UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
May 2, 2005
-----------
Date of report (Date of earliest event reported)
HUBBELL INCORPORATED
(exact name of registrant as specified in its charter)
CONNECTICUT 1-2958 06-0397030
------------------------------- ------------------------ -------------------
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation or organization) Identification No.)
584 Derby Milford Road, Orange, Connecticut 06477-4024
------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
(203) 799-4100
----------------------------------------------------
(Registrant's telephone number, including area code)
N/A
-------------------------------------------------------------
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
On November 5, 2004, Hubbell Incorporated (the "Company") placed William T.
Tolley on a paid administrative leave from his position as Chief Financial
Officer of the Company, following his notifying the Company that he had received
a letter from the Staff of the Division of Enforcement of the Securities and
Exchange Commission stating that the Division had preliminarily decided to make
a recommendation to the SEC that it bring a civil injunction action against Mr.
Tolley alleging violations of certain provisions of the federal securities laws
stemming from his prior employer's conduct in 2000 resulting in restatements of
earnings in 2000. Mr. Tolley advised the Company that he had agreed to settle
the Commission's charges by consenting to the entry of a final judgment
permanently enjoining him from further violations of the federal securities
laws, without admitting or denying the allegations of the SEC's complaint, and
to pay a civil penalty in the amount of $50,000. The charges, which are
described in SEC Litigation Release No. 19215 issued May 3, 2005, are not
related to the Company or to Mr. Tolley's service as Chief Financial Officer of
the Company.
Effective May 2, 2005, Mr. Tolley returned to the Company in the capacity of
Director of Special Projects, a non-executive position which does not involve
responsibility for the Company's financial statements or financial reporting.
Gregory F. Covino, the Company's Corporate Controller and Chief Accounting
Officer, who was appointed Interim Chief Financial Officer in November, will
continue to serve in such position.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
HUBBELL INCORPORATED
By: /s/ Richard W. Davies
-----------------------
Name: Richard W. Davies
Title:Vice President, General
Counsel and Secretary
Date: May 2, 2005