[Form 4] Belden Inc. Insider Trading Activity

Rhea-AI Filing Summary

Insider report: President and CEO Ashish Chand sold shares through tax-withholding related to vested awards. The Form 4 shows transactions dated 08/20/2025 for Belden Inc. (BDC). Mr. Chand is identified as a director and as President and CEO. The filing discloses two dispositions totaling 35,561 shares (11,854 and 23,707) at a reported price of $124.5325 per share, delivered on August 20, 2025. The filing explains the shares were withheld for tax purposes upon vesting of restricted stock units and performance stock units (the PSUs converted at a 2.0 factor to 44,856 RSUs). The report also shows 125,301 and 149,008 shares beneficially owned following the transactions and 1,124.5395 shares held indirectly in the company 401(k) plan.

Positive

• None.

Negative

• Dispositions totaling 35,561 shares were reported (11,854 and 23,707 shares) on 08/20/2025 at $124.5325 per share, albeit described as tax-withholding upon vesting.

Insights

Corporate Governance Expert

TL;DR: Tax-withholding dispositions from executive equity vesting; routine reporting by CEO and director.

The Form 4 reflects standard post-vesting mechanics rather than open-market selling for cash: shares were withheld to satisfy tax obligations for vested restricted stock units and converted PSUs. The notable detail is the PSU conversion factor of 2.0, which increased the number of RSUs that vested. From a governance perspective, these are administrative transactions that executives commonly report and do not, on their face, indicate a change in corporate control or a liquidity-driven sale program. Documentation is properly signed by an attorney-in-fact and dated.

Securities Analyst

TL;DR: CEO ownership remains significant after withholding; transactions are tax-related and limited in scale relative to typical outstanding shares.

The filing discloses dispositions of 35,561 shares at $124.5325, with post-transaction beneficial holdings reported at 125,301 and 149,008 shares (plus retirement plan holdings). The PSU-to-RSU conversion (2.0x) amplified vested shares to 44,856 before withholding. These entries affect reported share counts but do not provide new operational or financial information about Belden's business or prospects. Impact to investors is minimal and procedural.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Chand Ashish

(Last) (First) (Middle)

C/O BELDEN INC.

1 N. BRENTWOOD BLVD., 15TH FLOOR

(Street)

ST. LOUIS MO 63105

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BELDEN INC. [ BDC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/20/2025		D		11,854(1)	D	$124.5325	149,008	D
Common Stock	08/20/2025		D		23,707(3)	D	$124.5325	125,301	D
Common Stock								1,124.5395(2)	I	By 401(k) Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares withheld for tax purposes related to portion of August 17, 2021 restricted stock unit grant that vested on August 17, 2025. The resulting shares were delivered on August 20, 2025.

2. Represents the balance of shares of Belden Inc. common stock held in the Belden Retirement Savings Plan as of the date of this filing.

3. The Reporting Person was awarded 22,486 performance stock units (PSUs) on August 17, 2021. Following the performance period, it was determined based on the total stockholder return during the performance period that the PSUs earned a conversion factor of 2.0. Therefore, the PSUs converted to 44,856 restricted stock units (RSUs). This cell represents the number of shares withheld for tax purposes upon vesting. The resulting shares were delivered on August 20, 2025.

	/s/ Brian E. Anderson, attorney-in-fact for Ashish Chand	08/21/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Ashish Chand disclose on the Form 4 for BDC?

The filing shows tax-withholding dispositions of 35,561 shares on 08/20/2025 related to vested RSUs/PSUs and lists post-transaction beneficial holdings of 125,301 and 149,008 shares.

Were the reported transactions open-market sales or tax withholdings?

The explanations state the shares were withheld for tax purposes upon vesting of restricted stock units and converted PSUs, not described as open-market sale for cash.

How many PSUs converted to RSUs and what was the conversion factor?

The report states 22,486 PSUs converted to 44,856 RSUs based on a conversion factor of 2.0.

What is Ashish Chand's role at Belden Inc. as shown on the form?

He is listed as both a Director and as an Officer with the title President and CEO.

Does the Form 4 show any indirect holdings?

Yes, the filing lists 1,124.5395 shares held indirectly via the Belden Retirement Savings Plan as of the filing date.