XML 132 R2.htm IDEA: XBRL DOCUMENT v3.23.1
Pay vs Performance Disclosure
12 Months Ended
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Pay vs Performance Disclosure [Table]      
Pay vs Performance [Table Text Block]

Pay Versus Performance

 

The following table provides information in accordance with rules adopted by the SEC pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010.

 

                    Average
Summary
Compensation
  Average
Compensation
  Value of Initial Fixed $100
Investment Based on:
  Net Income
from
   
Year  

Summary

Compensation

Table Total for

PEO 1 ($)(1)

 

Compensation

Actually Paid

to PEO 1 ($)(2)

 

Summary

Compensation

Table Total for

PEO 2 ($)(1)

 

Compensation

Actually Paid

to PEO 2 ($)(2)

 

Table Total

for Non-

PEO Named

Executive

Officers ($)(1)

 

Actually Paid

to Non-PEO

Named

Executive

Officers ($)(2)

 

Total

Shareholder

Return ($)(3)

 

Peer Group

Total

Shareholder

Return ($)(3)(4)

 

Continuing

Operations

Attributable

to Hubbell

($ millions)

 

Adjusted

Diluted

EPS (5)

2022   8,145,111   16,337,722   N/A   N/A   2,343,695   4,107,995   169.88   119.67   511.3   10.62
2021   6,088,700   12,169,471   N/A   N/A   2,180,790   3,924,025   147.66   146.76   365.0   8.05
2020   6,674,686   5,334,561   8,981,039   7,598,826   2,228,169   2,320,228   108.90   118.61   330.0   7.14

 

 

(1) Gerben W. Bakker became Chief Executive Officer, effective on October 1, 2020, and is reflected in the tables above and below as Principal Executive Officer (“PEO”) 1. Prior to that, David G. Nord served as Chief Executive Officer, and he is reflected in the tables as PEO 2. The non-PEO NEOs for 2020 are William R. Sperry, Allan J. Connolly, Stephen M. Mais, and Rodd R. Ruland; for 2021 are William R. Sperry, Allan J. Connolly, Peter J. Lau and Katherine A. Lane; and for 2022 are William R. Sperry, Allan J. Connolly, Peter J. Lau, Katherine A. Lane and Alyssa R. Flynn.

 

  

(2) Compensation Actually Paid (“CAP”) reflects the exclusions and inclusions for the PEOs and NEOs set forth below.

 

  PEO 1: Gerben W. Bakker   2022   2021   2020
  Summary Compensation Table Total   8,145,111   6,088,700   6,674,686
  Less:   Aggregate grant date fair value of restricted stock and performance shares granted in the applicable year as calculated in accordance with FASB ASC Top 718   (3,579,025)   (3,130,670)   (2,541,156)
  Less: Aggregate grant date fair value of SARs granted in the applicable year as calculated in accordance with FASB ASC Top 718   (1,174,988)   (1,025,488)   (838,512)
  Plus: The fair value as of the end of the fiscal year of unvested equity awards granted in that year   8,505,609   6,411,661   3,663,876
  Plus: The change in fair value during the year of equity awards granted in prior years that remained outstanding and unvested at the end of the year   2,784,556   3,216,228   (55,020)
  Plus: The change in fair value during the year through the vesting date of equity awards granted in prior years that vested during that year   1,656,459   601,582   147,663
  Plus: Dividends or other earnings paid in stock or option awards in the covered fiscal year prior to the vesting date that are not otherwise included in the total compensation for the covered fiscal year      
  Plus: Awards that are granted and vest in the same year, the fair value as of the vesting date      
  Less: Aggregate change in the actuarial present value of accumulated benefit under the retirement plans in which they participate       (1,716,976)
  Less:   Awards granted in any prior fiscal year that fail to meet the applicable vesting conditions during the covered fiscal year, the amount equal to the fair value at the end of the prior fiscal year      
  Plus:   Service costs, or the actuarial present value of applicable benefit under all such plans attributable to services rendered during the applicable fiscal year and any prior service costs, where applicable     7,458  
  Compensation Actually Paid to PEO 1   16,337,722   12,169,471   5,334,561

 

  PEO 2: David G. Nord     2022   2021   2020
  Summary Compensation Table Total     N/A   N/A   8,981,039
  Less:   Aggregate grant date fair value of restricted stock and performance shares granted in the applicable year as calculated in accordance with FASB ASC Top 718   N/A   N/A   (3,862,554)
  Less: Aggregate grant date fair value of SARs granted in the applicable year as calculated in accordance with FASB ASC Top 718   N/A   N/A   (1,274,491)
  Plus: The fair value as of the end of the fiscal year of unvested equity awards granted in that year   N/A   N/A   5,569,030
  Plus: The change in fair value during the year of equity awards granted in prior years that remained outstanding and unvested at the end of the year   N/A   N/A   (770,376)
  Plus: The change in fair value during the year through the vesting date of equity awards granted in prior years that vested during that year   N/A   N/A   1,026,483
  Plus: Dividends or other earnings paid in stock or option awards in the covered fiscal year prior to the vesting date that are not otherwise included in the total compensation for the covered fiscal year   N/A   N/A  
  Plus: Awards that are granted and vest in the same year, the fair value as of the vesting date   N/A   N/A  
  Less: Aggregate change in the actuarial present value of accumulated benefit under the retirement plans in which they participate   N/A   N/A   (2,070,305)
  Less: Awards granted in any prior fiscal year that fail to meet the applicable vesting conditions during the covered fiscal year, the amount equal to the fair value at the end of the prior fiscal year   N/A   N/A  
  Plus: Service costs, or the actuarial present value of applicable benefit under all such plans attributable to services rendered during the applicable fiscal year and any prior service costs, where applicable   N/A   N/A  
  Compensation Actually Paid to PEO 2   N/A   N/A   7,598,826

 

 

               
  Non-PEO Named Executive Officers     2022   2021   2020
  Summary Compensation Table Total   2,343,695   2,180,790   2,228,169
  Less: Aggregate grant date fair value of restricted stock and performance shares granted in the applicable year as calculated in accordance with FASB ASC Top 718   (776,747)   (834,774)   (879,657)
  Less: Aggregate grant date fair value of SARs granted in the applicable year as calculated in accordance with FASB ASC Top 718   (254,992)   (273,441)   (253,122)
  Plus: The fair value as of the end of the fiscal year of unvested equity awards granted in that year   1,845,901   1,709,616   1,226,859
  Plus: The change in fair value during the year of equity awards granted in prior years that remained outstanding and unvested at the end of the year   623,409   884,446   (87,273)
  Plus: The change in fair value during the year through the vesting date of equity awards granted in prior years that vested during that year   326,729   257,388   135,936
  Plus: Dividends or other earnings paid in stock or option awards in the covered fiscal year prior to the vesting date that are not otherwise included in the total compensation for the covered fiscal year      
  Plus: Awards that are granted and vest in the same year, the fair value as of the vesting date      
  Less: Aggregate change in the actuarial present value of accumulated benefit under the retirement plans in which they participate       (50,684)
  Less: Awards granted in any prior fiscal year that fail to meet the applicable vesting conditions during the covered fiscal year, the amount equal to the fair value at the end of the prior fiscal year      
  Plus: Service costs, or the actuarial present value of applicable benefit under all such plans attributable to services rendered during the applicable fiscal year and any prior service costs, where applicable      
  Compensation Actually Paid to PEO 2   4,107,995   3,924,025   2,320,228

 

 

 

 

(3) Dollar values assume $100 was invested for the cumulative period from December 31, 2019 through December 31, 2022, in either the Company or the peer group, and reinvestment of the pre-tax value of dividends paid. Historical stock performance is not necessarily indicative of future stock performance.
(4) For purposes of this disclosure, the peer group used is the Dow Jones U.S. Electrical Components & Equipment Index.
(5) “Adjusted Diluted EPS” was determined to be the “most important” financial performance metric used to link performance to CAP for 2022. Adjusted Diluted EPS 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, 2022, filed with the SEC on February 9, 2023.
   
Named Executive Officers, Footnote [Text Block]

 

 

(1) Gerben W. Bakker became Chief Executive Officer, effective on October 1, 2020, and is reflected in the tables above and below as Principal Executive Officer (“PEO”) 1. Prior to that, David G. Nord served as Chief Executive Officer, and he is reflected in the tables as PEO 2. The non-PEO NEOs for 2020 are William R. Sperry, Allan J. Connolly, Stephen M. Mais, and Rodd R. Ruland; for 2021 are William R. Sperry, Allan J. Connolly, Peter J. Lau and Katherine A. Lane; and for 2022 are William R. Sperry, Allan J. Connolly, Peter J. Lau, Katherine A. Lane and Alyssa R. Flynn.
   
Adjustment To PEO Compensation, Footnote [Text Block]

  

(2) Compensation Actually Paid (“CAP”) reflects the exclusions and inclusions for the PEOs and NEOs set forth below.

 

  PEO 1: Gerben W. Bakker   2022   2021   2020
  Summary Compensation Table Total   8,145,111   6,088,700   6,674,686
  Less:   Aggregate grant date fair value of restricted stock and performance shares granted in the applicable year as calculated in accordance with FASB ASC Top 718   (3,579,025)   (3,130,670)   (2,541,156)
  Less: Aggregate grant date fair value of SARs granted in the applicable year as calculated in accordance with FASB ASC Top 718   (1,174,988)   (1,025,488)   (838,512)
  Plus: The fair value as of the end of the fiscal year of unvested equity awards granted in that year   8,505,609   6,411,661   3,663,876
  Plus: The change in fair value during the year of equity awards granted in prior years that remained outstanding and unvested at the end of the year   2,784,556   3,216,228   (55,020)
  Plus: The change in fair value during the year through the vesting date of equity awards granted in prior years that vested during that year   1,656,459   601,582   147,663
  Plus: Dividends or other earnings paid in stock or option awards in the covered fiscal year prior to the vesting date that are not otherwise included in the total compensation for the covered fiscal year      
  Plus: Awards that are granted and vest in the same year, the fair value as of the vesting date      
  Less: Aggregate change in the actuarial present value of accumulated benefit under the retirement plans in which they participate       (1,716,976)
  Less:   Awards granted in any prior fiscal year that fail to meet the applicable vesting conditions during the covered fiscal year, the amount equal to the fair value at the end of the prior fiscal year      
  Plus:   Service costs, or the actuarial present value of applicable benefit under all such plans attributable to services rendered during the applicable fiscal year and any prior service costs, where applicable     7,458  
  Compensation Actually Paid to PEO 1   16,337,722   12,169,471   5,334,561

 

  PEO 2: David G. Nord     2022   2021   2020
  Summary Compensation Table Total     N/A   N/A   8,981,039
  Less:   Aggregate grant date fair value of restricted stock and performance shares granted in the applicable year as calculated in accordance with FASB ASC Top 718   N/A   N/A   (3,862,554)
  Less: Aggregate grant date fair value of SARs granted in the applicable year as calculated in accordance with FASB ASC Top 718   N/A   N/A   (1,274,491)
  Plus: The fair value as of the end of the fiscal year of unvested equity awards granted in that year   N/A   N/A   5,569,030
  Plus: The change in fair value during the year of equity awards granted in prior years that remained outstanding and unvested at the end of the year   N/A   N/A   (770,376)
  Plus: The change in fair value during the year through the vesting date of equity awards granted in prior years that vested during that year   N/A   N/A   1,026,483
  Plus: Dividends or other earnings paid in stock or option awards in the covered fiscal year prior to the vesting date that are not otherwise included in the total compensation for the covered fiscal year   N/A   N/A  
  Plus: Awards that are granted and vest in the same year, the fair value as of the vesting date   N/A   N/A  
  Less: Aggregate change in the actuarial present value of accumulated benefit under the retirement plans in which they participate   N/A   N/A   (2,070,305)
  Less: Awards granted in any prior fiscal year that fail to meet the applicable vesting conditions during the covered fiscal year, the amount equal to the fair value at the end of the prior fiscal year   N/A   N/A  
  Plus: Service costs, or the actuarial present value of applicable benefit under all such plans attributable to services rendered during the applicable fiscal year and any prior service costs, where applicable   N/A   N/A  
  Compensation Actually Paid to PEO 2   N/A   N/A   7,598,826
   
Non-PEO NEO Average Total Compensation Amount $ 2,343,695 $ 2,180,790 $ 2,228,169
Non-PEO NEO Average Compensation Actually Paid Amount $ 4,107,995 3,924,025 2,320,228
Adjustment to Non-PEO NEO Compensation Footnote [Text Block]

 

               
  Non-PEO Named Executive Officers     2022   2021   2020
  Summary Compensation Table Total   2,343,695   2,180,790   2,228,169
  Less: Aggregate grant date fair value of restricted stock and performance shares granted in the applicable year as calculated in accordance with FASB ASC Top 718   (776,747)   (834,774)   (879,657)
  Less: Aggregate grant date fair value of SARs granted in the applicable year as calculated in accordance with FASB ASC Top 718   (254,992)   (273,441)   (253,122)
  Plus: The fair value as of the end of the fiscal year of unvested equity awards granted in that year   1,845,901   1,709,616   1,226,859
  Plus: The change in fair value during the year of equity awards granted in prior years that remained outstanding and unvested at the end of the year   623,409   884,446   (87,273)
  Plus: The change in fair value during the year through the vesting date of equity awards granted in prior years that vested during that year   326,729   257,388   135,936
  Plus: Dividends or other earnings paid in stock or option awards in the covered fiscal year prior to the vesting date that are not otherwise included in the total compensation for the covered fiscal year      
  Plus: Awards that are granted and vest in the same year, the fair value as of the vesting date      
  Less: Aggregate change in the actuarial present value of accumulated benefit under the retirement plans in which they participate       (50,684)
  Less: Awards granted in any prior fiscal year that fail to meet the applicable vesting conditions during the covered fiscal year, the amount equal to the fair value at the end of the prior fiscal year      
  Plus: Service costs, or the actuarial present value of applicable benefit under all such plans attributable to services rendered during the applicable fiscal year and any prior service costs, where applicable      
  Compensation Actually Paid to PEO 2   4,107,995   3,924,025   2,320,228
   
Compensation Actually Paid vs. Total Shareholder Return [Text Block]

 

 

 

The following is a graphic illustration of the connection between pay and performance:

 

 

(1) Adjusted diluted earnings per share and adjusted operating profit margin 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 Operation in our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 9, 2023.

 

 

   
Compensation Actually Paid vs. Net Income [Text Block]

 

 

The following is a graphic illustration of the connection between pay and performance:

 

 

(1) Adjusted diluted earnings per share and adjusted operating profit margin 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 Operation in our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 9, 2023.

 

   
Compensation Actually Paid vs. Company Selected Measure [Text Block]

 

The following is a graphic illustration of the connection between pay and performance:

 

 

(1) Adjusted diluted earnings per share and adjusted operating profit margin 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 Operation in our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 9, 2023.
   
Tabular List [Table Text Block]

Most Important Measures to Determine CAP for the fiscal year ended December 31, 2022

 

The four items listed in the table below represent the most important metrics we used to determine CAP for the fiscal year ended December 31, 2022, as further described in the CD&A section beginning on page 34. The table below explains why each measure is important to us.

 

Most Important Measures
Adjusted Diluted Earnings Per Share (EPS)(1)
Relative Sales Growth
Adjusted Operating Profit Margin(1)
Relative Total Shareholder Return
   
Total Shareholder Return Amount $ 169.88 147.66 108.90
Peer Group Total Shareholder Return Amount 119.67 146.76 118.61
Net Income (Loss) $ 511,300,000 $ 365,000,000.0 $ 330,000,000.0
Company Selected Measure Amount 0.1062 0.0805 0.0714
Measure [Axis]: 1      
Pay vs Performance Disclosure [Table]      
Measure Name Adjusted Diluted Earnings Per Share (EPS    
Measure [Axis]: 2      
Pay vs Performance Disclosure [Table]      
Measure Name Relative Sales Growth    
Measure [Axis]: 3      
Pay vs Performance Disclosure [Table]      
Measure Name Adjusted Operating Profit Margin    
Measure [Axis]: 4      
Pay vs Performance Disclosure [Table]      
Measure Name Relative Total Shareholder Return    
Non-PEO NEO [Member] | Adjustment Type 1 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount $ (776,747) $ (834,774) $ (879,657)
Non-PEO NEO [Member] | Adjustment Type 2 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount (254,992) (273,441) (253,122)
Non-PEO NEO [Member] | Adjustment Type 3 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 1,845,901 1,709,616 1,226,859
Non-PEO NEO [Member] | Adjustment Type 4 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 623,409 884,446 (87,273)
Non-PEO NEO [Member] | Adjustment Type 5 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 326,729 257,388 135,936
Non-PEO NEO [Member] | Adjustment Type 6 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount
Non-PEO NEO [Member] | Adjustment Type 7 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount
Non-PEO NEO [Member] | Adjustment Type 8 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount (50,684)
Non-PEO NEO [Member] | Adjustment Type 9 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount
Non-PEO NEO [Member] | Adjustment Type 10 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount  
Peo 1 [Member]      
Pay vs Performance Disclosure [Table]      
PEO Total Compensation Amount 8,145,111 6,088,700 6,674,686
PEO Actually Paid Compensation Amount 16,337,722 12,169,471 5,334,561
Peo 1 [Member] | PEO [Member] | Adjustment Type 1 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount (3,579,025) (3,130,670) (2,541,156)
Peo 1 [Member] | PEO [Member] | Adjustment Type 2 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount (1,174,988) (1,025,488) (838,512)
Peo 1 [Member] | PEO [Member] | Adjustment Type 3 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 8,505,609 6,411,661 3,663,876
Peo 1 [Member] | PEO [Member] | Adjustment Type 4 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 2,784,556 3,216,228 (55,020)
Peo 1 [Member] | PEO [Member] | Adjustment Type 5 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 1,656,459 601,582 147,663
Peo 1 [Member] | PEO [Member] | Adjustment Type 6 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount
Peo 1 [Member] | PEO [Member] | Adjustment Type 7 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount
Peo 1 [Member] | PEO [Member] | Adjustment Type 8 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount (1,716,976)
Peo 1 [Member] | PEO [Member] | Adjustment Type 9 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount    
Peo 1 [Member] | PEO [Member] | Adjustment Type 10 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount $ 7,458  
Peo 2 [Member]      
Pay vs Performance Disclosure [Table]      
PEO Total Compensation Amount     8,981,039
PEO Actually Paid Compensation Amount     7,598,826
Peo 2 [Member] | PEO [Member] | Adjustment Type 1 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount     (3,862,554)
Peo 2 [Member] | PEO [Member] | Adjustment Type 2 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount     (1,274,491)
Peo 2 [Member] | PEO [Member] | Adjustment Type 3 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 5,569,030    
Peo 2 [Member] | PEO [Member] | Adjustment Type 4 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount     $ (770,376)
Peo 2 [Member] | PEO [Member] | Adjustment Type 5 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 1,026,483    
Peo 2 [Member] | PEO [Member] | Adjustment Type 6 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount    
Peo 2 [Member] | PEO [Member] | Adjustment Type 7 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount    
Peo 2 [Member] | PEO [Member] | Adjustment Type 8 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount (2,070,305)    
Peo 2 [Member] | PEO [Member] | Adjustment Type 9 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount    
Peo 2 [Member] | PEO [Member] | Adjustment Type 10 [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount    
Gerben W Bakker [Member] | Peo 1 [Member]      
Pay vs Performance Disclosure [Table]      
PEO Name Gerben W. Bakker Gerben W. Bakker Gerben W. Bakker
David G Nord [Member] | Peo 2 [Member]      
Pay vs Performance Disclosure [Table]      
PEO Name David G. Nord David G. Nord David G. Nord
William R Sperry [Member] | Non Peo 1 [Member]      
Pay vs Performance Disclosure [Table]      
PEO Name William R. Sperry William R. Sperry William R. Sperry
Allan J Connolly [Member] | Non Peo 1 [Member]      
Pay vs Performance Disclosure [Table]      
PEO Name Allan J. Connolly Allan J. Connolly Allan J. Connolly
Stephen M Mais [Member] | Non Peo 1 [Member]      
Pay vs Performance Disclosure [Table]      
PEO Name     Stephen M. Mais
Rodd R Ruland [Member] | Non Peo 1 [Member]      
Pay vs Performance Disclosure [Table]      
PEO Name     Rodd R. Ruland
Peter J Lau [Member] | Non Peo 1 [Member]      
Pay vs Performance Disclosure [Table]      
PEO Name Peter J. Lau Peter J. Lau  
Katherine A Lane [Member] | Non Peo 1 [Member]      
Pay vs Performance Disclosure [Table]      
PEO Name Katherine A. Lane Katherine A. Lane  
Alyssa R Flynn [Member] | Non Peo 1 [Member]      
Pay vs Performance Disclosure [Table]      
PEO Name Alyssa R. Flynn