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| HUB-A > SEC Filings for HUB-A > Form 8-K on 5-Jun-2009 | All Recent SEC Filings |
5-Jun-2009
Change in Directors or Principal Officers, Financial Statements and Exhibits
On June 3, 2009, the Board of Directors of Hubbell Incorporated (the "Company") elected Lynn J. Good, 50, and Carlos A. Rodriguez, 44, as Directors of the Company. Ms. Good was appointed to serve on the Company's Audit Committee, and Mr. Rodriguez was appointed to serve on the Company's Finance Committee.
Ms. Good is Group Executive and President of Duke Energy Corporation's Commercial Business in Charlotte, North Carolina. Previously, she was Chief Financial Officer at Cinergy Corporation and had been a partner at the auditing firms of Deloitte & Touche LLP and Arthur Anderson LLP. Ms. Good graduated with a B.S. in Accountancy and Systems Analysis from Miami University of Ohio.
Mr. Rodriguez is the Division President for Small Business Services and the Professional Employer Organization at Automatic Data Processing, Inc. in Roseland, New Jersey. Mr. Rodriguez graduated from Harvard College with a B.A. in Government and earned and MBA at the Harvard Business School.
Ms. Good and Mr. Rodriguez will receive compensation consistent with the other non-management directors of the Company as disclosed in the Company's Definitive Proxy Statement filed with the Securities and Exchange Commission on March 16, 2009, pro-rated based upon the effective date of their election. Such compensation includes: (1) an annual retainer of $60,000; (2) $2,000 for each Board and Board Committee meeting attended; and (3) a restricted share grant of 750 shares of Class B common stock after each annual meeting of shareholders, which will vest at the next year's annual meeting of shareholders provided that the director is still serving as a director at the time of the meeting. Ms. Good and Mr. Rodriguez are also eligible to defer receipt of such fees pursuant to a deferred compensation agreement providing for payment of the fees in stock units (each stock unit consisting of one share each of the Company's Class A common stock and Class B common stock) or credited with interest at the prime rate as in effect at the Company's principal commercial bank on the date immediately following the quarterly directors' meeting, subject to certain terms and conditions of the Company's Deferred Compensation Plan for Directors under which the fees are deferred. Dividend equivalents are paid on the stock units and are converted into additional stock units. Distributions are made in either a lump sum or in installment payments, at the Director's election.
A copy of the Company's press release announcing the election of Ms. Good and Mr. Rodriguez to the Board of Directors is attached as Exhibit 99.1 and is incorporated herein by reference.
INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS - Certain of the statements contained in this report and the exhibit attached hereto, including, without limitation, statements as to management's good faith expectations and belief are forward-looking statements. Forward-looking statements are made based upon management's expectations and belief concerning future developments and their potential effect upon the Company. There can be no assurance that future developments will be in accordance with management's expectations or that the effect of future developments on the Company will be those anticipated by management.
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