Hubbell HUBB · USD

Industry Segments and Geographic Area InformationNature of Operations The Company is a global manufacturer of quality electrical products and utility solutions for a broad range of customer and end-market applications. Products are either sourced complete, manufactured or assembled by subsidiaries in the United States, Canada, Puerto Rico, China, Mexico, the UK, Brazil, Australia, Spain, Ireland and the Republic of the Philippines. The Company also participates in joint ventures in Hong Kong and the Republic of the Philippines and maintains offices in Singapore, Italy, China, India, Mexico, South Korea, Chile and countries in the Middle East. Each of the above references to manufacturing locations, joint venture participation, and office locations relate to the three year period ending December 31, 2025. The Company’s reporting segments consist of the Utility Solutions segment and the Electrical Solutions segment, as described below. This segment structure reflects the financial information and reports used by the Company’s management, specifically its chief operating decision maker (CODM), to make decisions regarding the Company’s business, including resource allocations and performance assessments, in compliance with ASC 280, Segment Reporting. The Company’s CODM is the Chairman of the Board, President and Chief Executive Officer.The Company’s method for measuring profitability on a reportable segment basis and used by the CODM to assess performance and allocate resources is operating income. This measure is used to monitor performance compared to prior period, forecasted results, and the annual plan.In the second quarter of 2025, the Company elected to change its method of accounting for certain inventories in the U.S. from LIFO to FIFO. The Company retrospectively applied this change in accounting principle to all prior periods including the segment information presented below. Refer to Note 1 for further information.The Utility Solutions segment consists of businesses that enable the grid to conduct, communicate and control energy across utility applications. The Utility Solutions segment provides critical components that allow the grid to reliably transmit and distribute energy, as well as the communications and controls technologies to make the grid smarter and more flexible. This includes utility transmission & distribution (T&D) components such as arresters, insulators, connectors, anchors, bushings, enclosures, cutouts and switches.

Revenue The Company recognizes revenue when performance obligations identified under the terms of contracts with its customers are satisfied, which generally occurs, for products, upon the transfer of control in accordance with the contractual terms and conditions of the sale. Approximately two-thirds of the Company’s Net sales are to distributors who then sell directly into our end markets. Within the Utility Solutions segment, our businesses sell to distributors, with the majority of sales to the utility end markets and also directly into transmission and distribution utility markets. The majority of the Company’s revenue associated with products is recognized at a point in time when the product is shipped to the customer, with a relatively small amount of transactions, primarily in the Utility Solutions segment, recognized upon delivery of the product at the destination. The Company also has performance obligations, primarily within the Utility Solutions segment, that are recognized over time due to the customized nature of the product and the Company’s enforceable right to receive payment for work performed to date in the event of a cancellation. The Company uses an input measure to determine the extent of progress towards completion of the performance obligation, which the Company believes best depicts the transfer of control to the customer. Under this method, revenue recognition is primarily based upon the ratio of costs incurred to date compared with estimated total costs to complete. Revenue from service contracts and post-shipment performance obligations is recognized when or as those obligations are satisfied. The Company primarily offers assurance-type standard warranties that do not represent separate performance obligations and on occasion will separately offer and price extended warranties that are separate performance obligations for which the associated revenue is recognized over-time based on the extended warranty period. The Company records amounts billed to customers for reimbursement of shipping and handling costs within revenue. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as fulfillment costs and are included in cost of goods sold. Sales taxes and other usage-based taxes are excluded from revenue.Certain businesses require a portion of the transaction price to be paid in advance of transfer of control.

Commitments and Contingencies Legal and Environmental The Company is subject to various legal proceedings arising in the normal course of its business. These proceedings include claims for damages arising out of use of the Company’s products, intellectual property, workers’ compensation and environmental matters. The Company is self-insured up to specified limits for certain types of claims, including product liability and workers’ compensation, and is fully self-insured for certain other types of claims, including environmental and intellectual property matters. The Company recognizes a liability for any contingency that in management’s judgment is probable of occurrence and can be reasonably estimated. We continually reassess the likelihood of adverse judgments and outcomes in these matters, as well as estimated ranges of possible losses based upon an analysis of each matter which includes advice of outside legal counsel and, if applicable, other experts.The Company is subject to environmental laws and regulations which may require that it investigate and remediate the effects of potential contamination associated with past and present operations as well as those acquired through business combinations. Environmental liabilities are recorded when remedial efforts are probable and the costs can be reasonably estimated. The Company continues to monitor these environmental matters and revalues its liabilities as necessary. Total environmental liabilities were $7.8 million and $6.6 million as of December 31, 2025 and 2024, respectively.The Company accounts for conditional asset retirement and environmental obligations in accordance with the applicable accounting guidance. The accounting guidance defines “conditional asset retirement obligation” as a legal obligation to perform an asset retirement activity in which the timing and/or method of settlement are conditional on a future event that may or may not be within the control of the Company. Accordingly, an entity is required to recognize a liability for the fair value of a conditional asset retirement obligation if the fair value of the liability can be reasonably estimated. Asset retirement obligations were not material as of December 31, 2025 and 2024.

Debt The following table sets forth the Company’s long-term debt at December 31, (in millions): Maturity20252024Senior notes at 3.35%2026$— $399.2 Senior notes at 3.15%2027299.1 298.6 Senior notes at 3.50%2028448.5 447.7 Senior notes at 2.300%2031297.7 297.2 Senior notes at 4.800%2035392.1 — Term loan2028598.9 — TOTAL LONG-TERM DEBT(a) $2,036.3 $1,442.7 (a) Long-term debt is presented net of debt issuance costs and unamortized discounts. 2025 Term LoanOn September 29, 2025, the Company entered into a Term Loan Agreement (the "2025 Term Loan Agreement") with a syndicate of lenders and JPMorgan Chase Bank, N.A., as administrative agent. On October 1, 2025, the Company borrowed $600 million under the Term Loan Agreement (the "2025 Loan") on an unsecured basis to finance the DMC Power acquisition. The 2025 Term Loan was made in a single borrowing and will be due and payable on September 29, 2028. The 2025 Term Loan bears interest based on the Term SOFR Rate (as defined in the 2025 Term Loan Agreement), plus an applicable interest addition based on Hubbell's credit ratings. The interest rate on the 2025 Term Loan as of December 31, 2025 was 4.99%. Hubbell also paid to the lenders certain customary fees in connection with the 2025 Term Loan Agreement. The 2025 Term Loan Agreement contains representations and warranties and affirmative and negative covenants customary for an unsecured financing of this type, as well as a financial covenant requiring that, as of the last day of each fiscal quarter, the ratio of total indebtedness to total capitalization shall not be greater than 65%. The Company was in compliance with this covenant as of December 31, 2025.2023 Term LoanIn December 2023, the Company entered into a Term Loan Agreement (the “2023 Term Loan Agreement”) with a syndicate of lenders under which the Company borrowed $600.0 million (the "2023 Term Loan") on an unsecured basis to partially finance the Systems Control acquisition, which was completed on December 12, 2023. Borrowings under the 2023 Term Loan Agreement bore interest generally at either the adjusted term SOFR rate plus an applicable margin (determined by a ratings based grid) or the alternative base rate. The principal amount of borrowings under the 2023 Term Loan Agreement amortized in equal quarterly installments of 2.5% in year one, 2.

Income Taxes The following table sets forth selected data with respect to the Company’s income tax provisions for the years ended December 31, (in millions): 202520242023Income before income taxes: United States$968.1 $851.3 $836.9 International151.0 155.5 135.3 TOTAL INCOME BEFORE INCOME TAXES$1,119.1 $1,006.8 $972.2 Provision for income taxes — current:Federal$155.0 $150.2 $165.6 State24.3 33.0 35.6 International36.9 36.9 32.3 Total provision — current$216.2 $220.1 $233.5 Provision for income taxes — deferred: Federal$28.3 $12.6 $(10.8)State0.8 (3.5)(8.4)International(18.1)(7.1)0.3 Total provision — deferred$11.0 $2.0 $(18.9)TOTAL PROVISION FOR INCOME TAXES$227.2 $222.1 $214.6 Deferred tax assets and liabilities result from differences in the basis of assets and liabilities for tax and financial statement purposes. The components of the deferred tax assets/(liabilities) at December 31, were as follows (in millions): 20252024Deferred tax assets: Inventories$17.7 $— Lease liabilities39.5 38.2 Income tax credits10.4 23.9 Accrued liabilities42.6 38.0 Pension24.0 33.0 Post retirement and post employment benefits3.1 3.4 Stock-based compensation8.0 8.0 Loss carryforwards11.1 10.4 Capitalized research expenditures32.5 56.2 Miscellaneous other24.1 23.3 Gross deferred tax assets213.0 234.4 Valuation allowance(19.7)(34.1)Total deferred tax assets, net of valuation allowance193.3 200.3 Deferred tax liabilities: Historical inventories including impact of accounting method change(39.3)(32.2)Liability on undistributed foreign earnings(5.6)(5.3)Goodwill and intangibles(408.0)(335.1)Right-of-use assets(38.0)(36.8)Property, plant, and equipment(96.7)(60.5)Total deferred tax liabilities(587.6)(469.9)TOTAL NET DEFERRED TAX LIABILITY$(394.3)$(269.6)Deferred taxes are reflected in the Consolidated Balance Sheet as follows: Non-current tax assets (included in Other long-term assets)$25.8 $7.5 Non-current tax liabilities (included in Other Non-Current Liabilities)(420.1)(277.1)TOTAL NET DEFERRED TAX LIABILITY$(394.3)$(269.6) As of December 31, 2025, the Company had a total of $10.4 million of U.S. federal, state (net of federal benefit) and foreign tax credit carryforwards, available to offset future income taxes. As of December 31, 2025, $1.9 million of the tax credits may be carried forward indefinitely while the remaining $8.5 million will begin to expire at various times in 2026 through 2054. As of December 31, 2025, the Company had recorded tax benefits totaling $11.

Stock-Based Compensation As of December 31, 2025, the Company had various stock-based awards outstanding which were issued to executives and other key employees. The Company recognizes the grant-date fair value of all stock-based awards to employees over their respective requisite service periods (generally equal to an award’s vesting period), net of estimated forfeitures. A stock-based award is considered vested for expense attribution purposes when the employee’s retention of the award is no longer contingent on providing subsequent service. For those awards that vest immediately upon retirement eligibility, the Company recognizes compensation cost immediately for retirement-eligible individuals or over the period from the grant date to the date retirement eligibility is achieved, if less than the stated vesting period. The Company’s long-term incentive program for awarding stock-based compensation includes a combination of restricted stock, stock appreciation rights (“SARs”), and performance shares of the Company’s common stock pursuant to the Award Plan. Under the Award Plan, the Company may authorize up to 10.3 million shares of common stock to settle awards of restricted stock, performance shares, or SARs. The Company issues new shares to settle stock-based awards. In 2025, the Company’s grant of stock-based awards included restricted stock, SARs and performance shares.Stock-based compensation expense recognized by the Company was $33.0 million in 2025, $30.6 million in 2024 and $26.5 million in 2023. The total income tax benefit recognized was $3.8 million in 2025, $4.2 million in 2024, and $4.0 million in 2023. The net tax windfall recorded as a result of exercise or vesting (depending on the type of award) was $6.0 million, $7.5 million, and $6.4 million in 2025, 2024 and 2023, respectively. As of December 31, 2025, there was $22.7 million, pretax, of total unrecognized compensation cost related to non-vested share-based compensation arrangements. This cost is expected to be primarily recognized through 2028. Stock-based compensation expense is recorded in S&A expense as well as Cost of goods sold. Of the total 2025 expense, $31.9 million was recorded to S&A expense and $1.1 million was recorded to Cost of goods sold. In 2024 and 2023, $28.8 million and $24.9 million, respectively, was recorded to S&A expense and $1.8 million and $1.6 million, respectively, was recorded to Cost of goods sold.

LeasesOur operating leases primarily consist of office space, certain manufacturing facilities, and vehicles. Our finance leases are not material. The term of our operating leases is generally 10 years or less, in some cases, with options to extend the term for up to 5 years, or options to terminate after one year without penalty. In general, our vehicle lease payments contain a monthly base rent payment. Certain other lease agreements contain variable payments related to a consumer price index or similar metric. Any change in payment amounts as a result of a change in a rate or index are considered variable lease payments and recognized as profit or loss when incurred. Rent expense for operating leases in the Consolidated Statements of Income for the years ended December 31, 2025, December 31, 2024, and December 31, 2023 were $45.3 million, $41.9 million, and $37.7 million, respectively. Cash paid for operating leases for the years ended December 31, 2025, December 31, 2024, and December 31, 2023 was $44.6 million, $41.6 million, and $34.8 million, respectively, and reported as cash outflows from operating activities in the Consolidated Statements of Cash Flows. Right-of-use (“ROU”) assets obtained in exchange for lease obligations for the year ended December 31, 2025 and December 31, 2024 were $48.4 million and $37.5 million, respectively. Included in 2025 was $5.3 million related to acquisitions in 2025.Amounts recognized for operating leases in the Consolidated Balance Sheets are as follows (in millions):December 31, 2025December 31, 2024Operating lease right-of-use assets$155.5 $146.2 TOTAL ASSETS$155.5 $146.2 Other accrued liabilities$40.7 $34.2 Other non-current liabilities121.2 117.3 TOTAL LIABILITIES$161.9 $151.5 The weighted average remaining lease term as of December 31, 2025 and December 31, 2024 for operating leases was 4.8 and 4.7 years, respectively. The weighted average discount rate used to measure the ROU asset and lease liability for operating leases was 4.3% as of December 31, 2025 and 3.8% as of December 31, 2024. Future maturities of our operating lease liabilities as of December 31, 2025 are as follows (in millions):20262027202820292030ThereafterTotal PaymentsImputed InterestTotalOperating Leases$46.641.133.922.812.721.2178.3(16.4)$161.

Business Acquisitions and Dispositions 2025 AcquisitionsIn the first quarter of 2025, the Company acquired all of the issued and outstanding equity of Alliance USAcqCo 2, Inc., a Delaware Corporation (“Ventev”) for approximately $73 million, net of cash acquired, subject to customary purchase price adjustments. Ventev is a leading manufacturer and provider of a complete ecosystem of solutions to power, protect, and connect wireless networks. The Ventev business has been added to the Electrical Solutions segment. We have recognized intangible assets of $34.5 million and goodwill of $40.0 million as a result of the acquisition. The $34.5 million of intangible assets consists primarily of customer relationships and trade names and will be amortized over a weighted average period of approximately 17 years. In the third quarter of 2025, the Company acquired all of the issued and outstanding equity of Nicor, Inc., a Texas corporation ("Nicor") for approximately $56 million, net of cash acquired, subject to customary purchase price adjustments. Nicor designs and manufactures water metering endpoint solutions to integrate and optimize advanced metering infrastructure networks. Such solutions include polymer meter box lids and covers. Nicor has been added to the Utility Solutions segment. We have recognized intangible assets of $18.6 million and goodwill of $30.3 million as a result of the acquisition. The $18.6 million of intangible assets consists primarily of customer relationships and a trade name and will be amortized over a weighted average period of approximately 18 years. On October 1, 2025, the Company acquired all of the issued and outstanding equity of Power Rose Acquisition, Inc., a Delaware corporation ("Power Rose" and together with its subsidiaries, "DMC Power") for approximately $829 million, net of cash acquired, subject to customary purchase price adjustments. DMC Power is a provider of swaged connection systems and tooling for utility substation and transmission markets. DMC Power has been added to the Utility Solutions segment. We have recognized intangible assets of $364.0 million and goodwill of $468.9 million as a result of the acquisition. The $364.0 million of intangible assets consists primarily of $290.0 million of customer relationships, with the remaining $74.0 million consisting of developed technology, trade names and backlog. The intangible assets will be amortized over a weighted average period of approximately 21 years.