to Note 9 – Other Accrued Liabilities and Note 10 – Other Non-Current Liabilities for a breakout of short-term and long-term warranties.

HUBBELL INCORPORATED - Form 10-K97

NOTE 22 Restructuring Costs

During 2025, we incurred costs for restructuring actions initiated in 2025 as well as costs relating to restructuring actions initiated in the prior year. Our restructuring actions are associated with cost reduction efforts that include the consolidation of manufacturing and distribution facilities, as well as, workforce reductions and the sale or exit of business units we determine to be non-strategic. Restructuring costs are primarily severance and employee benefits, asset impairments, as well as facility closure, contract termination and certain pension costs that are directly related to restructuring actions. These costs are predominantly settled in cash from our operating activities and are generally settled within one year, with the exception of asset impairments, which are non-cash.

Pre-tax restructuring costs incurred in each of our segments and the location of the costs in the Consolidated Statement of Income for the years ended December 31, 2025, 2024 and 2023 are as follows (in millions):

Twelve Months Ended December 31, 2025Twelve Months Ended December 31, 2024Twelve Months Ended December 31, 2023
Utility SolutionsElectrical SolutionsTotalUtility SolutionsElectrical SolutionsTotalUtility SolutionsElectrical SolutionsTotal
Restructuring costs
Cost of goods sold$5.6$4.3$9.9$3.2$6.1$9.3$2.7$1.7$4.4
S&A expense0.51.62.11.32.23.50.20.81.0
Total restructuring costs$6.1$5.9$12.0$4.5$8.3$12.8$2.9$2.5$5.4

The following table summarizes the accrued liabilities for our restructuring actions (in millions):

Beginning Accrued Restructuring Balance 1/1/25Pre-tax Restructuring CostsUtilization and Foreign ExchangeEnding Accrued Restructuring Balance 12/31/25
2025 Restructuring Actions
Severance$—$4.6$(4.0)$0.6
Asset write-downs—1.6(1.6)—
Facility closure and other costs—2.9(2.9)—
Total 2025 Restructuring Actions$—$9.1$(8.5)$0.6
2024 and Prior Restructuring Actions
Severance$4.5$0.5$(1.4)$3.6
Asset write-downs————
Facility closure and other costs0.12.4(2.0)0.5
Total 2024 and Prior Restructuring Actions$4.6$2.9$(3.4)$4.1
Total Restructuring Actions$4.6$12.0$(11.9)$4.7

The actual and expected pre-tax costs for our restructuring actions are as follows (in millions):

Expected CostsCosts incurred in 2023Costs incurred in 2024Costs incurred in 2025Remaining costs at 12/31/25
2025 Restructuring Actions
Utility Solutions$7.7$—$—$6.0$1.7
Electrical Solutions3.3——3.10.2
Total 2025 Restructuring Actions$11.0$—$—$9.1$1.9
2024 Restructuring Actions
Utility Solutions$4.2$—$4.1$0.1$—
Electrical Solutions11.7—6.82.82.1
Total 2024 Restructuring Actions$15.9$—$10.9$2.9$2.1
2023 and Prior Restructuring Actions
Utility Solutions$3.3$2.9$0.4$—$—
Electrical Solutions4.02.51.5——
Total 2023 and Prior Restructuring Actions$7.3$5.4$1.9$—$—
Total Restructuring Actions$34.2$5.4$12.8$12.0$4.0
98HUBBELL INCORPORATED - Form 10-K

NOTE 23 Leases

Our operating leases primarily consist of office space, certain manufacturing facilities, and vehicles. Our finance leases are not material. The term of our operating leases is generally 10 years or less, in some cases, with options to extend the term for up to 5 years, or options to terminate after one year without penalty. In general, our vehicle lease payments contain a monthly base rent payment. Certain other lease agreements contain variable payments related to a consumer price index or similar metric. Any change in payment amounts as a result of a change in a rate or index are considered variable lease payments and recognized as profit or loss when incurred.

Rent expense for operating leases in the Consolidated Statements of Income for the years ended December 31, 2025, December 31, 2024, and December 31, 2023 were $45.3 million, $41.9 million, and $37.7 million, respectively. Cash paid for operating leases for the years ended December 31, 2025, December 31, 2024, and December 31, 2023 was $44.6 million, $41.6 million, and $34.8 million, respectively, and reported as cash outflows from operating activities in the Consolidated Statements of Cash Flows. Right-of-use (“ROU”) assets obtained in exchange for lease obligations for the year ended December 31, 2025 and December 31, 2024 were $48.4 million and $37.5 million, respectively. Included in 2025 was $5.3 million related to acquisitions in 2025.

Amounts recognized for operating leases in the Consolidated Balance Sheets are as follows (in millions):

December 31, 2025December 31, 2024
Operating lease right-of-use assets$155.5$146.2
TOTAL ASSETS$155.5$146.2
Other accrued liabilities$40.7$34.2
Other non-current liabilities121.2117.3
TOTAL LIABILITIES$161.9$151.5

The weighted average remaining lease term as of December 31, 2025 and December 31, 2024 for operating leases was 4.8 and 4.7 years, respectively. The weighted average discount rate used to measure the ROU asset and lease liability for operating leases was 4.3% as of December 31, 2025 and 3.8% as of December 31, 2024.

Future maturities of our operating lease liabilities as of December 31, 2025 are as follows (in millions):

20262027202820292030ThereafterTotal PaymentsImputed InterestTotal
Operating Leases$46.641.133.922.812.721.2178.3(16.4)$161.9
HUBBELL INCORPORATED - Form 10-K99

NOTE 24 Quarterly Financial Data (Unaudited)

The table below sets forth summarized quarterly consolidated financial data for the years ended December 31, 2025 and 2024. The quarterly consolidated financial data for the year ended December 31, 2024 has been retrospectively adjusted to reflect the change in accounting principle discussed in Note 1 (in millions, except per share amounts):

First QuarterSecond QuarterThird QuarterFourth Quarter
2025
Net sales$1,365.2$1,484.3$1,502.4$1,492.7
Cost of goods sold$922.6$932.2$958.1$967.6
Gross profit$442.6$552.1$544.3$525.1
Selling & administrative expenses$212.2$215.8$213.7$213.6
Net income$164.5$245.5$256.7$225.2
Net income attributable to Hubbell Incorporated$163.2$244.2$255.5$224.2
Basic earnings per share$3.04$4.58$4.80$4.21
Diluted earnings per share$3.03$4.56$4.77$4.19
First QuarterSecond QuarterThird QuarterFourth Quarter
2024
Net sales$1,399.1$1,452.5$1,442.6$1,334.3
Cost of goods sold$965.5$938.7$936.6$882.1
Gross profit$433.6$513.8$506.0$452.2
Selling & administrative expenses$219.2$207.5$193.3$192.5
Net income$138.4$219.1$227.8$199.4
Net income attributable to Hubbell incorporated$137.1$217.5$226.2$198.2
Basic earnings per share$2.55$4.04$4.21$3.69
Diluted earnings per share$2.53$4.01$4.18$3.66

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