Neal Keating
HUBBELLAbout Neal J. Keating
Independent director of Hubbell Incorporated; age 69; director since 2010. Chairs the Nominating and Corporate Governance Committee and serves on the Compensation and Executive Committees. Former Chairman, President and CEO of Kaman Corporation with deep experience in international operations, distribution, and M&A; previously COO of Hughes Supply, EVP/COO of Rockwell Collins Commercial Systems, and Managing Director/CEO of GKN Aerospace; current public company directorships include Triumph Group (since 2022) and private Form Technologies (since 2021) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Kaman Corporation | Chairman, President & CEO; Executive Chairman | CEO 2008–Aug 2020; Executive Chairman until Apr 2021 | Led aerospace and industrial distribution firm; extensive M&A and international operations |
| Kaman Corporation | President & COO | 2007–2008 | Operational leadership prior to CEO appointment |
| Hughes Supply | Chief Operating Officer | 2004–2007 | Wholesale distribution; company later acquired by Home Depot |
| Rockwell Collins (Commercial Systems) | Executive Vice President & COO | Not disclosed | Senior operating leadership in aerospace electronics |
| GKN Aerospace / GKN plc | Managing Director & CEO; Director of GKN plc | Not disclosed | International aerospace, automotive and land systems leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Triumph Group, Inc. (public) | Director | Since 2022 | Aerospace & defense board service |
| Form Technologies (private) | Director | Since 2021 | Precision engineered components (auto, electronics, industrial, aerospace) |
| Barnes Group Inc. (public) | Director (prior) | 2023–2025 | Prior board service concluded 2025 |
| Kaman Corporation (public) | Director (prior) | 2007–2021 | Prior board service |
| Embry-Riddle Aeronautical University | Director | Not disclosed | Governance in aerospace academia |
| Space Florida | Director | Not disclosed | Space industry economic development board service |
Board Governance
- Committee assignments: Chair, Nominating and Corporate Governance Committee; Member, Compensation Committee; Member, Executive Committee .
- Attendance: NCGC held 4 meetings in 2024; 100% attendance; Compensation Committee held 4 meetings; 100% attendance; Executive Committee held 1 meeting; 100% attendance. Board held 8 meetings; each director attended, on average, 98% of Board/committee meetings; all directors (except one who retired) attended the 2024 Annual Meeting .
- Independence: Board determined committee members (Audit, Compensation, Finance, NCGC) are independent under NYSE/SEC standards; Keating is listed as Independent .
- NCGC oversight (as Chair): director nominations and independence, board/management evaluation and succession, governance guidelines, approval of related person transactions, oversight of sustainability/corporate responsibility, director compensation evaluation .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual Board Retainer (cash) | $100,000 | Increased from $90,000 effective May 7, 2024 |
| Annual Restricted Share Grant (equity) | $160,000 | Increased from $145,000 effective May 7, 2024 |
| Lead Director Retainer | $30,000 | If applicable (Keating is not Lead Director) |
| Audit Committee Retainer | Chair $20,000; Member $10,000 | Paid quarterly |
| Compensation Committee Retainer | Chair $15,000; Member $7,000 | Paid quarterly |
| Finance Committee Retainer | Chair $13,000; Member $5,000 | Paid quarterly |
| NCGC Retainer | Chair $13,000; Member $5,000 | Paid quarterly |
| Meeting Fees | None | No standard meeting fees |
| Discretionary Fees | None paid in 2024 | Requires NCGC recommendation and Chair consent |
| Charitable Match | Up to $25,000 (cash) + Dollars for Doers program | Match via Hubbell Foundation |
| Neal J. Keating – 2024 Director Compensation | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 116,511 |
| Stock Awards (grant-date fair value) | 159,645 |
| All Other Compensation (charitable match) | 22,320 |
| Total | 298,476 |
| Cash Deferred (Deferred Plan for Directors) | 58,255 |
| 2024 Restricted Stock Grant Deferred (to RSUs) | Deferred in full |
- Stock ownership guidelines for Directors: must own Company stock equal to 5x annual base cash retainer within 5 years of first annual grant; all Directors satisfy requirements .
Performance Compensation
| Equity Award | Grant Date | Shares | Grant-Date Fair Value | Vesting Terms |
|---|---|---|---|---|
| Annual Restricted Stock | May 7, 2024 | 409 | $159,645 | Vests on date of 2025 Annual Meeting if still serving (or earlier upon death/CIC); Keating elected full deferral into RSUs under the Deferred Plan |
| Deferred Plan Balances (as of Dec 31, 2024) | Stock Units (#) | Restricted Stock Units (#) |
|---|---|---|
| Neal J. Keating | 7,545 | 14,555 |
- Deferred Compensation Plan features: directors may defer cash retainers into stock unit or cash accounts (cash credited at prime rate post-quarterly meeting); may defer annual restricted share grant into RSUs; distributions generally post-termination; change-in-control triggers lump-sum payout; dividend equivalents accrue on units/RSUs .
- No options granted to non-management directors; director equity is time-based restricted stock (annual grant) .
Other Directorships & Interlocks
- Compensation Committee interlocks: none; no member was an employee/former officer; no reciprocal board/comp committee interlocks with Hubbell executive officers in 2024 .
- Related person transactions: NCGC administers policy for transactions >$100,000; none required disclosure for fiscal 2024 .
Expertise & Qualifications
- Senior executive leadership (CEO/COO), international operations, distribution, and mergers & acquisitions; aerospace and industrial sector experience; current aerospace board roles; additional board service in academia and space industry .
Equity Ownership
| As of March 7, 2025 | Common Stock | Shares Obtainable on Exercise (Options/SARs) | Total Beneficial Ownership | Stock Units | Restricted Stock Units | Total Ownership |
|---|---|---|---|---|---|---|
| Neal J. Keating | 8,571 | — | 8,571 | 7,583 | 14,555 | 30,709 |
- Directors and officers must maintain stock ownership; all Directors are in compliance; Directors who do not meet minimum must retain all shares acquired until compliant .
- Policy highlights for executives: hedging and pledging of Hubbell stock prohibited; strong clawback and no repricing/cash buyouts; pay-for-performance design (NEO policies noted for context) .
Governance Assessment
- Strengths: Independent director with long-tenured operating and board expertise; Chair of NCGC overseeing independence, related-party approvals, and sustainability; perfect committee attendance and participation in Executive Committee; complies with director ownership guidelines; transparent director pay with modest committee retainers; no related-party transactions or interlocks disclosed .
- Alignment: Deferral of cash ($58,255) and full deferral of 2024 equity grant into RSUs indicates long-term alignment; ongoing accumulation of stock units and RSUs; beneficial ownership and compliance with 5x retainer guideline support “skin in the game” .
- Policy signals: Board proposing majority voting standard; regular director compensation benchmarking by independent consultant (Exequity) with median targeting; robust governance practices (executive sessions, no poison pill) enhance investor confidence .
- Red flags: None disclosed—no related-party transactions; no attendance issues; director compensation appears standard with no discretionary fees or unusual perquisites recorded for Keating in 2024 .