BELDEN INC. — Director's Dealing 2013

Aug 21, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BELDEN INC. (BDC)
CIK: 0000913142
Period of Report: 2013-08-19

Reporting Person: Stroup John S (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-08-19	Common Stock	M	13600	$25.805	Acquired	13600	Indirect
2013-08-19	Common Stock	D	9747	$56.635	Disposed	3853	Indirect
2013-08-20	Common Stock	S	3853	$56.3851	Disposed	0	Indirect
2013-08-19	Common Stock	M	50000	$11.92	Acquired	104178	Direct
2013-08-19	Common Stock	D	29453	$56.635	Disposed	74725	Direct
2013-08-20	Common Stock	S	20547	$56.3563	Disposed	54178	Direct
2013-08-19	Common Stock	M	49737	$37.26	Acquired	103915	Direct
2013-08-19	Common Stock	S	49737	$56.3466	Disposed	54178	Direct
2013-08-20	Common Stock	M	55300	$37.26	Acquired	109478	Direct
2013-08-20	Common Stock	S	55300	$56.9839	Disposed	54178	Direct
2013-08-21	Common Stock	M	51800	$37.26	Acquired	105978	Direct
2013-08-21	Common Stock	S	51800	$56.3971	Disposed	54178	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-08-19	Stock Appreciation Rights	$25.805	M	13600	Disposed	2016-02-22	Common Stock (13600)	Indirect
2013-08-19	Stock Appreciation Rights	$11.92	M	50000	Disposed	2019-02-24	Common Stock (50000)	Direct
2013-08-19	Stock Options	$37.26	M	49737	Disposed	2018-04-01	Common Stock (49737)	Direct
2013-08-20	Stock Options	$37.26	M	55300	Disposed	2018-04-01	Common Stock (55300)	Direct
2013-08-21	Stock Options	$37.26	M	51800	Disposed	2018-04-01	Common Stock (51800)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4063	Indirect
Common Stock	86555	Indirect

Footnotes

F1: The exercise reported was effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Stroup on May 10, 2013.

F2: This represents the difference between the number of SARs exercised (13,600) and the number of shares issued as a result of the exercise (3,853). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($56.635) and the exercise price ($25.805). Additional shares are then withheld to satisfy the Company's tax withholding obligations.

F3: The sale reported was effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Stroup on May 10, 2013.

F4: This price represents the average sale price for multiple transactions on this line. The prices of the transactions reported on this line ranged from $56.28 to $56.46. Upon request by the SEC staff, the Issuer or a security holder of the Issuer, the Reporting Person will undertake to provide full information regarding the number of shares and prices at which transactions were effected.

F5: This represents the difference between the number of SARs exercised (50,000) and the number of shares issued as a result of the exercise (20,547). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($56.635) and the exercise price ($11.92). Additional shares are then withheld to satisfy the Company's tax withholding obligations.

F6: This price represents the average sale price for multiple transactions on this line. The prices of the transactions reported on this line ranged from $55.69 to $56.801. Upon request by the SEC staff, the Issuer or a security holder of the Issuer, the Reporting Person will undertake to provide full information regarding the number of shares and prices at which transactions were effected.

F7: This price represents the average sale price for multiple transactions on this line. The prices of the transactions reported on this line ranged from $56.001 to $56.917. Upon request by the SEC staff, the Issuer or a security holder of the Issuer, the Reporting Person will undertake to provide full information regarding the number of shares and prices at which transactions were effected.

F8: This price represents the average sale price for multiple transactions on this line. The prices of the transactions reported on this line ranged from $56.71 to $57.21. Upon request by the SEC staff, the Issuer or a security holder of the Issuer, the Reporting Person will undertake to provide full information regarding the number of shares and prices at which transactions were effected.

F9: This price represents the average sale price for multiple transactions on this line. The prices of the transactions reported on this line ranged from $56.00 to $56.92. Upon request by the SEC staff, the Issuer or a security holder of the Issuer, the Reporting Person will undertake to provide full information regarding the number of shares and prices at which transactions were effected.

F10: 37,867 SARs became exercisable on February 22, 2007, 37,867 SARs became exercisable on February 22, 2008 and 37,866 SARs became exercisable on February 22, 2009.

F11: 55,934 SARs became exercisable on February 24, 2010, 55,933 SARs became exercisable on February 24, 2011 and 55,933 SARs became exercisable on February 24, 2012.