Joseph Capozzoli
HUBBELLAbout Joseph Capozzoli
Joseph A. Capozzoli is Senior Vice President and Chief Financial Officer (effective January 1, 2026) of Hubbell Incorporated; age 50, he previously served as Vice President, Finance – Electrical Solutions (since January 2023), Vice President, Business Transformation (2021–2023), and Vice President, Controller & Principal Accounting Officer (2013–2021). He holds an MBA in Finance from Villanova University, a BS in Business Administration from LaSalle University, and is a Certified Public Accountant . Hubbell delivered strong recent performance: 2024 net sales of $5.6B, adjusted diluted EPS of $16.57, and free cash flow of $811M; its 2022–2024 performance share program paid at 200% based on 76th percentile relative sales growth, 21.9% adjusted operating margin, and 124.5% relative TSR, underscoring pay-for-performance alignment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Hubbell Incorporated | SVP & CFO (Designate) | Announced Sept 10, 2025; effective Jan 1, 2026 | CFO succession for continuity; partners with outgoing CFO through 2025 |
| Hubbell Electrical Solutions (Segment) | Vice President, Finance | Jan 2023–2025 | Drove strong financial performance and margin expansion; led transformation to a unified HES operating segment |
| Hubbell Incorporated | Vice President, Business Transformation | Jan 2021–Jan 2023 | Led enterprise transformation initiatives |
| Hubbell Incorporated | Vice President, Controller & Principal Accounting Officer | Apr 2013–Jan 2021 | Principal Accounting Officer; oversight of reporting and controls |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Major multi-national corporations (not specified) | Leadership positions | >15 years prior to 2013 | Broad finance/operations leadership experience before joining Hubbell |
Fixed Compensation
| Component | Pre-Effective Date | Effective Jan 1, 2026 | Notes |
|---|---|---|---|
| Base Salary ($) | $440,000 | $550,000 | Subject to future adjustments based on performance/responsibilities |
| Target STI (% of base) | 25% | 75% | Annual cash bonus under Hubbell STI program |
Performance Compensation
Short-Term Incentive (STI) – Design and 2024 Outcomes (illustrative of enterprise design for CFO role)
| Metric | Weighting | Target | Performance vs Target | Payout % |
|---|---|---|---|---|
| Adjusted Diluted EPS | Part of 80% financial | $16.35 | 102% | 115% |
| Free Cash Flow | Part of 80% financial | $793M | 101% | 107% |
| Strategic Objectives (Serve Customers, Grow Enterprise, Operate with Discipline, Develop People) | 20% | Qualitative pillars | Strong progress; weighted average | 110% |
| Blended Enterprise Financial Payout | — | — | — | 112% |
Notes: STI for enterprise officers pays 0–200% of target; segment leaders use OP and OCF in lieu of enterprise-only metrics; CFO role participates in enterprise-level EPS and FCF plus strategic objectives per program design .
Long-Term Incentive (LTI) – Structure and Metrics
- Mix: 50% performance shares (PSUs), 25% stock appreciation rights (SARs), 25% time-based restricted shares; PSUs have a 3-year performance period, SARs vest ratably over 3 years, restricted shares vest on a 3-year cliff, aligning with shareholder value via price appreciation and performance outcomes .
- PSU metrics/targets (equal weighting): Relative Sales Growth (vs S&P Capital Goods 900 Index), Adjusted Operating Profit Margin (target curve set at grant), Relative TSR (vs S&P Capital Goods 900 Index) .
| PSU Metric | Weight | 2022–2024 Target for 100% | Actual (2022–2024) | Payout |
|---|---|---|---|---|
| Relative Sales Growth | 34% | 50th percentile | 76th percentile (projected as of Mar 24, 2025) | 200% |
| Adjusted Operating Profit Margin | 33% | 15.25% | 21.9% | 200% |
| Relative TSR | 33% | 50th percentile | 124.5% | 200% |
| Overall PSU Payout | — | — | — | 200% |
Notes: PSU index is S&P Capital Goods 900 (combined S&P 400/500 Capital Goods), selected for better comparability to Hubbell’s size and industry . SAR grant base prices are set at the mean of high/low the day before grant to ensure known valuation; example base price for Feb 6, 2024 grants was $352.55 (program detail) .
Equity Ownership & Alignment
- Stock Ownership & Retention Policy: Executives must reach minimum ownership equal to a role-based multiple of salary; until compliant, retain 100% of net shares acquired; five years allowed from becoming subject to the policy (and five years after promotions to higher multiples); shares counted include direct/indirect holdings, restricted stock, and in-the-money vested but unexercised SARs; unearned PSUs excluded .
- Hedging/Pledging: Executives are prohibited from hedging/derivatives, pledging Company stock as collateral (except pursuant to approved 10b5-1 plans), and margin transactions, reinforcing alignment and reducing risk of forced selling .
- Ownership Status: 2024 Proxy confirms all current NEOs comply; as incoming CFO effective 2026, Capozzoli will be subject to the policy and has ~5 years to meet role-based requirements; specific CFO multiple not disclosed in the proxy .
- Say-on-Pay Support: 95.1% approval in 2024 indicates broad shareholder support for pay design and alignment .
Employment Terms
| Term | Provision |
|---|---|
| Employment & Start | Joined Hubbell April 2013; CFO effective Jan 1, 2026 |
| Change-in-Control (CIC) Severance | Double-trigger required (CIC plus qualifying termination) |
| Cash Severance | 2.0× base salary and 2.0× target STI for year of CIC |
| Pro-Rated STI | Lump-sum pro-rated target STI for year of termination |
| Benefits Continuation | Medical, dental, vision, life insurance benefits for 2 years |
| Supplemental Plans | Lump-sum incremental value of additional age/service credits under applicable supplemental plans (subject to plan freezes) |
| Outplacement | Up to 12 months; cost capped at the lesser of 15% of base salary or $50,000 |
| LTI Treatment on CIC | Awards generally continue/assume unless Committee elects to terminate/accelerate; if not assumed, Committee may cash out or fully vest; if assumed and terminated without cause within 12 months post-CIC, awards vest in full; performance-based portions remain subject to award terms/Committee discretion |
| Clawback | SEC/NYSE-compliant compensation recovery policy covering incentive comp for 3 completed fiscal years prior to required restatement |
| Hedging/Pledging & Tax Gross-ups | Hedging/pledging prohibited; no excise/severance tax gross-ups |
Performance & Track Record
- Segment Impact: As VP Finance for Electrical Solutions, Capozzoli “was instrumental in driving strong financial performance and margin expansion” and led the journey to transform HES into a unified operating segment, evidencing operational discipline and value creation in a core business .
- Enterprise Performance Context: 2024 net sales $5.6B, adjusted EPS $16.57, and FCF $811M; capital deployment included $180M capex, $40M buybacks, and 8% dividend increase, providing a supportive backdrop for incentive plan outcomes .
- LTI Outcomes: The 2022–2024 PSU cycle achieved 200% payout across all three metrics, reinforcing management execution against growth, margin, and TSR objectives .
Compensation Peer Group & Governance
- Peer Benchmarking: Compensation targets around median of a revised peer group (Ingersoll Rand, Lennox, Vertiv added; Fastenal, Roper, Wesco removed) to ensure size/industry comparability and avoid pay inflation; annual benchmarking and risk assessment conducted by the Compensation Committee with independent consultant Exequity .
- Program Philosophy: Majority of NEO pay is variable and performance-linked; robust goals; independent consultant; no repricing SARs without shareholder approval; negative discretion permitted on STI; strong stock ownership requirements—all targeted at pay-for-performance integrity .
Investment Implications
- Alignment: CFO compensation structure is highly performance-weighted (STI tied to EPS/FCF and strategic execution; LTI dominated by PSUs with relative growth/TSR and margin targets), suggesting continued linkage of pay outcomes to shareholder value creation .
- Retention Risk Mitigants: Double-trigger CIC protections (2× salary/bonus, benefits continuation, outplacement) and standard 3-year LTI vesting create retention anchors; hedging/pledging bans reduce liquidity-driven selling risk, though individual ownership details for Capozzoli are not disclosed yet .
- Governance Support: Recent 95.1% say-on-pay and formal shareholder outreach indicate broad investor support for the compensation program and its metrics; continued peer-based benchmarking should limit pay drift relative to performance .
- Execution Signals: HES margin expansion and transformation leadership, coupled with strong enterprise performance and outsized PSU payouts, imply operational discipline; monitoring 2026 grant disclosures and any Form 4 activity will refine views on equity alignment and potential selling pressure post-vesting .