Notice of 2026 Annual

Proxy Summary

Proposal 1:

Proposal 2:

Proposal 3:

Proposal 1

Annual Shareholders Meeting

Voting Matters and Vote Recommendations

Our Vision and Mission

2025 Performance Highlights

Performance Summary

Executive Compensation Highlights

Shareholder Engagement

Director Qualifications and Experience

Commitment to Board Integrity, Experience, and Independence

Nomination and Election Process

Shareholder Nominations

Director Nominees

Compensation Philosophy

Elements of Compensation

Short and Long-Term Incentives

Short-Term Incentive (“STI”) Design

Long-Term Incentive (“LTI”) Design

Performance Share Metrics

HUBBELL INCORPORATED - DEF 14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 14A

PROXY STATEMENT PURSUANT TO SECTION 14(a)
OF THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. )

Filed by the Registrant

Filed by a Party other than the Registrant

Check the appropriate box:
	Preliminary Proxy Statement
	Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(E)(2))
	Definitive Proxy Statement
	Definitive Additional Materials
	Soliciting Material under §240.14a-12

HUBBELL INCORPORATED

(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):
	No fee required.
	Fee paid previously with preliminary materials.
	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

Meeting of Shareholders

Date and Time

Tuesday, May 5, 2026,
at 9:00 a.m.

Location

Hubbell Incorporated
40 Waterview Drive
Shelton, CT 06484

Record Date

March 6, 2026

In addition, any other business properly presented may be acted upon at the meeting.

Your proxy is being solicited for the 2026 Annual Meeting of Shareholders (the “Annual Meeting”) of Hubbell Incorporated (“Hubbell” or the “Company”), or any adjournment, continuation, or postponement of the Annual Meeting, on behalf of Hubbell’s Board of Directors (the “Board”). On or around March 23, 2026, we mailed a Notice of Internet Availability of Proxy Materials to all shareholders of record advising that they could view all of our proxy materials (Proxy Statement, proxy card, and Annual Report on Form 10-K) online at www.proxyvote.com, or request a paper or email copy of the proxy materials, free of charge.

Record Date

If you were a shareholder of record at the close of business on March 6, 2026, you are entitled to notice of and to vote at the Annual Meeting.

By order of the Board,

Katherine A. Lane

Executive Vice President, General Counsel and Secretary
March 23, 2026

How to vote

Your vote is important. Please vote as soon as possible by one of the methods shown below. Make sure to have your proxy card, voting instruction form, or Notice of Internet Availability in hand and follow the instructions.

By Telephone

Vote your shares by calling
1-800-690-6903 toll-free.

Online

Vote your shares online at www.proxyvote.com.

By Mail

If you requested a paper copy of the proxy materials, complete, sign, date and return your proxy card in the prepaid envelope.

In Person

Shareholders who attend the Annual Meeting may vote in person. Beneficial owners of shares must obtain a legal proxy from their broker, bank, or record holder and present it to the inspectors of election to be able to vote at the meeting.

By Scanning

You can vote your shares online by scanning the QR code on your proxy card. You will need the 16-digit control number on your proxy card.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON MAY 5, 2026. This Notice of Annual Meeting and Proxy Statement and the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 are available at www.proxyvote.com. Have your Notice of Internet Availability of Proxy Materials or proxy card in hand when you go to the website.

2 | HUBBELL INCORPORATED

Table of Contents

PROXY SUMMARY	6
Annual Shareholders Meeting	6
Voting Matters and Vote Recommendations	6
Our Vision and Mission	7
2025 Performance Highlights	7
Our Director Nominees	10
Executive Compensation Highlights	11
Shareholder Engagement	13

Proposal 1: ELECTION OF DIRECTORS	14

Director Qualifications and Experience	14
Commitment to Board Integrity, Experience, and Independence	15
Nomination and Election Process	15
Shareholder Nominations	15
Director Nominees	16

CORPORATE GOVERNANCE	23
Governance Snapshot	23
Board Leadership Structure	24
Director Independence	25
Board Oversight of Risk	25
Board Committees	26
Board Practices and Procedures	28
Shareholder Outreach and Engagement	29
Communications with Directors	29
Meetings and Attendance	30
Additional Resources	30

SUSTAINABILITY AT HUBBELL	31
DIRECTOR COMPENSATION	32
Elements of Compensation	32
Director Compensation Table	33

2026 PROXY STATEMENT | 3

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Proposal 2: ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION	35
COMPENSATION DISCUSSION AND ANALYSIS (CD&A)	36
Executive Summary	36
CEO Pay vs. Realized Pay vs. Company Performance	39
Our Compensation Program	41
How We Make Compensation Decisions	43
2025 Compensation Results	45
Other Compensation Policies	53
Employee Benefit Programs	54

EXECUTIVE COMPENSATION	57
Summary Compensation Table	57
Other Compensation Tables	59
CEO Pay Ratio	71
Pay Versus Performance	72

Proposal 3: RATIFICATION OF THE SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	75

Independent Accounting Firm Fees	76
Audit and Non-Audit Services Pre-Approval Policy	76
Audit Committee Report	77

ADDITIONAL INFORMATION	78
Solicitation Expenses	78
Stock Ownership Information	78
Delinquent Section 16(a) Reports	80
Compensation Committee Interlocks and Insider Participation	80
Review and Approval of Related Person Transactions	80
Revocation of Proxy	80
Shareholder Proposals and Nominations for Director	81
Eliminating Duplicative Proxy Materials (“Householding”)	82
Availability of Annual Report on Form 10-K	82

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	Notable 2025 Changes
	Hubbell’s Board appointed a new independent Director - Edward H. Baine on August 29, 2025.	8
	Announced the planned retirement of William R. Sperry from his role as Chief Financial Officer, effective December 31, 2025, and the appointment of long-time senior finance lead Joseph A. Capozzoli as Chief Financial Officer, effective January 1, 2026.	9
	Closed on three acquisitions and one disposition in 2025.	9
	Hubbell’s shareholders adopted a majority vote standard in uncontested elections of Directors on May 6, 2025 (previously had been a plurality vote standard).	23
	The Compensation Committee decided in 2024 to revise the compensation Peer Group for 2025.	45
	Hubbell’s shareholders adopted the Hubbell Incorporated Incentive Award Plan on May 6, 2025.	49

2026 PROXY STATEMENT | 5

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This Proxy Summary highlights selected information contained in this Proxy Statement. It does not contain all the information that you should consider when deciding how to vote. Please read the entire Proxy Statement carefully before voting.

	Date and Time: Tuesday, May 5, 2026, at 9:00 a.m.			Mailing Date: This Proxy Statement was first mailed to shareholders on or about March 23, 2026.

	Place: Hubbell Incorporated 40 Waterview Drive Shelton, CT 06484			Voting: Shareholders as of the record date are entitled to vote. Each share of common stock of Hubbell Incorporated (the “Company’’) is entitled to one vote for each Director nominee and one vote for each of the proposals.

	Record Date: March 6, 2026

A quorum is required to transact business at the Annual Meeting. The presence of the holders of common stock, in person or by proxy, representing a majority of the voting power of the Company’s outstanding shares will constitute a quorum. Abstentions and broker non-votes are counted as present for quorum purposes.

Item of Business

Election of Directors.

Approve, by an advisory vote, the compensation of the Named Executive Officers.

Ratify the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2026.

Board’s Voting
Recommendation

FOR
each
Nominee

Page

FOR

Page

FOR

Page

We do not intend to present any business at the Annual Meeting other than the items described in the Proxy Statement, and we have no information that others intend to do so. The proxies appointed by our Board of Directors (and named on your Proxy Card) will vote all shares as the Board recommends above unless you instruct otherwise when you vote. If a matter not described in this Proxy Statement is properly presented at the Annual Meeting, the named proxies will have the discretion to vote your shares in their judgment. You may revoke your proxy at any time before the Annual Meeting. See Revocation of Proxy on page 80 for more information.

6 I HUBBELL INCORPORATED

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Hubbell is a global manufacturer of high quality, reliable electrical products and utility solutions for a broad range of customer and end-market applications in the Electrical and Utility Solutions segments. Hubbell is committed to doing business in ways that are principled, transparent, and accountable to our shareholders because it is the right way to operate and it generates long-term value.

Our Vision is to enable a Reliable, Resilient, and Renewable energy infrastructure built on a backbone of Hubbell solutions. Our Mission is to Electrify economies and Energize communities. Our Vision and Mission are underscored by four guiding pillars and six core values.

Our Values

Ethics | Inclusion

Accountability | Quality

Safety | Sustainability

We achieved strong full year performance in 2025.

We measure our progress not only in terms of our financial accomplishments, but also by looking at whether we served the best interests of our shareholders, suppliers, customers, employees, and the communities in which we operate.

Net Sales ($ Billions)	Adjusted Diluted Earnings Per Share⁽¹⁾	Free Cash Flow⁽¹⁾ ($ Millions)

⁽¹⁾

Adjusted diluted earnings per share and free cash flow are non-GAAP financial measures. A reconciliation to the comparable GAAP financial measures can be found in Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 12, 2026.

2026 PROXY STATEMENT I 7

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We executed a disciplined plan of capital deployment.

Board Refreshment

Edward H. Baine

Board Committees:

Compensation Committee, Finance Committee

On August 29, 2025, the Board of Directors appointed Edward H. Baine to the Board and added him to the Board’s Compensation and Finance Committees. Mr. Baine is Executive Vice President—Utility Operations and President—Dominion Energy Virginia at Dominion Energy, Inc. He is also a member of the boards of Dominion Energy South Carolina, Inc. (DESC) and Virginia Electric and Power Company (VEPC). Prior to becoming Executive Vice President—Utility Operations and President—Dominion Energy Virginia, Mr. Baine held positions of increasing responsibility at Dominion Energy, Inc. for over 30 years.

The Board remains committed to bringing on new talent; its focus on Board refreshment has yielded five new Directors since 2020.

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Chief Financial Officer Succession

William R. Sperry

Joseph A. Capozzoli

On September 10, 2025, Hubbell announced the retirement of William R. Sperry from his role as Chief Financial Officer of Hubbell effective December 31, 2025, after 17 years of distinguished service to the Company, including 14 years as Chief Financial Officer. Joseph A. Capozzoli, the Vice President, Finance of Hubbell’s Electrical Solutions segment was appointed to succeed Mr. Sperry as Senior Vice President, Chief Financial Officer, effective on January 1, 2026. Mr. Capozzoli joined Hubbell in 2013 as the Company’s Vice President, Controller and served as Hubbell’s Principal Accounting Officer until January 14, 2021. Mr. Capozzoli then served in various senior finance, strategy, and operational roles prior to his HES segment finance role. Mr. Capozzoli’s promotion to Chief Financial Officer reflects Hubbell’s overall commitment to its talent development strategy and its focus on succession planning.

Acquisitions and Portfolio Management

Hubbell has a proven track record of successfully acquiring and integrating businesses to create a focused portfolio with attractive growth and margin characteristics. In 2025, Hubbell continued its focus on growth by completing the three acquisitions noted below and also closing on the disposition of a product line (Metron) no longer core to Hubbell’s overall product portfolio.

DMC Power (HUS)	Nicor (HUS)	Ventev (HES)
Manufacturer of swaged connection systems which are primarily used in high-voltage power infrastructure.	Manufacturer of innovative endpoint solutions that integrate automated meter reading and advanced metering infrastructure networks for the water industry.	Manufacturer and provider of a complete ecosystem of solutions to power, protect, and connect wireless networks for the communications markets.

Sustainability

Commitment to Sustainability

Hubbell publishes an annual sustainability report (available at https://sustainability.hubbell.com) that details our commitments to sustainability, human capital management, compliance, and ethics. Explore the 2026 Sustainability Report (available at www.hubbell.com), to learn more about our sustainability aspirations and accomplishments.⁽¹⁾

Recognized as one of the World’s Most Ethical Companies for 2026

For the sixth year in a row, Hubbell was recognized by the Ethisphere Institute as one of the 2026 World’s Most Ethical Companies. This distinction reflects our organization-wide commitment to compliance and sustaining an ethical culture.

You can find more information about our sustainability goals and priorities on page 31.

⁽¹⁾

The information in the 2026 Sustainability Report and any other information on our sustainability webpage or elsewhere on our website referred to in this Proxy Statement is not incorporated by reference into and does not form any part of this Proxy Statement. Any targets or goals discussed in our sustainability disclosures may be aspirational; no guarantees or promises are made that these goals will be met. Furthermore, statistics and metrics disclosed in this Proxy Statement, our sustainability reports, and Hubbell’s sustainability webpage are estimates and may be based on assumptions. We are under no obligation to update such information.

2026 PROXY STATEMENT I 9

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Election of 11 Directors

See pages 14-22

for further information.

The following table provides summary information about each of our eleven Director nominees. Currently, each Director is elected annually by a majority of votes cast in an uncontested election; a plurality standard applies in a contested election (where the number of nominees for Director exceeds the number of Directors to be elected). Each nominee is a current Director of the Company and has the qualifications and experience recommended by the Board’s Nominating and Corporate Governance Committee (“NCGC”).

The Board recommends a vote for each nominee for a one-year term.

Our Director Nominees

	Edward H. Baine Age: 52 INDEPENDENT EVP, Utility Operations and President, Dominion Energy Virginia at Dominion Energy, Inc.		Anthony J. Guzzi Age: 61 INDEPENDENT LEAD DIRECTOR Chairman, President and CEO, EMCOR Group, Inc.		John F. Malloy Age: 71 INDEPENDENT Chairman, Retired President and CEO, Victaulic Company
Director since: 2025 Committees: Compensation, Finance		Director since: 2006 Committees: Compensation, Executive, Finance, Nominating and Corporate Governance		Director since: 2011 Committees: Audit, Executive, Finance (Chair)

	Gerben W. Bakker Age: 61 Chairman, President and Chief Executive Officer, Hubbell Incorporated		Rhett A. Hernandez Age: 73 INDEPENDENT President, CyberLens, LLC		Jennifer M. Pollino Age: 61 INDEPENDENT Executive Coach and Consultant, JMPollino, LLC
Director since: 2020 Committee: Executive (Chair)		Director since: 2021 Committees: Audit, Finance		Director since: 2020 Committees: Compensation, Nominating and Corporate Governance

	Carlos M. Cardoso Age: 68 INDEPENDENT Retired Chairman, Garrett Motion Inc.		Neal J. Keating Age: 70 INDEPENDENT Retired Chairman, President and CEO, Kaman Corporation		Garrick J. Rochow Age: 51 INDEPENDENT President and CEO, CMS Energy Corporation and Consumers Energy Company
Director since: 2013 Committees: Compensation (Chair), Executive, Nominating and Corporate Governance		Director since: 2010 Committees: Compensation, Executive, Nominating and Corporate Governance (Chair)		Director since: 2024 Committees: Audit, Finance

	Debra L. Dial Age: 65 INDEPENDENT Retired SVP, Chief Accounting Officer and Controller, AT&T Inc.		Bonnie C. Lind Age: 67 INDEPENDENT Retired SVP, CFO and Treasurer, Neenah, Inc.
Director since: 2023 Committees: Audit, Finance		Director since: 2019 Committees: Audit (Chair), Executive, Nominating and Corporate Governance

10 I HUBBELL INCORPORATED

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Say on pay: advisory vote on the compensation of the Named Executive Officers.

See page 35
for further information.

The Board recommends a vote for this proposal.

Hubbell’s compensation program is designed to achieve the following objectives:

	Align the interests of our executives and our shareholders by linking executive pay to Company performance.
	Incentivize high-quality executive talent essential to our immediate and long-term success.
	Target compensation for our executives to align with relevant external benchmarks.

Hubbell compensated its named executive officers (“Named Executive Officers” or “NEOs”)⁽¹⁾using the following elements for total direct compensation in 2025:

			Target Compensation Mix
Targeted at 50th percentile of peers	Element	Description	CEO	Other NEOs
	Salary	A competitive level of cash to attract and retain executive talent.
	Annual Cash Incentive	Amounts awarded based on achievements toward Hubbell’s financial goals and individual performance against strategic objectives.
	Long-Term Equity Incentive	A mix of predominantly performance-based equity awards designed to drive Hubbell’s performance and align executives’ interests with those of our shareholders. 75% of equity awards are performance-based.

⁽¹⁾

Named Executive Officers or NEOs shall mean the individuals listed in the Compensation Discussion and Analysis section on page 36.

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The 2025 short-term incentive awards for the NEOs (including our CEO) were based 80% on Hubbell’s financial performance and 20% on their individual contributions toward achievement of Hubbell’s strategic objectives. This design prioritizes and appropriately rewards performance on critical metrics including talent development, acquisitions, innovation, footprint optimization and customer satisfaction.

⁽¹⁾

Adjusted earnings per share and free cash flow are non-GAAP financial measures. A reconciliation to the comparable GAAP financial measures can be found in Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 12, 2026.

The design of our long-term incentive award program, shown below, reflects a strong performance-based orientation.

Since 2022, performance share grants have been based on the three metrics described below.

METRIC	2025 Weighting
Relative Sales Growth	34%	Drives growth initiatives, including organic growth, new product development, innovation, and acquisition performance.
Adjusted Operating Profit Margin⁽¹⁾	33%	Focuses NEOs on margin expansion and productivity while they execute operational objectives, including footprint optimization and product rationalization.
Relative TSR	33%	Ensures pay is aligned with shareholder interests.

⁽¹⁾

Adjusted operating profit margin is a non-GAAP financial measure. A reconciliation to the comparable GAAP financial measure can be found in Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 12, 2026.

Specific details on these metrics may be found on pages 50-51 in the Compensation Discussion & Analysis section.

Our compensation program is designed around pay for performance and informed by our shareholder engagement.

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The Company regularly engages with shareholders over the course of the year on topics such as financial performance, compensation, corporate governance, human capital management and sustainability. We are committed to engaging with our shareholders and to reviewing and applying the feedback we receive. Our robust program of shareholder outreach focuses on shareholders’ perspectives on our compensation programs and our pay for performance philosophy.

In the fourth quarter of 2025, members of our senior management team engaged in a targeted outreach with Hubbell’s top twenty-five shareholders representing almost 60% of Hubbell’s outstanding common stock. These conversations, which were led by a cross-functional group of Hubbell’s senior leaders, helped inform the Compensation Committee’s review of the executive compensation programs and confirmed shareholders’ overall support of our compensation philosophy, design, and programs and corporate governance practices.

In 2025, consistent with our commitment to implementing best corporate governance practices and in response to shareholder feedback, the Company changed its voting standard in uncontested director elections from a plurality vote standard to a majority vote standard. This change was approved by the Company’s shareholders at the 2025 Annual Shareholders Meeting on May 6, 2025. The Company revised its Certificate of Incorporation, Bylaws, and Corporate Governance Guidelines to reflect such changes as well.

Ratify the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2026.

See pages 75-77
for further information.

The Board recommends a vote for this proposal.

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Election of Directors

The Board has fixed the number of Directors to be elected by the shareholders at the 2026 Annual Meeting at 11.

Each Director nominee has the appropriate qualifications and experience for membership on the Board of Directors.

Each year, the Nominating and Corporate Governance Committee (“NCGC”) regularly evaluates the characteristics, skills, and experience that will enable the Board and its individual members to properly oversee the interests of Hubbell and its shareholders.

The NCGC recommends candidates for Board membership using the selection criteria outlined in Hubbell’s Corporate Governance Guidelines (the “Guidelines”) and other factors it deems necessary. Candidates are evaluated on the basis of their individual qualifications and experience and in the context of the Board as a whole. We strive to assemble a Board with diverse experiences and expertise that can best facilitate the success of the business and represent shareholder interests through the exercise of sound judgment.

Below is a list of certain of the qualifications and experience the NCGC seeks in recommending candidates for nomination to the Board:

	Ability to make independent analytical inquiries

	Marketing, finance, operations, manufacturing, or other relevant public company experience

	Financial literacy

	Professional background and leadership experience

	Corporate governance experience

	Experience as a current or former public company officer

	Experience in Hubbell’s industry

	Public company board service

	Academic expertise in areas of Hubbell’s operations

	Cybersecurity experience

In determining whether to recommend a current Director for re-election, the NCGC also will consider past attendance at meetings, service on other boards, and participation in and contribution to Board activities.

Each Director nominee has the appropriate qualifications and experience for membership on the Board of Directors. The Board is made up of individuals with strong and unique backgrounds, which gives the Board a wide range of competencies and experience that enable it to serve the interests of Hubbell and its shareholders.

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In addition to confirming that our Director nominees have the requisite skills and qualifications, the NCGC focuses on ensuring that the nominees demonstrate the right leadership traits, personality, work ethic, independence, and diversity of skills and experience to align with our performance culture and our long-term strategic vision.

Specifically, service on Hubbell’s Board requires:

	The highest standards of personal and professional integrity

	Ability to contribute to the expertise and culture of the Board

	Ability to devote sufficient time to performing Board and Committee duties

	Independence from management

	Willingness to constructively challenge management through active participation in Board and Committee meetings

	Relevant subject matter expertise

The Board has nominated eleven candidates for election as Directors.

Hubbell’s Directors are elected at each Annual Meeting of Shareholders and hold office for one-year terms or until their successors are duly elected and qualified. The Board of Directors nominated eleven candidates for election as Directors. If any of the nominees becomes unavailable to serve, the shares represented by the proxies will be voted for any substitute nominated by the Board of Directors unless the number of Directors constituting the full Board is reduced.

In searching for qualified Director candidates for election to the Board and to fill vacancies on the Board, the Board may solicit current Directors for the names of potentially qualified individuals, consult with outside advisors, retain a Director search firm, or consider nominees suggested by shareholders (see “Shareholder Nominations” below). All Director candidates, including those recommended by shareholders, are reviewed and evaluated by the NCGC in relation to the specific qualifications and experience sought by the Board for membership and the Board’s needs at that time. Any interested candidate whose qualifications and experience align with these criteria will be interviewed by members of the NCGC, other Board members, and executive management to further assess the candidate’s qualifications and experience and to determine if the candidate would be an appropriate fit. Candidates may be asked to submit additional information to support their potential nomination, including references. If the Board approves of a recommended candidate, the candidate will be nominated for election by Hubbell’s shareholders or appointed by the Board to fill a vacancy, as applicable.

Hubbell’s Board remains committed to refreshment. Effective August 29, 2025, the Board, at the recommendation of the NCGC, appointed Edward H. Baine to the Board and to the Board’s Compensation and Finance Committees. The Board engaged JWC Consulting, an independent director search firm, to assist in the search for this new Director.

This change was approved by the Company’s shareholders at the 2025 Annual Shareholders Meeting on May 6, 2025. The Company revised its Certificate of Incorporation, Bylaws, and Corporate Governance Guidelines to reflect such changes as well.

Any shareholder who wishes to recommend a candidate to the NCGC for consideration as a Director nominee should do so in writing, providing the information described in Article I, Section 11(A)(2) of our By-Laws, to the Secretary of Hubbell. In addition, the proxy access provisions in our By-Laws provide that a shareholder, or a group of up to 20 shareholders, owning at least 3% of Hubbell’s outstanding common stock continuously for at least three years, may nominate director nominees constituting up to the greater of two (2) or twenty percent (20%) of the number of Directors serving on the Board for inclusion in our annual meeting proxy materials. Nominating shareholders and nominees must satisfy the requirements set forth in our By-Laws. See “Shareholder Proposals and Nominations for Director” on page 81 for additional details.

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All of the Director nominees are current Directors of the Company.

Item of Business

Election of Directors.

Approve, by an advisory vote, the compensation of the Named Executive Officers.

Ratify the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2026.

Board’s Voting Recommendation

FOR
each
Nominee

The nominees are proposed by the Board to stand for election at the 2026 Annual Meeting of Shareholders and to serve as Directors until the 2027 Annual Meeting.

Our Director nominees offer a diverse range of skills and experience in areas that are relevant to our business and operations.

Skills and Experience
	PUBLIC COMPANY BOARD: Hold or have held other public company board positions.	82%
	BUSINESS DEVELOPMENT AND STRATEGY: Experience at large/complex organizations providing oversight of strategic priorities, corporate and business plans, and business development.	100%
	CEO: Leadership experience as a Chief Executive Officer of one or more large/complex organizations.	55%
	CYBERSECURITY AND TECHNOLOGY: Experience or expertise in technology or cybersecurity, including information security, and e-commerce.	82%
	FINANCIAL: Significant expertise in and an advanced understanding of finance and accounting.	73%
	GLOBAL: Board leadership experience with multinational companies or international markets.	82%
	MANUFACTURING: Manufacturing experience in the industry and markets that Hubbell serves.

SEC Form DEF 14A filed by Hubbell Inc