John Malloy
HUBBELLAbout John F. Malloy
John F. Malloy, age 70, has served as an independent director of Hubbell Incorporated since 2011 and is designated an Audit Committee Financial Expert. He chairs the Finance Committee and serves on the Audit and Executive Committees. Malloy is Executive Chairman of Victaulic Company, holds a Ph.D. in economics, previously served as CEO/COO at Victaulic, spent 15+ years in senior operating roles at United Technologies, and taught economics at Hamilton College .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Victaulic Company | Executive Chairman | Jan 2021–Present | Oversight of mechanical pipe joining systems strategy |
| Victaulic Company | Chairman, President & CEO | 2006–Jan 2021 | Led global manufacturing and distribution operations |
| Victaulic Company | President & CEO | 2004–2006 | CEO prior to becoming Chairman, President & CEO |
| Victaulic Company | President & COO | 2002–2004 | Operational leadership pre-CEO |
| United Technologies Corporation | Senior Management Operating Roles | ~15+ years (prior to Victaulic) | Operations and strategic planning experience |
| Hamilton College | Economics Instructor | Not specified | Academic teaching in economics |
External Roles
| Organization | Role | Tenure |
|---|---|---|
| Victaulic Company (private) | Executive Chairman | Since Jan 2021 |
| Hollingsworth & Vose (private) | Director | Since 2006 |
Board Governance
- Committee assignments: Finance (Chair), Audit (member), Executive (member) .
- Independence: Board determined nine of ten current directors are independent; Malloy is independent .
- Attendance: Audit Committee (8 meetings; 100% attendance), Finance Committee (4 meetings; 100% attendance), Executive Committee (1 meeting; 100% attendance) . Board held 8 meetings; directors averaged 98% attendance; all directors in office attended the 2024 Annual Meeting except John Russell, implying Malloy attended .
- Lead Independent Director: Anthony J. Guzzi; independent executive sessions held regularly .
- Related-party review: NCGC oversees related-person transactions; Company reports no related party transactions with directors, officers, or significant shareholders .
Fixed Compensation
| Name | Fees Earned or Paid in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| John F. Malloy | 119,511 | 159,645 | — | 279,156 |
Director compensation structure (effective May 7, 2024): Board retainer $100,000; Finance Committee Chair $13,000; Audit Committee Member $10,000; Meeting fees none; Annual restricted share grant $160,000 grant-date value (vests at next Annual Meeting if still serving) . 409 restricted shares were granted to Malloy at the May 7, 2024 Annual Meeting (grant-date fair value) .
Performance Compensation
| Equity Instrument | Grant | Shares/Value | Vesting |
|---|---|---|---|
| Restricted Stock | Annual director grant | 409 shares; grant-date fair value included above | Vests at 2025 Annual Meeting if serving (or earlier upon death/change in control) |
- Deferral: Directors may defer cash retainers and/or restricted stock into stock unit accounts; Malloy’s deferred balances are shown in Equity Ownership below. The 2024 deferral election list did not include Malloy, implying he did not defer his 2024 restricted stock grant .
Other Directorships & Interlocks
| Company | Role | Public Company? | Potential Interlock/Conflict Note |
|---|---|---|---|
| Victaulic Company | Executive Chairman | No (private) | Company reports no related party transactions with directors |
| Hollingsworth & Vose | Director | No (private) | No related party transactions disclosed |
- Governance controls: NCGC approves related person transactions and evaluates independence annually; transactions involving director-affiliated entities were significantly below NYSE bright-line thresholds .
Expertise & Qualifications
- Audit Committee Financial Expert (SEC-defined) .
- Senior management experience (CEO/COO of global manufacturing/distribution), economic and strategic planning .
- Academic credential: Ph.D. in economics; teaching experience .
Equity Ownership
| Holder | Common Stock | Shares Obtainable via Options/SARs | Total Beneficial Ownership | Aggregate Stock Units | Aggregate Restricted Stock Units | Total Ownership |
|---|---|---|---|---|---|---|
| John F. Malloy | 18,628 | — | 18,628 | 1,788 | 1,836 | 22,252 |
- Director stock ownership guidelines: Each director must own Company stock equal to 5× annual cash retainer; all directors satisfy the ownership requirements .
- Hedging/pledging: Officers, directors, and certain employees are prohibited from hedging and pledging Company stock .
- Insider trading policy applies to directors and officers; compliance certification required annually .
Insider Trades (Form 4)
Recent transactions for “MALLOY JOHN F.” (director):
| Filing Date | Transaction Date | Type | Shares | Price ($) | Post-Transaction Ownership | SEC Link |
|---|---|---|---|---|---|---|
| 2025-11-19 | 2025-11-17 | Purchase (P) | 435 | 429.24 | 19,085.306 | https://www.sec.gov/Archives/edgar/data/48898/000162828025053220/0001628280-25-053220-index.htm |
| 2025-11-13 | 2025-11-06 | Gift (G) | 435 | 0.00 | 18,650.306 | https://www.sec.gov/Archives/edgar/data/48898/000162828025052089/0001628280-25-052089-index.htm |
Source: Insider trades skill; Form 4 filings indicate current holding balances after each transaction.
Governance Assessment
- Board effectiveness: Malloy’s chairmanship of the Finance Committee and Audit Committee financial expertise strengthen oversight of capital structure, M&A, and financial reporting; committee attendance was 100% in 2024 across Finance, Audit, and Executive .
- Independence and conflicts: Independence affirmed; Company reports no related-party transactions with directors, officers, or significant shareholders (strong governance signal) .
- Ownership alignment: Malloy meets director ownership guidelines; holds 18,628 shares plus deferred units; hedging/pledging prohibited (alignment protection) .
- Director compensation mix: 2024 cash fees of $119,511 and equity grant value of $159,645 indicate a meaningful equity component that vests annually, promoting alignment; Board retainer and equity grant values were increased in 2024 to maintain competitiveness .
- Shareholder sentiment: Company’s 2024 Say-on-Pay support was 95.1%, with ~92.5% average support over 10 years—positive governance backdrop, though focused on NEO pay rather than directors .
- Red flags: None disclosed regarding related-party transactions, hedging/pledging, attendance shortfalls, or tax gross-ups for directors; meeting fees are none; director compensation benchmarked and reviewed by independent consultant .