HUBBELL INC — Director's Dealing 2019

May 9, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUBBELL INC (HUBB)
CIK: 0000048898
Period of Report: 2019-05-08

Reporting Person: Wegman Darrin S (Group President, C&I)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-05-08	Common Stock	M	5258	$59.95	Acquired	19149	Direct
2019-05-08	Common Stock	F	3526	$126.9957	Disposed	15623	Direct
2019-05-08	Common Stock	M	5425	$64.48	Acquired	21048	Direct
2019-05-08	Common Stock	F	3992	$126.9957	Disposed	17056	Direct
2019-05-08	Common Stock	M	4162	$83.725	Acquired	21218	Direct
2019-05-08	Common Stock	F	3402	$126.9957	Disposed	17816	Direct
2019-05-08	Common Stock	S	3925	$127.0623	Disposed	13891	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-05-08	Stock Appreciation Right	$59.95	M	5258	Disposed	2020-12-06	Common Stock (5258.0)	Direct
2019-05-08	Stock Appreciation Right	$64.48	M	5425	Disposed	2021-12-05	Common Stock (5425.0)	Direct
2019-05-08	Stock Appreciation Right	$83.725	M	4162	Disposed	2022-12-04	Common Stock (4162.0)	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 transaction was executed in multiple trades at prices ranging from $127.049 to $127.122. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide, upon request, to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price for all transactions reported on this Form 4.

F3: The stock appreciation right vested and became exercisable in three equal annual installments beginning on December 6, 2011 (date of grant was December 6, 2010).

F4: The stock appreciation right vests and becomes exercisable in three equal annual installments beginning on December 5, 2012 (date of grant was December 5, 2011).

F5: The stock appreciation right vests and becomes exercisable in three equal annual installments beginning on December 4, 2013 (date of grant was December 4, 2012).