Item 1. Financial Statements

Condensed Consolidated Statements of Income (unaudited)

			Three Months Ended June 30,						Six Months Ended June 30,
(in millions, except per share amounts)			2022			2021			2022			2021
Net sales			$	1,256.0		$	1,054.3		$	2,412.1		$	2,010.6
Cost of goods sold			872.8			756.0			1,705.8			1,450.1
Gross profit			383.2			298.3			706.3			560.5
Selling & administrative expenses			192.6			156.1			372.8			308.4
Operating income			190.6			142.2			333.5			252.1
Interest expense, net			(12.7)			(12.6)			(25.8)			(27.8)
Loss on disposition of business			—			(6.8)			—			(6.8)
Loss on extinguishment of debt			—			(16.8)			—			(16.8)
Pension charge (Note 12)			(4.4)			—			(4.4)			—
Other income, net			2.5			0.5			6.1			1.7
Total other expense			(14.6)			(35.7)			(24.1)			(49.7)
Income from continuing operations before income taxes			176.0			106.5			309.4			202.4
Provision for income taxes			38.9			16.9			68.5			38.1
Net income from continuing operations			137.1			89.6			240.9			164.3
Less: Net income from continuing operations attributable to noncontrolling interest			(1.5)			(0.8)			(2.8)			(2.2)
Net income from continuing operations attributable to Hubbell Incorporated			135.6			88.8			238.1			162.1
(Loss) income from discontinued operations, net of tax (Note 2)			(13.6)			7.0			64.1			11.4
Net Income attributable to Hubbell Incorporated			$	122.0		$	95.8		$	302.2		$	173.5
Earnings per share:
Basic earnings per share from continuing operations			$	2.52		$	1.63		$	4.41		$	2.97
Basic earnings per share from discontinued operations			(0.25)			0.13			1.19			0.22
Basic earnings per share			$	2.27		$	1.76		$	5.60		$	3.19
Diluted earnings per share from continuing operations			$	2.51		$	1.62		$	4.39		$	2.95
Diluted earnings per share from discontinued operations			(0.25)			0.12			1.18			0.21
Diluted earnings per share			$	2.26		$	1.74		$	5.57		$	3.16
Cash dividends per common share			$	1.05		$	0.98		$	2.10		$	1.96

See notes to unaudited Condensed Consolidated Financial Statements.

HUBBELL INCORPORATED-Form 10-Q 3

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Condensed Consolidated Statements of Comprehensive Income (unaudited)

			Three Months Ended June 30,
(in millions)			2022			2021
Net income			$	123.5		$	96.6
Other comprehensive (loss) income:
Currency translation adjustments:
Foreign currency translation adjustments			(29.7)			9.3
Reclassification of currency translation losses included in net income			—			—
Defined benefit pension and post-retirement plans, net of taxes of $(1.3) and $(0.7)			3.4			2.1
Unrealized losses on investments, net of taxes of $0.0 and $0.0			—			—
Unrealized (losses) gains on cash flow hedges, net of taxes of $(0.2) and $(0.1)			0.5			0.2
Other comprehensive (loss) income			(25.8)			11.6
Comprehensive income			97.7			108.2
Less: Comprehensive income attributable to noncontrolling interest			1.5			0.8
Comprehensive income attributable to Hubbell Incorporated			$	96.2		$	107.4

See notes to unaudited Condensed Consolidated Financial Statements.

			Six Months Ended June 30,
(in millions)			2022			2021
Net income			$	305.0		$	175.7
Other comprehensive (loss) income:
Currency translation adjustment:
Foreign currency translation adjustments			(25.1)			2.7
Reclassification of currency translation losses included in net income			0.5			—
Defined benefit pension and post-retirement plans, net of taxes of $(1.8) and $(1.4)			5.5			4.1
Unrealized losses on investments, net of taxes of $0.4 and $0.0			(1.2)			(0.1)
Unrealized (losses) gains on cash flow hedges, net of taxes of $0.0 and $(0.1)			(0.1)			0.3
Other comprehensive (loss) income			(20.4)			7.0
Comprehensive income			284.6			182.7
Less: Comprehensive income attributable to noncontrolling interest			2.8			2.2
Comprehensive income attributable to Hubbell Incorporated			$	281.8		$	180.5

See notes to unaudited Condensed Consolidated Financial Statements.

HUBBELL INCORPORATED-Form 10-Q 4

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Condensed Consolidated Balance Sheets (unaudited)

(in millions)			June 30, 2022			December 31, 2021
ASSETS
Current Assets
Cash and cash equivalents			$	424.2		$	286.2
Short-term investments			13.9			9.4
Accounts receivable (net of allowances of $13.9 and $10.6)			780.5			675.3
Inventories, net			719.5			662.1
Other current assets			96.1			66.8
Assets held for sale - current			—			179.5
Total Current Assets			2,034.2			1,879.3
Property, Plant, and Equipment, net			464.8			459.5
Other Assets
Investments			71.9			69.1
Goodwill			1,859.4			1,871.3
Other intangible assets, net			644.1			681.5
Other long-term assets			163.8			143.7
Assets held for sale - non-current			—			177.1
TOTAL ASSETS			$	5,238.2		$	5,281.5
LIABILITIES AND EQUITY
Current Liabilities
Short-term debt			$	5.8		$	9.7
Accounts payable			550.7			532.8
Accrued salaries, wages and employee benefits			91.7			94.7
Accrued insurance			73.0			73.3
Other accrued liabilities			281.7			263.4
Liabilities held for sale - current			—			91.3
Total Current Liabilities			1,002.9			1,065.2
Long-Term Debt			1,436.7			1,435.5
Other Non-Current Liabilities			530.7			521.3
Liabilities held for sale - non-current			—			18.8
TOTAL LIABILITIES			2,970.3			3,040.8
Hubbell Incorporated Shareholders’ Equity			2,256.9			2,229.8
Noncontrolling interest			11.0			10.9
TOTAL EQUITY			2,267.9			2,240.7
TOTAL LIABILITIES AND EQUITY			$	5,238.2		$	5,281.5

See notes to unaudited Condensed Consolidated Financial Statements.

HUBBELL INCORPORATED-Form 10-Q 5

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Condensed Consolidated Statements of Cash Flows (unaudited)

			Six Months Ended June 30,
(in millions)			2022			2021
Cash Flows from Operating Activities of Continuing Operations
Net income from continuing operations			$	240.9		$	164.3
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			69.4			76.9
Deferred income taxes			(38.4)			6.0
Stock-based compensation			16.7			12.8
Provision for bad debt expense			4.4			(0.3)
Loss on disposition of business			—			6.8
Loss on extinguishment of debt			—			16.8
Pension charge			4.4			—
Loss (gain) on sale of assets			1.2			(4.0)
Changes in assets and liabilities, excluding effects of acquisitions:
Increase in accounts receivable, net			(107.4)			(110.9)
Increase in inventories, net			(61.0)			(32.6)
Increase in accounts payable			22.0			78.5
Increase (decrease) in current liabilities			25.3			(18.3)
Changes in other assets and liabilities, net			(1.9)			(4.9)
Contribution to qualified defined benefit pension plans			(2.5)			(0.1)
Other, net			1.1			(1.2)
Net cash provided by operating activities from Continuing Operations			174.2			189.8
Cash Flows from Investing Activities of Continuing Operations
Capital expenditures			(41.9)			(36.9)
Acquisitions, net of cash acquired			—			0.1
Proceeds from disposal of business, net of cash			348.6			8.5
Purchases of available-for-sale investments			(23.8)			(6.2)
Proceeds from available-for-sale investments			9.8			3.3
Other, net			1.1			6.6
Net cash provided (used in) investing activities from Continuing Operations			293.8			(24.6)
Cash Flows from Financing Activities of Continuing Operations
Issuance of long-term debt			—			298.7
Payment of long-term debt			—			(300.0)
Payment of short-term debt, net			(3.8)			(15.6)
Payment of dividends			(113.3)			(106.5)
Debt issuance costs			—			(4.5)
Acquisition of common shares			(150.0)			(11.2)
Other, net			(11.1)			(39.2)
Net cash used in financing activities from Continuing Operations			(278.2)			(178.3)
Discontinued Operations:
Cash (used in) provided by operating activities			(44.7)			19.5
Cash used in investing activities			(1.7)			(2.2)
Cash (used in) provided by discontinued operations			(46.4)			17.3
Effect of exchange rate changes on cash and cash equivalents			(6.0)			1.7
Increase in cash and cash equivalents			137.4			5.9
Cash and cash equivalents, beginning of year			286.2			259.6
Cash and cash equivalents within assets held for sale, beginning of year			0.7			1.0
Restricted cash, included in other assets, beginning of year			2.7			—
Less: Restricted cash, included in Other Assets			2.8			—
Less: Cash and cash equivalents within assets held for sale, end of period			—			1.1
Cash and cash equivalents, end of period			$	424.2		$	265.4

See notes to unaudited Condensed Consolidated Financial Statements.

HUBBELL INCORPORATED-Form 10-Q 6

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Notes to Condensed Consolidated Financial Statements (unaudited)

NOTE 1 Basis of Presentation

The accompanying unaudited Condensed Consolidated Financial Statements of Hubbell Incorporated (“Hubbell”, the “Company”, “registrant”, “we”, “our” or “us”, which references include its divisions and subsidiaries) have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by United States of America (“U.S.”) GAAP for audited financial statements. In the opinion of management, all adjustments consisting only of normal recurring adjustments considered necessary for a fair statement of the results of the periods presented have been included. Operating results for the six months ended June 30, 2022 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2022.

The balance sheet at December 31, 2021 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements.

For further information, refer to the consolidated financial statements and footnotes thereto included in the Hubbell Incorporated Annual Report on Form 10-K for the year ended December 31, 2021.

Discontinued Operations

On February 1, 2022, the Company completed the sale of the Commercial and Industrial Lighting business (the "C&I Lighting business") to GE Current, a Daintree Company, for total cash consideration of $350 million, subject to customary adjustments with respect to working capital. The disposal of the Commercial and Industrial Lighting business met the criteria set forth in ASC 205-20 to be presented as a discontinued operation. The Commercial and Industrial Lighting businesses' results of operations and the related cash flows have been reclassified to income from discontinued operations in the Condensed Consolidated Statements of Income and cash flows from discontinued operations in the Condensed Consolidated Statement of Cash Flows, respectively, for all periods presented. For additional information regarding this transaction and its effect on our financial reporting, see Note 2 – Discontinued Operations, in the accompanying Condensed Consolidated Financial Statements, which note is incorporated herein by reference.

Impact of the COVID-19 Pandemic

During March 2020, a global pandemic was declared by the World Health Organization related to the rapidly growing outbreak of a novel strain of coronavirus (COVID-19). The pandemic has had, and may continue to have, a significant effect on global economic conditions. U.S. Federal, state, local, and foreign governments have reacted to the public health crisis with mitigation measures, creating significant uncertainties in the U.S. and global economies. The extent to which the coronavirus pandemic will continue to affect our business, operations, supply chains, and our financial results will depend on numerous evolving factors that we may not be able to accurately predict and which may cause the actual results to differ from the estimates and assumptions we are required to make in the preparation of financial statements according to GAAP.

Recently Issued Accounting Pronouncements

In March 2020, the FASB issued ASU No. 2020-04, "Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting," which provides optional expedients and exceptions for applying generally accepted accounting principles to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments are effective for all entities beginning on March 12, 2020 through December 31, 2022. The Company may elect to apply the amendments prospectively through December 31, 2022. The Company has not adopted this ASU as of June 30, 2022. The Company is currently assessing the impact of adopting this standard on its financial statements and the timing of adoption.

In October 2021, the FASB issued ASU No. 2021-08, "Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers." ASU 2021-08 requires an acquirer to recognize and measure contract assets and contract liabilities, including deferred revenue, acquired in a business combination in accordance with Revenue from Contracts with Customers (Topic 606) as if the acquirer had originated the contracts at the date of the business combination. The provisions of ASU 2021-08 are effective for interim periods and fiscal years beginning after December 15, 2022, with early adoption permitted. If early adopted, the provisions of ASU 2021-08 apply retrospectively to all business combinations that occurred on or after the first day of the fiscal year in which the standard is adopted. The Company is currently assessing the impact of adopting this standard on its financial statements and the timing of adoption.

HUBBELL INCORPORATED-Form 10-Q 7

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In November 2021, the FASB issued ASU No. 2021-10, "Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance." This update requires annual disclosures about transactions with a government that are accounted for by applying a grant or contribution accounting model by analogy. This standard is effective for financial statements issued for annual periods beginning after December 15, 2021 and should be applied either prospectively or retrospectively. Early adoption is permitted. The Company is currently assessing the impact of adopting this standard on its financial statements and the timing of adoption.

NOTE 2 Discontinued Operations

On February 1, 2022, the Company completed the sale of the Commercial and Industrial Lighting business to GE Current, a Daintree Company, for total cash consideration of $350 million, subject to customary adjustments with respect to working capital. The sale of this business represents a strategic shift that will have a major effect on our operations and financial results, and as a result, is reported as a discontinued operation in our Condensed Consolidated Financial Statements for all periods presented. The assets and liabilities of this business are also presented as held for sale in the Condensed Consolidated Balance Sheets, in the periods prior to the sale. The Commercial and Industrial Lighting business was previously included in the Electrical Solutions segment.

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. Furthermore, we entered into a short-term supply agreement whereby the Company will act as a supplier of finished goods and component parts to the Commercial and Industrial Lighting business after the completion of the sale. Income from the TSA and supply agreement was $4.8 million and $7.6 million, respectively, for the three and six months ended June 30, 2022 and was recorded in Other Income in the Condensed Consolidated Financial Statements.

The following table presents the summarized components of income from discontinued operations, net of income taxes, for the Commercial and Industrial Lighting business:

			Three Months Ended June 30,									Six Months Ended June 30,
(in millions)			2022			2021						2022			2021
Net sales			$	—		$	137.5					$	29.1		$	259.6
Cost of goods sold			—			105.9						27.7			201.9
Gross profit			—			31.6						1.4			57.7
Selling & administrative expenses			4.5			21.9						15.2			41.7
Operating (loss) income			(4.5)			9.7						(13.8)			16.0
(Loss) Gain on disposal of business			(7.7)			—						80.7			—
Other expense			(1.4)			(0.8)						(1.1)			(1.4)
(Loss) income from discontinued operations before income taxes			(13.6)			8.9						65.8			14.6
Provision for income taxes			—			1.9						1.7			3.2
(Loss) income from discontinued operations, net of taxes			$	(13.6)		$	7.0					$	64.1		$	11.4

(Loss) income from discontinued operations, net of taxes for the three and six months ended June 30, 2022 includes transaction and separation costs of $4.5 million and $6.7 million, respectively, and the six months ended June 30, 2022 includes a pre-tax gain on the disposal of $80.7 million.

HUBBELL INCORPORATED-Form 10-Q 8

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The following table presents the major classes of assets and liabilities classified as held for sale in the Condensed Consolidated Balance Sheet for the year ended December 31, 2021:

(in millions)						December 31, 2021
Cash and cash equivalents						$	0.7
Accounts receivable						83.1
Inventories, net						89.8
Other current assets						5.9
Assets held for sale - current						$	179.5
Property, Plant, and Equipment, net						77.7
Goodwill						50.2
Other intangible assets, net						37.3
Other long-term assets						11.9
Assets held for sale - non-current						$	177.1
Accounts payable						50.2
Accrued salaries, wages and employee benefits						8.5
Accrued insurance						3.9
Other accrued liabilities						28.7
Liabilities held for sale - current						$	91.3
Other Non-Current Liabilities						18.8
Liabilities held for sale - non-current						$	18.8

NOTE 3 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. 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. Revenue from service contracts and post-shipment performance obligations are approximately two 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.

Within the Electrical Solutions segment, 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 Condensed Consolidated Balance Sheets. Once control transfers to the customer and the Company meets the revenue recognition criteria, the deferred revenue is recognized in the Condensed Consolidated Statements of Income. The deferred revenue relating to the annual maintenance service contracts is recognized in the Condensed Consolidated Statements of Income on a straight-line basis over the expected term of the contract.

HUBBELL INCORPORATED-Form 10-Q 9

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The following table presents disaggregated revenue by business group. On January 1, 2022, we internally reorganized certain businesses within our Electrical Solutions segment to simplify the organization structure and align the organization to better serve our customers. This change had no impact to our reportable segments. In conjunction with this change, prior period amounts have been reclassified to conform to the organizational changes within the Electrical Solutions segment.

			Three Months Ended June 30,						Six Months Ended June 30,
in millions			2022			2021			2022			2021
Net sales
Electrical Products			$	234.8		$	196.6		$	462.5		$	378.2
Connection and Bonding			156.4			135.4			300.3			251.5
Industrial Controls			76.7			64.7			149.7			123.2
Retail and Builder			59.6			68.8			119.3			136.7
Total Electrical Solutions			$	527.5		$	465.5		$	1,031.8		$	889.6
Utility T&D Components			556.5			421.2			1,048.0			796.1
Utility Communications and Controls			172.0			167.6			332.3			324.9
Total Utility Solutions			$	728.5		$	588.8		$	1,380.3		$	1,121.0
TOTAL			$	1,256.0		$	1,054.3		$	2,412.1		$	2,010.6

The following table presents disaggregated revenue by geographic location (on a geographic basis, the Company defines "international" as operations based outside of the United States and its possessions):

			Three Months Ended June 30,						Six Months Ended June 30,
in millions			2022			2021			2022			2021
Net sales
United States			$	461.4		$	396.5		$	901.8		$	763.3
International			66.1			69.0			130.0			126.3
Total Electrical Solutions			$	527.5		$	465.5		$	1,031.8		$	889.6
United States			689.9			560.3			1,308.4			1,061.7
International			38.6			28.5			71.9			59.3
Total Utility Solutions			$	728.5		$	588.8		$	1,380.3		$	1,121.0
TOTAL			$	1,256.0		$	1,054.3		$	2,412.1		$	2,010.6

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 Condensed Consolidated Balance Sheets.

Contract liabilities were $21.9 million as of June 30, 2022 compared to $16.7 million as of December 31, 2021. The $5.2 million increase in our contract liabilities balance was primarily due to a $15.0 million net increase in current year deferrals primarily due to timing of advance payments on certain orders partially offset by the recognition of $9.8 million in revenue related to amounts that were recorded in contract liabilities at January 1, 2022. The Company has an immaterial amount of contract assets relating to performance obligations satisfied prior to payment that is recorded in Other long-term assets in the Condensed Consolidated Balance Sheets. Impairment losses recognized on our receivables and contract assets were immaterial for the three and six months ended June 30, 2022.

Unsatisfied Performance Obligations

As of June 30, 2022, the Company had approximately $390 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 Utility Solutions segment to deliver and install meters, metering communications and grid monitoring sensor technology. The Company expects that a majority of the unsatisfied performance obligations will be completed and recognized over the next two years.

HUBBELL INCORPORATED-Form 10-Q 10

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NOTE 4 Segment Information

The Company's reporting segments consist of the Electrical Solutions segment and the Utility Solutions segment. 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, lighting fixtures, components and other electrical equipment. The 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. There are also a variety of wiring devices, lighting fixtures and electrical products that have residential and utility applications, including residential products with Internet-of-Things ("IoT") enabled technologies. These products are primarily sold through electrical and industrial distributors, home centers, retail and hardware outlets, lighting showrooms and residential product oriented internet sites. Special application products are primarily sold through wholesale distributors to contractors, industrial customers and OEMs.

The Utility Solutions segment consists of businesses that design, manufacture, and sell a wide variety of electrical distribution, transmission, substation, and telecommunications products. This includes utility transmission & distribution (T&D) components such as arresters, insulators, connectors, anchors, bushings, and enclosures. The Utility Solutions segment also offers solutions that serve 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. Products are sold to distributors and directly to users such as utilities, telecommunication companies, industrial firms, construction and engineering firms.

The following table sets forth financial information by business segment (in millions):

			Net Sales						Operating Income						Operating Income as a % of Net Sales
			2022			2021			2022			2021			2022			2021
Three Months Ended June 30,
Electrical Solutions			$	527.5		$	465.5		$	79.2		$	69.3		15.0		%	14.9		%
Utility Solutions			728.5			588.8			111.4			72.9			15.3		%	12.4		%
TOTAL			$	1,256.0		$	1,054.3		$	190.6		$	142.2		15.2		%	13.5		%
Six Months Ended June 30,
Electrical Solutions			$	1,031.8		$	889.6		$	134.0		$	118.5		13.0		%	13.3		%
Utility Solutions			1,380.3			1,121.0			199.5			133.6			14.5		%	11.9		%
TOTAL			$	2,412.1		$	2,010.6		$	333.5		$	252.1		13.8		%	12.5		%

HUBBELL INCORPORATED-Form 10-Q 11

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NOTE 5 Inventories, net

Inventories, net consists of the following (in millions):

			June 30, 2022			December 31, 2021
Raw material			$	277.0		$	241.0
Work-in-process			149.3			129.4
Finished goods			429.6			428.6
Subtotal			855.9			799.0
Excess of FIFO over LIFO cost basis			(136.4)			(136.9)
TOTAL			$	719.5		$	662.1

HUBBELL INCORPORATED-Form 10-Q 12

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NOTE 6 Goodwill and Other Intangible Assets, net

Changes in the carrying values of goodwill for the six months ended June 30, 2022, by segment, were as follows (in millions):

			Segment
			Electrical Solutions			Utility Solutions			Total
BALANCE DECEMBER 31, 2021			$	612.5		$	1,258.8		$	1,871.3
Foreign currency translation			(4.8)			(7.1)			(11.9)
BALANCE JUNE 30, 2022			$	607.7		$	1,251.7		$	1,859.4

The carrying value of other intangible assets included in Other intangible assets, net in the Condensed Consolidated Balance Sheets is as follows (in millions):

			June 30, 2022						December 31, 2021
			Gross Amount			Accumulated Amortization			Gross Amount			Accumulated Amortization
Definite-lived:
Patents, tradenames and trademarks			$	180.0		$	(71.4)		$	181.3		$	(67.6)
Customer relationships, developed technology and other			897.4			(402.4)			901.2			(374.0)
TOTAL DEFINITE-LIVED INTANGIBLES			$	1,077.4		$	(473.8)		$	1,082.5		$	(441.6)
Indefinite-lived:
Tradenames and other			40.5			—			40.6			—
TOTAL OTHER INTANGIBLE ASSETS			$	1,117.9		$	(473.8)		$	1,123.1		$	(441.6)

Amortization expense associated with definite-lived intangible assets was $17.4 million and $19.1 million during the three months ended June 30, 2022 and 2021, respectively, and $34.9 million and $39.0 million during the six months ended June 30, 2022 and 2021, respectively. Future amortization expense associated with these intangible assets is estimated to be $34.8 million for the remainder of 2022, $65.3 million in 2023, $61.3 million in 2024, $57.2 million in 2025, $53.7 million in 2026, and $48.6 million in 2027. 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 asset's useful life, or using a straight line method. Approximately 80% of the gross value of definite-lived intangible assets follow an accelerated amortization method.

The Company completed its annual goodwill impairment test as of April 1, 2022. The Company applied the "Step-zero" test to one of its four reporting units, which allows the Company to first assess qualitative factors to determine whether it is more likely than not that a reporting unit's fair value is greater than its carrying amount. Based on the qualitative assessment, the Company concluded that it was more likely than not that the fair value of this reporting unit substantially exceeded its carrying value and, therefore, further quantitative analysis was not required. For the other three reporting units, 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. If the estimated fair value 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, such as the potential continuing effects of the COVID-19 pandemic, impacts to the supply chain and higher inflation. 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 of 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 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.

As of April 1, 2022, the impairment testing resulted in implied fair values for each reporting unit that significantly exceeded such reporting unit's carrying value, including goodwill. The Company did not have any reporting units at risk of failing the quantitative impairment test as the excess of the implied fair value significantly exceeded the carrying value of each of the reporting units. Additionally, the Company did not have any reporting units with zero or negative carrying amounts.

HUBBELL INCORPORATED-Form 10-Q 13

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The Company performs its impairment assessment of indefinite-lived intangible assets as of April 1st of each year, unless circumstances dictate the need for more frequent assessments. For the 2022 test, the Company elected to utilize the quantitative impairment testing process as permitted in the accounting guidance, by comparing the estimated fair value of the indefinite-lived intangible assets to their carrying values. If the estimated fair value of the indefinite-lived intangible assets exceeds their carrying value, no impairment exists. 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, such as the potential continuing effects of the COVID-19 pandemic. 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, 2022, 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.

HUBBELL INCORPORATED-Form 10-Q 14

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NOTE 7 Other Accrued Liabilities

Other accrued liabilities consists of the following (in millions):

			June 30, 2022			December 31, 2021
Customer program incentives			$	53.6		$	67.3
Accrued income taxes			11.0			4.8
Contract liabilities - deferred revenue			21.9			16.7
Customer refund liability			15.3			16.7
Accrued warranties(1)			36.0			36.7
Current operating lease liabilities			29.4			27.1
Other			114.5			94.1
TOTAL			$	281.7		$	263.4

(1) Refer to Note 22 - Guarantees, in the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2021 for additional information regarding warranties.

NOTE 8 Other Non-Current Liabilities

Other non-current liabilities consists of the following (in millions):

			June 30, 2022			December 31, 2021
Pensions			$	187.5		$	189.8
Other post-retirement benefits			17.0			17.0
Deferred tax liabilities			102.2			114.7
Accrued warranties long-term(1)			30.1			29.4
Non-current operating lease liabilities			82.6			58.3
Other			111.3			112.1
TOTAL			$	530.7		$	521.3

(1) Refer to Note 22 - Guarantees, in the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2021 for additional information regarding warranties.

HUBBELL INCORPORATED-Form 10-Q 15

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NOTE 9 Total Equity

A summary of changes in total equity for the three and six months ended June 30, 2022 and the three and six months ended June 30, 2021 is provided below (in millions, except per share amounts):

			Common Stock			Additional Paid-in Capital			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Total Hubbell Shareholders' Equity			Non- controlling interest
BALANCE AT DECEMBER 31, 2021			$	0.6		$	—		$	2,560.0		$	(330.8)		$	2,229.8		$	10.9
Net income			—			—			180.2			—			180.2			1.3
Other comprehensive (loss) income			—			—			—			5.4			5.4			—
Stock-based compensation			—			11.1			—			—			11.1			—
Acquisition/surrender of common shares(1)			—			(11.2)			(145.2)			—			(156.4)			—
Cash dividends declared ($1.05 per share)			—			—			(56.9)			—			(56.9)			—
Dividends to noncontrolling interest			—			—			—			—			—			(1.1)
Directors deferred compensation			—			0.1			—			—			0.1			—
BALANCE AT MARCH 31, 2022			$	0.6		$	—		$	2,538.1		$	(325.4)		$	2,213.3		$	11.1
Net income			—			—			122.0			—			122.0			1.5
Other comprehensive (loss) income			—			—			—			(25.8)			(25.8)			—
Stock-based compensation			—			5.6			—			—			5.6			—
Acquisition/surrender of common shares(1)			—			(1.9)			—			—			(1.9)			—
Cash dividends declared ($1.05 per share)			—			—			(56.5)			—			(56.5)			—
Dividends to noncontrolling interest			—			—			—			—			—			(1.6)
Directors deferred compensation			—			0.2			—			—			0.2			—
BALANCE AT JUNE 30, 2022			$	0.6		$	3.9		$	2,603.6		$	(351.2)		$	2,256.9		$	11.0

HUBBELL INCORPORATED-Form 10-Q 16

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			Common Stock			Additional Paid-in Capital			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Total Hubbell Shareholders' Equity			Non- controlling interest
BALANCE AT DECEMBER 31, 2020			$	0.6		$	4.9		$	2,393.7		$	(329.2)		$	2,070.0		$	15.4
Net income			—			—			77.7			—			77.7			1.4
Other comprehensive (loss) income			—			—			—			(4.6)			(4.6)			—
Stock-based compensation			—			9.5			—			—			9.5			—
Acquisition/surrender of common shares(1)			—			(14.0)			(2.7)			—			(16.7)			—
Cash dividends declared ($0.98 per share)			—			—			(53.3)			—			(53.3)			—
Dividends to noncontrolling interest			—			—			—			—			—			(1.5)
Directors deferred compensation			—			0.1			—			—			0.1			—
BALANCE AT MARCH 31, 2021			$	0.6		$	0.5		$	2,415.4		$	(333.8)		$	2,082.7		$	15.3
Net income			—			—			95.8			—			95.8			0.8
Other comprehensive (loss) income			—			—			—			11.6			11.6			—
Stock-based compensation			—			3.9			—			—			3.9			—
Acquisition/surrender of common shares(1)			—			(4.5)			(10.5)			—			(15.0)			—
Cash dividends declared ($0.98 per share)			—			—			(53.4)			—			(53.4)			—
Dividends to noncontrolling interest			—			—			—			—			—			(0.9)
Directors deferred compensation			—			0.1			—			—			0.1			—
BALANCE AT JUNE 30, 2021			$	0.6		$	—		$	2,447.3		$	(322.2)		$	2,125.7		$	15.2

(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 $145.2 million and $13.2 million in the first six months of 2022 and 2021, respectively, reflects this accounting treatment.

The detailed components of total comprehensive income are presented in the Condensed Consolidated Statements of Comprehensive Income.

HUBBELL INCORPORATED-Form 10-Q 17

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NOTE 10 Accumulated Other Comprehensive Loss

A summary of the changes in Accumulated other comprehensive loss (net of tax) for the six months ended June 30, 2022 is provided below (in millions):

(debit) credit			Cash flow hedge (loss) gain			Unrealized gain (loss) on available-for- sale securities			Pension and post retirement benefit plan adjustment			Cumulative translation adjustment			Total
BALANCE AT DECEMBER 31, 2021			$	0.4		$	0.6		$	(202.8)		$	(129.0)		$	(330.8)
Other comprehensive income (loss) before reclassifications			0.1			(1.2)			(2.9)			(25.1)			(29.1)
Amounts reclassified from accumulated other comprehensive loss			(0.2)			—			8.4			0.5			8.7
Current period other comprehensive income (loss)			(0.1)			(1.2)			5.5			(24.6)			(20.4)
BALANCE AT JUNE 30, 2022			$	0.3		$	(0.6)		$	(197.3)		$	(153.6)		$	(351.2)

A summary of the gain (loss) reclassifications out of Accumulated other comprehensive loss for the three and six months ended June 30, 2022 and 2021 is provided below (in millions):

			Three Months Ended June 30,									Six Months Ended June 30,
Details about Accumulated Other Comprehensive Loss Components			2022			2021						2022			2021			Location of Gain (Loss) Reclassified into Income
Cash flow hedges gain (loss):
Forward exchange contracts			$	—		$	—					$	—		$	(0.1)		Net sales
			0.2			(0.5)						0.2			(0.8)			Cost of goods sold
			—			(0.2)						—			(0.2)			Other expense, net
			0.2			(0.7)						0.2			(1.1)			Total before tax
			—			0.2						—			0.3			Tax benefit (expense)
			$	0.2		$	(0.5)					$	0.2		$	(0.8)		Gain (loss) net of tax
Amortization of defined benefit pension and post retirement benefit items:
Prior-service costs (a)			$	(0.1)		$	(0.1)					$	(0.2)		$	(0.1)
Actuarial gains/(losses) (a)			(2.5)			(2.7)						(5.0)			(5.4)
Settlement losses (a)			(5.8)			—						(5.8)			—
			(8.4)			(2.8)						(11.0)			(5.5)			Total before tax
			2.1			0.7						2.6			1.4			Tax benefit (expense)
			$	(6.3)		$	(2.1)					$	(8.4)		$	(4.1)		Gain (loss) net of tax
Reclassification of currency translation gain (loss):
			$	—		$	—					$	(0.5)		$	—		Gain (loss) on disposition of business (Note 2)
			—			—						—			—			Tax benefit (expense)
			$	—		$	—					$	(0.5)		$	—		Gain (loss) net of tax
Gains (losses) reclassified into earnings			$	(6.1)		$	(2.6)					$	(8.7)		$	(4.9)		Gain (loss) net of tax

(a) These accumulated other comprehensive loss components are included in the computation of net periodic pension cost (see Note 12 - Pension and Other Benefits in the Notes to Condensed Consolidated Financial Statements for additional details).

HUBBELL INCORPORATED-Form 10-Q 18

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NOTE 11 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. Service-based and performance-based restricted stock awards granted by the Company are considered participating securities as these awards contain a non-forfeitable right to dividends.

The following table sets forth the computation of earnings per share for the three and six months ended June 30, 2022 and 2021 (in millions, except per share amounts):

			Three Months Ended June 30,						Six Months Ended June 30,
			2022			2021			2022			2021
Numerator:
Net income from continuing operations attributable to Hubbell Incorporated			$	135.6		$	88.8		$	238.1		$	162.1
Less: Earnings allocated to participating securities			(0.4)			(0.3)			(0.6)			(0.5)
Net income from continuing operations available to common shareholders			$	135.2		$	88.5		$	237.5		$	161.6
Net (loss) income from discontinued operations attributable to Hubbell Incorporated			$	(13.6)		$	7.0		$	64.1		$	11.4
Less: Earnings allocated to participating securities			—			—			(0.2)			—
Net (loss) income from discontinued operations available to common shareholders			$	(13.6)		$	7.0		$	63.9		$	11.4
Net income attributable to Hubbell Incorporated			$	122.0		$	95.8		$	302.2		$	173.5
Less: Earnings allocated to participating securities			(0.4)			(0.3)			(0.8)			(0.6)
Net income available to common shareholders			$	121.6		$	95.5		$	301.4		$	172.9
Denominator:
Average number of common shares outstanding			53.6			54.3			53.8			54.3
Potential dilutive common shares			0.3			0.4			0.3			0.4
Average number of diluted shares outstanding			53.9			54.7			54.1			54.7
Basic earnings per share:
Basic earnings per share from continuing operations			$	2.52		$	1.63		$	4.41		$	2.97
Basic earnings per share from discontinued operations			$	(0.25)		$	0.13		$	1.19		$	0.22
Basic earnings per share			$	2.27		$	1.76		$	5.60		$	3.19
Diluted earnings per share:
Diluted earnings per share from continuing operations			$	2.51		$	1.62		$	4.39		$	2.95
Diluted earnings per share from discontinued operations			$	(0.25)		$	0.12		$	1.18		$	0.21
Diluted earnings per share			$	2.26		$	1.74		$	5.57		$	3.16

The Company did not have any significant anti-dilutive securities outstanding during the three and six months ended June 30, 2022 and 2021.

HUBBELL INCORPORATED-Form 10-Q 19

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NOTE 12 Pension and Other Benefits

The following table sets forth the components of net pension and other benefit costs for the three and six months ended June 30, 2022 and 2021 (in millions):

			Pension Benefits						Other Benefits
			2022			2021			2022			2021
Three Months Ended June 30,
Service cost			$	0.2		$	0.3		$	—		$	—
Interest cost			6.3			6.0			0.1			0.2
Expected return on plan assets			(8.2)			(9.2)			—			—
Amortization of prior service cost			0.1			0.1			—			—
Amortization of actuarial losses (gains)			2.6			2.7			(0.1)			—
Settlement losses			5.8			—			—			—
NET PERIODIC BENEFIT COST			$	6.8		$	(0.1)		$	—		$	0.2
Six Months Ended June 30,
Service cost			$	0.4		$	0.5		$	—		$	—
Interest cost			12.6			12.0			0.2			0.3
Expected return on plan assets			(16.4)			(18.3)			—			—
Amortization of prior service cost			0.2			0.1			—			—
Amortization of actuarial losses (gains)			5.2			5.4			(0.2)			—
Settlement losses			5.8			—			—			—
NET PERIODIC BENEFIT COST			$	7.8		$	(0.3)		$	—		$	0.3

In the second quarter of 2022, the Company recorded $4.4 million of settlement losses in continuing operations and $1.4 million of settlement losses in discontinued operations relating to retirees that elected to receive lump-sum distributions from the Company's defined benefit pension plans. This charge was the result of lump-sum payments which exceeded the threshold for settlement accounting under U.S. GAAP for the year.

Employer Contributions

The Company made $2.5 million in contributions to its foreign pension plans during the six months ended June 30, 2022. Although not required by ERISA and the Internal Revenue Code, the Company may elect to make a voluntary contribution to its qualified domestic defined benefit pension plan in 2022.

HUBBELL INCORPORATED-Form 10-Q 20

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NOTE 13 Guarantees

The Company records a liability equal to the fair value of guarantees 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 June 30, 2022 and December 31, 2021, the fair value and maximum potential payment related to the Company’s guarantees were not material.

The Company offers product warranties that cover defects on most of its products. These warranties primarily apply to products that are properly installed, maintained and used for their intended purpose. 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 during the six months ended June 30, 2022 and 2021 are set forth below (in millions):

			2022			2021
BALANCE AT JANUARY 1, (a)			$	66.1		$	72.7
Provision			7.3			4.4
Expenditures/payments/other			(7.3)			(9.4)
BALANCE AT June 30, (a)			$	66.1		$	67.7

(a) Refer to Note 7 – Other Accrued Liabilities and Note 8 – Other Non-Current Liabilities for a breakout of short-term and long-term warranties.

HUBBELL INCORPORATED-Form 10-Q 21

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NOTE 14 Fair Value Measurement

Financial Instruments

Financial instruments which potentially subject the Company to significant concentrations of credit loss 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. 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 June 30, 2022 our accounts receivable balance was $780.5 million, net of allowances of $13.9 million. During the six months ended June 30, 2022 our allowances increased approximately $3.3 million.

Investments

At June 30, 2022 and December 31, 2021, the Company had $65.6 million and $54.0 million, respectively, of available-for-sale municipal debt securities. These investments had an amortized cost of $66.6 million and $53.3 million, respectively. No allowance for credit losses related to our available-for-sale debt securities was recorded for the six months ended June 30, 2022. As of June 30, 2022 and December 31, 2021 the unrealized losses attributable to our available-for-sale debt securities was $1.2 million and $0.1 million, respectively. The fair value of available-for-sale debt securities with unrealized losses was $49.6 million at June 30, 2022 and $12.2 million at December 31, 2021.

The Company also had trading securities of $20.2 million at June 30, 2022 and $24.5 million at December 31, 2021 that are carried on the balance sheet at fair value. Unrealized gains and losses associated with available-for-sale debt securities are reflected in Accumulated other comprehensive loss, net of tax, while unrealized gains and losses associated with trading securities are reflected in the results of operations.

Fair value measurements

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. 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.

HUBBELL INCORPORATED-Form 10-Q 22

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The following table shows, by level within the fair value hierarchy, our financial assets and liabilities that are accounted for at fair value on a recurring basis at June 30, 2022 and December 31, 2021 (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
June 30, 2022
Money market funds(a)			$	232.3		$	—		$	—		$	232.3
Time Deposits(a)			—			4.8			—			4.8
Available for sale investments			—			65.6			—			65.6
Trading securities			20.2			—			—			20.2
Deferred compensation plan liabilities			(20.2)			—			—			(20.2)
Derivatives:
Forward exchange contracts-Assets(b)			—			0.3			—			0.3
Forward exchange contracts-(Liabilities)(c)			—			(0.1)			—			(0.1)
TOTAL			$	232.3		$	70.6		$	—		$	302.9
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
December 31, 2021
Money market funds(a)			$	58.5		$	—		$	—		$	58.5
Available for sale investments			—			54.0			—			54.0
Trading securities			24.5			—			—			24.5
Deferred compensation plan liabilities			(24.5)			—			—			(24.5)
Derivatives:
Forward exchange contracts-Assets(b)			—			0.5			—			0.5
TOTAL			$	58.5		$	54.5		$	—		$	113.0

(a) Money market funds and time deposits are reflected in Cash and cash equivalents in the Condensed Consolidated Balance Sheets.

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

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

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 was 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 plans

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. The Company purchased $1.9 million and $2.3 million of trading securities related to these deferred compensation plans during the six months ended June 30, 2022 and 2021, respectively. As a result of participant distributions, the Company sold $2.4 million of these trading securities during the six months ended June 30, 2022 and $3.0 million during the six months ended June 30, 2021. 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

As of June 30, 2022 and December 31, 2021, the carrying value of long-term debt, net of unamortized discount and debt issuance costs, was $1,436.7 million and $1,435.5 million, respectively. The estimated fair value of the long-term debt as of June 30, 2022 and December 31, 2021 was $1,355.6 million and $1,524.5 million, respectively, using quoted market prices in active markets for similar liabilities (Level 2).

HUBBELL INCORPORATED-Form 10-Q 23

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NOTE 15 Commitments and Contingencies

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.

HUBBELL INCORPORATED-Form 10-Q 24

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NOTE 16 Restructuring Costs and Other

In the three and six months ended June 30, 2022, we incurred costs for restructuring actions initiated in 2022 as well as costs for restructuring actions initiated in the prior years. Our restructuring actions are associated with cost reduction efforts that include the consolidation of manufacturing and distribution facilities as well as workforce reductions. Restructuring costs include severance and employee benefits, asset impairments, accelerated depreciation, 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 reporting segments and the location of the costs in the Condensed Consolidated Statements of Income for the three and six months ended June 30, 2022 and 2021 is as follows (in millions):

			Three Months Ended June 30,
			2022			2021			2022			2021			2022			2021
			Cost of goods sold						Selling & administrative expense						Total
Electrical Solutions			$	0.5		$	0.5		$	0.6		$	0.3		$	1.1		$	0.8
Utility Solutions			0.7			0.3			(0.2)			0.1			0.5			0.4
Total Pre-Tax Restructuring Costs			$	1.2		$	0.8		$	0.4		$	0.4		$	1.6		$	1.2

			Six Months Ended June 30,
			2022			2021			2022			2021			2022			2021
			Cost of goods sold						Selling & administrative expense						Total
Electrical Solutions			$	0.6		$	0.7		$	0.7		$	0.1		$	1.3		$	0.8
Utility Solutions			1.7			0.6			0.2			0.1			1.9			0.7
Total Pre-Tax Restructuring Costs			$	2.3		$	1.3		$	0.9		$	0.2		$	3.2		$	1.5

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

			Beginning Accrued Restructuring Balance 1/1/22			Pre-tax Restructuring Costs			Utilization and Foreign Exchange			Ending Accrued Restructuring Balance 6/30/2022
2022 Restructuring Actions
Severance			$	—		$	2.0		$	(0.2)		$	1.8
Asset write-downs			—			—			—			—
Facility closure and other costs			—			0.8			(0.7)			0.1
Total 2022 Restructuring Actions			$	—		$	2.8		$	(0.9)		$	1.9
2021 and Prior Restructuring Actions
Severance			$	4.1		$	0.3		$	(0.6)		$	3.8
Asset write-downs			—			—			—			—
Facility closure and other costs			0.1			0.1			(0.2)			—
Total 2021 and Prior Restructuring Actions			$	4.2		$	0.4		$	(0.8)		$	3.8
Total Restructuring Actions			$	4.2		$	3.2		$	(1.7)		$	5.7

HUBBELL INCORPORATED-Form 10-Q 25

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The actual costs incurred and total expected cost in each of our reporting segments of our on-going restructuring actions are as follows (in millions):

			Total expected costs			Costs incurred during 2021			Costs incurred in the first six months of 2022			Remaining costs at 6/30/2022
2022 Restructuring Actions
Electrical Solutions			$	1.1		$	—		$	0.8		$	0.3
Utility Solutions			3.1			—			2.0			1.1
Total 2022 Restructuring Actions			$	4.2		$	—		$	2.8		$	1.4
2021 and Prior Restructuring Actions
Electrical Solutions			$	2.2		$	1.5		$	0.5		$	0.2
Utility Solutions			7.3			2.4			(0.1)			5.0
Total 2021 and Prior Restructuring Actions			$	9.5		$	3.9		$	0.4		$	5.2
Total Restructuring Actions			$	13.7		$	3.9		$	3.2		$	6.6

NOTE 17 Debt and Financing Arrangements

Long-term debt consists of the following (in millions):

			Maturity			June 30, 2022			December 31, 2021
Senior notes at 3.35%			2026			$	397.5		$	397.2
Senior notes at 3.15%			2027			297.2			297.0
Senior notes at 3.50%			2028			445.9			445.5
Senior notes at 2.300%			2031			296.1			295.8
TOTAL LONG-TERM DEBT**(a)**						$	1,436.7		$	1,435.5

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

2021 Credit Facility

The Company has a five-year credit agreement with a syndicate of lenders and JPMorgan Chase, N.A., as administrative agent, that provides a $750 million committed revolving credit facility (the “2021 Credit Facility"). Commitments under the 2021 Credit Facility may be increased to an aggregate amount not to exceed $1.25 billion.

The 2021 Credit Facility contains 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 June 30, 2022. As of June 30, 2022, the 2021 Credit Facility was undrawn.

Short-Term Debt

The Company had $5.8 million and $9.7 million of short-term debt outstanding at June 30, 2022 and December 31, 2021, respectively, which consisted primarily of borrowings to support our international operations in China and other short term debt to support operations.

HUBBELL INCORPORATED-Form 10-Q 26

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NOTE 18 Stock-Based Compensation

As of June 30, 2022, 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 Hubbell Incorporated 2005 Incentive Award Plan as amended and restated (the "Award Plan"). Under the Award Plan, the Company may authorize up to 9.7 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. During the three months ended March 31, 2022, the Company's grant of stock-based awards included restricted stock, SARs and performance shares. There were no material awards granted during the three months ended June 30, 2022.

Each of the compensation arrangements is discussed below.

Restricted Stock

The Company issues various types of restricted stock awards, all of which 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 grants are not transferable and are subject to forfeiture in the event of the recipient’s termination of employment prior to vesting.

Restricted Stock 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”).

In February 2022, the Company granted 55,457 restricted stock awards with a fair value per share of $185.87.

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.

In February 2022, the Company granted 137,099 SAR awards. 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 first three months of 2022:

Grant Date			Expected Dividend Yield			Expected Volatility			Risk Free Interest Rate			Expected Term			Weighted Avg. Grant Date Fair Value of 1 SAR
February 2022			2.1%			27.4%			1.8%			4.9 years			$39.25

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.

HUBBELL INCORPORATED-Form 10-Q 27

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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 2022, the Company granted 14,076 performance shares 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 granted, equal to 100% payout. Performance below or above target can result in issuance in the range of 0%-200% of the number of shares granted. Expense is recognized irrespective of the market condition being achieved.

The fair value of the performance share awards with a market condition for the 2022 grant 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 2022:

Grant Date			Stock Price on Measurement Date			Dividend Yield			Expected Volatility			Risk Free Interest Rate			Expected Term			Weighted Avg. Grant Date Fair Value
February 2022			$185.87			2.3%			39.7%			1.6%			2.9 years			$221.94

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 2022, the Company granted 28,628 performance shares that will vest subject to an internal Company-based performance condition and service requirement.

Fifty percent of these performance shares granted will vest based on Hubbell’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 granted 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 granted.

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 $174.48 for the awards granted in the first quarter of 2022.

Grant Date			Fair Value			Performance Period						Payout Range
February 2022			$174.48			Jan 2022 - Dec 2024						0-200%

HUBBELL INCORPORATED-Form 10-Q 28

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NOTE 19 Subsequent Events

On July 8, 2022, the Company acquired all of the issued and outstanding membership interests of PCX Holdings LLC ("PCX") for a cash purchase price of approximately $128 million. PCX is a leading designer and manufacturer of factory built modular power solutions for applications in the data center market. This business will be reported in the Electrical Solutions segment

On July 11, 2022, the Company acquired all of the issued and outstanding membership interests of Ripley Tools, LLC and Nooks Hill Road, LLC, collectively referred to as Ripley Tools, for a cash purchase price of approximately $50 million. Ripley Tools is a leading manufacturer of cable and fiber prep tools and test equipment that serves both the Electric and Utility and Communications market. This business will be reported in the Utility Solutions segment.

These acquisitions will be accounted for as business combinations whereby purchase accounting requires the assets acquired and liabilities assumed to be recognized at their fair value as of the acquisition date and goodwill and other intangible assets associated with tradenames and customer lists, among others, to be recognized. The preliminary purchase accounting for these acquisitions has not yet been completed.

HUBBELL INCORPORATED-Form 10-Q 29

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