Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34 Filing Table of Contents
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21: R1 Document and Entity Information HTML 61K
22: R2 Consolidated Statement of Income HTML 80K
23: R3 Consolidated Statement of Comprehensive Income HTML 64K
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25: R5 Consolidated Balance Sheet HTML 124K
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27: R7 Consolidated Statement of Cash Flows HTML 137K
28: R8 Consolidated Statement of Changes in Equity HTML 87K
29: R9 Consolidated Statement of Changes in Equity HTML 35K
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30: R10 Significant Accounting Policies HTML 84K
31: R11 Business Acquisitions HTML 54K
32: R12 Receivables and Allowances HTML 50K
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34: R14 Goodwill and Other Intangible Assets HTML 85K
35: R15 Investments HTML 82K
36: R16 Property, Plant and Equipment HTML 50K
37: R17 Other Accrued Liabilities HTML 44K
38: R18 Other Non-Current Liabilities HTML 44K
39: R19 Retirement Benefits HTML 388K
40: R20 Debt HTML 65K
41: R21 Income Taxes HTML 131K
42: R22 Financial Instruments and Fair Value Measurement HTML 113K
43: R23 Commitments and Contingencies HTML 51K
44: R24 Capital Stock HTML 86K
45: R25 Stock-Based Compensation HTML 140K
46: R26 Earnings Per Share HTML 61K
47: R27 Accumulated Other Comprehensive Loss HTML 117K
48: R28 Industry Segments and Geographic Area Information HTML 140K
49: R29 Guarantees HTML 46K
50: R30 Restructuring Costs HTML 135K
51: R31 Quarterly Financial Data (Unaudited) HTML 91K
52: R32 Valuation and Qualifying Accounts and Reserves HTML 90K
53: R33 Significant Accounting Policies (Policies) HTML 151K
54: R34 Business Acquisitions (Table) HTML 41K
55: R35 Receivables and Allowances (Table) HTML 46K
56: R36 Inventory (Tables) HTML 46K
57: R37 Goodwill and Other Intangible Assets (Tables) HTML 78K
58: R38 Investment (Table) HTML 75K
59: R39 Property, Plant and Equipment (Table) HTML 46K
60: R40 Other Accrued Liabilities (Table) HTML 43K
61: R41 Other Non-Current Liabilities (Table) HTML 43K
62: R42 Retirement Benefits (Tables) HTML 377K
63: R43 Debt (Tables) HTML 49K
64: R44 Income Taxes (Tables) HTML 123K
65: R45 Financial Instruments and Fair Value Measurement HTML 93K
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66: R46 Capital Stock (Tables) HTML 77K
67: R47 Stock-Based Compensation (Tables) HTML 114K
68: R48 Earnings Per Share (Tables) HTML 56K
69: R49 Accumulated Other Comprehensive Loss (Tables) HTML 115K
70: R50 Industry Segments and Geographic Area Information HTML 128K
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71: R51 Guarantees (Tables) HTML 43K
72: R52 Restructuring Costs (Tables) HTML 133K
73: R53 Quarterly Financial Data (Unaudited) (Tables) HTML 89K
74: R54 Significant Accounting Policies (Details) HTML 68K
75: R55 Business Acquisitions - Narrative (Details) HTML 67K
76: R56 Business Acquisitions (Details) HTML 50K
77: R57 Receivables and Allowances (Details) HTML 50K
78: R58 Inventory (Details) HTML 48K
79: R59 Goodwill and Other Intangible Assets Goodwill HTML 47K
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80: R60 Other Intangible Assets (Details) HTML 49K
81: R61 Goodwill and Other Intangible Assets Narrative HTML 53K
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82: R62 Investments - Narrative (Details) HTML 47K
83: R63 Investments - Amortized Cost Basis (Details) HTML 60K
84: R64 Investments - Contractual Maturity (Details) HTML 66K
85: R65 Property, Plant and Equipment (Details) HTML 63K
86: R66 Other Accrued Liabilities (Details) HTML 48K
87: R67 Other Non-Current Liabilities (Details) HTML 47K
88: R68 Retirement Benefits Narrative (Details) HTML 103K
89: R69 Retirement Benefits Change in Benefit Obligations HTML 108K
and Plan Assets (Details)
90: R70 Retirement Benefits Accumulated Benefit Obligation HTML 42K
In Excess of Plan Assets (Details)
91: R71 Retirement Benefits Components of Pension and HTML 100K
Other Benefit Costs (Details)
92: R72 Retirement Benefits Projected Benefit Obligation HTML 52K
Assumptions (Details)
93: R73 Retirement Benefits Assumed Health Care Cost Trend HTML 41K
Rates (Details)
94: R74 Retirement Benefits One-Percentage-Point Change in HTML 43K
Assumed Health Care Cost Trend Rates (Details)
95: R75 Retirement Benefits Combined Targeted and Actual HTML 47K
Domestic and Foreign Pension Plans Weighted
Average Asset Allocation (Details)
96: R76 Retirement Benefits Fair Value Pension Plan Assets HTML 130K
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97: R77 Retirement Benefits Estimated Future Benefit HTML 52K
Payments (Details)
98: R78 Debt Summary of Long-term Debt (Details) HTML 44K
99: R79 Debt Other Information Related to Short-term Debt HTML 38K
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100: R80 Debt Narrative (Details) HTML 99K
101: R81 Income Taxes Components of Income Tax Expense HTML 73K
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102: R82 Income Taxes Deferred Tax Assets and Liabilities HTML 83K
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103: R83 Income Taxes Unrecognized Tax Benefits (Details) HTML 46K
104: R84 Income Taxes Effective Income Tax Rate HTML 49K
Reconciliation (Details)
105: R85 Income Taxes Narrative (Details) HTML 75K
106: R86 Financial Instruments and Fair Value Measurement HTML 63K
Narrative (Details)
107: R87 Financial Instruments and Fair Value Measurement HTML 67K
Fair Value Hierarchy (Details)
108: R88 Financial Instruments and Fair Value Measurement HTML 44K
Cash Flow Hedging Relationships (Details)
109: R89 Commitments and Contingencies (Details) HTML 61K
110: R90 Capital Stock Common Stock Outstanding (Details) HTML 60K
111: R91 Capital Stock Reserved Common Stock (Details) HTML 40K
112: R92 Capital Stock Narrative (Details) HTML 62K
113: R93 Stock-Based Compensation Narrative (Details) HTML 114K
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Activity (Details)
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117: R97 Stock-Based Compensation Fair Value Assumptions HTML 59K
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118: R98 Stock-Based Compensation Performance Shares HTML 47K
Granted During the Period (Details)
119: R99 Earnings Per Share (Details) HTML 69K
120: R100 Accumulated Other Comprehensive Loss Changes in HTML 66K
Accumulated Other Comprehensive Loss (Details)
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Reclassifications Out of Accumulated Other
Comprehensive Loss (Details)
122: R102 Industry Segments Information (Details) HTML 89K
123: R103 Product Class Data (Details) HTML 47K
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Geographic Area (Details)
125: R105 Industry Segments and Geographic Area Information HTML 64K
Narrative (Details)
126: R106 Guarantees (Details) HTML 41K
127: R107 Restructuring Costs - By Segment (Details) HTML 52K
128: R108 Restructuring Costs - Reserve (Details) HTML 72K
129: R109 Restructuring Costs - Summary of Costs (Details) HTML 62K
130: R110 Restructuring Costs Narrative (Details) HTML 48K
131: R111 Quarterly Financial Data (Unaudited) (Details) HTML 63K
132: R112 Valuation and Qualifying Accounts and Reserves HTML 53K
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134: XML IDEA XML File -- Filing Summary XML 230K
133: EXCEL IDEA Workbook of Financial Reports XLSX 156K
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This Third Amendment (the “Amendment”) is adopted by Hubbell Incorporated, a Connecticut corporation (the “Company”),
for the purpose of amending that certain Hubbell Incorporated Amended and Restated Supplemental Executive Retirement Plan (As Amended and Restated Effective as of January 1, 2005), as previously amended on February 15, 2008 and December 28, 2010 (as amended, the “Plan). Capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings assigned to such terms in the Plan.
WHEREAS, pursuant to Section 11.1 of the Plan, the Board of Directors, in its sole and exclusive discretion, may at any time and from time to time amend the Plan in any respect without restriction and without the consent of any Participant, Accrued Vested Participant
or Spouse; provided that no such amendment shall impair the right of any Participant, Accrued Vested Participant or Spouse to receive benefits earned and accrued under the Plan prior to such amendment;
WHEREAS, Plan benefits are calculated using the benefit formula under the Hubbell Incorporated Retirement Plan for Salaried and Hourly Employees, formerly known as the Hubbell Incorporated Salaried Retirement Plan (the “DB Retirement Plan”);
WHEREAS, the Company is amending the DB Retirement Plan to freeze credited service, effective February
28, 2017, and to freeze ‘compensation’ (including ‘final average compensation’), effective December 31, 2020, in each case for all benefit accrual purposes; and
WHEREAS, the Board has determined that, in light of the foregoing, it is advisable and in the best interests of the Company to amend the Plan as set forth herein to freeze credited service and ‘compensation’ (including ‘final average compensation’), effective December 31, 2016, in each case for all benefit accrual purposes, and that such amendment is permitted under Section 11.1 of the Plan.
NOW, THEREFORE,
in consideration of the foregoing recitals, the Plan is hereby amended as follows, effective as of December 31, 2016, except as provided below:
1. Effective January 1, 2016, the Plan is hereby amended such that all references in the Plan to the “Hubbell Incorporated Retirement Plan for Salaried Employees” shall instead be references to the “Hubbell Incorporated Retirement Plan for Salaried and Hourly Employees, as amended from time to time.”
2. Section 2.3 of the Plan is hereby amended and restated in its entirety as follows:
“2.3 “Average
Earnings” means the annual average of the Participant’s earnings for any three (3) calendar years in his last ten (10) years of Service prior to December 31, 2016, which produce the highest such average.”
3. Section 5.1 of the Plan is hereby amended and restated in its entirety as follows:
“5.1 Normal Retirement Benefit. A Participant’s Normal Retirement Benefit under this Plan, computed
as a straight life annuity, shall equal (a) minus (b), where:
(a) equals six percent (6%) multiplied by the number of full years and months of a Participant’s Service as of December 31, 2016. In no event shall the percentage of benefit credit calculated under this Section 5.1(a) exceed sixty percent (60%). The appropriate percentage of benefit credit calculated under this Section 5.1(a) shall then be multiplied by the Participant’s Average Earnings as of December 31, 2016, and
(b) equals the benefits, if any, available from the following sources:
(i) any
benefits under any defined benefit pension plan of the Employer which is qualified under Section 401 of the Internal Revenue Code (excluding, however, any ancillary benefits such as medical or transitional supplements under any such defined benefit pension plan);
(ii) any profit-sharing contributions made by the Employer with respect to any period prior to January 1, 2017 under any defined contribution plan of the Employer which is qualified under Section 401 of the Internal Revenue Code;
(iii) any benefits under the Hubbell Incorporated Amended and Restated Top Hat Restoration Plan;
(iv) any
“Company Contribution” made with respect to any period prior to January 1, 2017 under the Hubbell Incorporated Defined Contribution Restoration Plan; and
(v) any other retirement benefits so designated and defined by the Compensation Committee through a special arrangement with the Employer.
For purposes of determining the benefits available from any defined benefit pension plan of the Employer, it shall be assumed that the Participant commenced receiving his benefits under such plan on the date of his Separation from Service or, if later, the date on which such Participant would attain age 55.
The
benefits payable under any defined contribution plan of the Employer shall be equal to the value of the Participant’s employer contribution accounts as of the earlier of December 31, 2016 or the Participant’s Separation from Service, divided by an annuity factor. The annuity factor shall be based on the applicable mortality table and interest rate under Section 417(e) that is used by the DB Retirement Plan as of December 31, 2016. The annuity factor shall be an annuity factor deferred to the date as of which such Participant would attain age 65. If the Participant is eligible for an employer contribution as of December 31, 2016, then, for purposes of calculating the benefit payable under any defined contribution plan, the Participant’s account shall reflect such contribution and the benefit payable under this Plan shall
be adjusted accordingly.”
4. Section 5.2 of the Plan is hereby amended and restated in its entirety as follows:
“5.2 Early Retirement Benefit. Effective as of December 31, 2016, a Participant whose Separation from Service is on or after age 55 but before his Normal Retirement Date shall be entitled to an Early Retirement Benefit commencing on the date described in Article
6.1
hereof. The annual amount of the Early Retirement Benefit payable to a Participant shall be an amount computed in accordance with Section 5.1 hereof except that such net amount shall be reduced by three-tenths of one percent (3/10%) for each complete month by which the commencement date of his Early Retirement Benefit precedes his attainment of age 62 and by an additional two-tenths of one percent (2/10%) for each complete month by which the commencement date of his Early Retirement Benefit precedes his 60th birthday.”
5. Section 5.5 of the Plan is hereby amended to define “Final Base Salary” as the Participant’s base salary as in effect at the earlier of December 31, 2016 or the time of the Participant’s Separation from Service.
6. The
Plan is hereby amended to add a new Section 5.6 as follows:
“5.6 Notwithstanding any other provision of this Plan to the contrary, for purposes of calculating a Participant’s Postponed Retirement Benefit, Accrued Deferred Vested Retirement Benefit or Disability Retirement Benefit, as applicable, under the Plan, (a) applicable references to Section 5.1 of the Plan shall mean Section 5.1 as amended by this Amendment, (b) applicable references to length of “Service” shall mean Service through the earlier of December 31, 2016 or the Participant’s Separation from Service, and (c) any projection of imputed benefits for purposes of calculating the Disability Retirement Benefit shall be determined as of December
31, 2016.”
7. Except as modified by the foregoing, the terms and conditions of the Plan shall remain in full force and effect following the adoption of this Amendment.
