0001628280-16-011342 Sample Contracts

CHANGE IN CONTROL SEVERANCE AGREEMENT
Change in Control Severance Agreement • February 18th, 2016 • Hubbell Inc • Electronic components & accessories • Connecticut

This Change in Control Severance Agreement (the “Agreement”) is dated as of May 5, 2015 (the “Effective Date”), by and between Hubbell Incorporated, a Connecticut corporation (the “Company”), and Rodd R. Ruland (the “Executive”).

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Stock Appreciation Rights Agreement • February 18th, 2016 • Hubbell Inc • Electronic components & accessories

HUBBELL INCORPORATED STOCK APPRECIATION RIGHTS AGREEMENTHUBBELL INCORPORATED 2005 INCENTIVE AWARD PLAN, AS AMENDED AND RESTATED Base Price: Grant Date: _______________________________________________________________________________ As noted in your Award notification letter, effective on the Grant Date you have been granted the number of Stock Appreciation Rights (the “Rights”) set forth in the Award notification letter. Each Right entitles you to the positive difference, if any, between the Base Price designated in the Award notification letter and the Fair Market Value of a share of Common Stock, par value $0.01 per share (the “Common Stock”) of Hubbell Incorporated (the “Company”) on the date of exercise (the “Spread”), in accordance with the provisions of the Award notification letter, this Agreement setting forth terms and conditions to the Award, and the Hubbell Incorporated 2005 Incentive Award Plan, as amended and restated (the “Plan”). By electronically acknowledging and a

Contract
Restricted Stock Award Agreement • February 18th, 2016 • Hubbell Inc • Electronic components & accessories

HUBBELL INCORPORATED RESTRICTED STOCK AWARD AGREEMENTHUBBELL INCORPORATED 2005 INCENTIVE AWARD PLAN, AS AMENDED AND RESTATED Grant Date: __________________________________________________________________________________As noted in your Award notification letter, effective on the Grant Date you have been granted the number of shares of Restricted Stock of Hubbell Incorporated (the “Company”) set forth in the Award notification letter, in accordance with the provisions of the Hubbell Incorporated 2005 Incentive Award Plan, as amended and restated (the “Plan”) and subject to the restrictions, terms and conditions set forth in this Agreement. By electronically acknowledging and accepting this Award, you agree to be bound by the terms and conditions herein, the Plan, and any and all conditions established by the Company in connection with Awards issued under the Plan. Defined terms used herein shall have the meaning set forth in the Plan, unless otherwise defined herein. Until vested, t

HUBBELL INCORPORATED AMENDED AND RESTATED RABBI TRUST AGREEMENT
Rabbi Trust Agreement • February 18th, 2016 • Hubbell Inc • Electronic components & accessories

This Amended and Restated Trust Agreement made this 6th day of November, 2015 (the “Effective Date”), by and between Hubbell Incorporated (hereinafter referred to as the “Company”), a Connecticut Corporation, and MG Trust Company d/b/a Matrix Trust Company (“Matrix Trust”), as trustee (hereinafter referred to as the “Trustee”);

HUBBELL INCORPORATED GRANTOR TRUST FOR NON-EMPLOYEE DIRECTOR PLANS TRUST AGREEMENT
Trust Agreement • February 18th, 2016 • Hubbell Inc • Electronic components & accessories • New York

TRUST AGREEMENT made and entered into as of the 8th day of December, 2015, by and between HUBBELL INCORPORATED, a corporation organized under the laws of the State of Connecticut (hereinafter referred to as the “Company”) and THE BANK OF NEW YORK, a New York banking corporation (hereinafter referred to as the “Trustee”). This Trust Agreement amends and restates in its entirety the Hubbell Incorporated Grantor Trust for Non-Employee Director Plans Trust Agreement by and between the Company and the Trustee, dated as of March 14, 2005.

HUBBELL INCORPORATED GRANTOR TRUST FOR SENIOR MANAGEMENT PLANS TRUST AGREEMENT
Trust Agreement • February 18th, 2016 • Hubbell Inc • Electronic components & accessories • New York

TRUST AGREEMENT made and entered into as of the 8th day of December, 2015, by and between HUBBELL INCORPORATED, a corporation organized under the laws of the State of Connecticut (hereinafter referred to as the “Company”) and THE BANK OF NEW YORK, a New York banking corporation (hereinafter referred to as the “Trustee”). This Trust Agreement amends and restates in its entirety the Hubbell Incorporated Grantor Trust for Senior Management Plans Trust Agreement by and between the Company and the Trustee, dated as of March 14, 2005.

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