HUBBELL INC — Director's Dealing 2016

Mar 7, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUBBELL INC (HUBB)
CIK: 0000048898
Period of Report: 2016-03-04

Reporting Person: Sperry William R (Senior Vice President & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-03-04	Common Stock	M	9766	$59.95	Acquired	39053	Direct
2016-03-04	Common Stock	F	7139	$101.65	Disposed	31914	Direct
2016-03-04	Common Stock	M	12205	$64.48	Acquired	44119	Direct
2016-03-04	Common Stock	F	9814	$101.65	Disposed	34305	Direct
2016-03-04	Common Stock	S	2500	$101.048	Disposed	31805	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-03-04	Stock Appreciation Right	$59.95	M	9766	Disposed	2020-12-06	Common Stock (9766)	Direct
2016-03-04	Stock Appreciation Right	$64.48	M	12205	Disposed	2021-12-05	Common Stock (12205)	Direct

Footnotes

F1: The shares withheld by the Issuer were calculated on the spread between the price of the SAR and the market price on the date the SAR was exercised. The payment of withholding taxes for the SAR that was exercised on this date was also included in this number.

F2: The reporting person undertakes to provide to Hubbell Incorporated, any security holder of Hubbell Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in Footnote 3 to this Form 4.

F3: The average per share price for the 2,500 shares sold was $101.048, with the lowest per share price being $101.04 and the highest per share price being $101.21 per share.

F4: 33 1/3% on first anniversary date of grant; 33 1/3% on second anniversary date of grant; balance on third anniversary date of grant.