BELDEN INC. — Director's Dealing 2013

Aug 13, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BELDEN INC. (BDC)
CIK: 0000913142
Period of Report: 2013-08-09

Reporting Person: Pennycook Glenn (EVP, Enterprise Connectivity)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-08-09	Common Stock	M	3000	$11.92	Acquired	6761	Direct
2013-08-09	Common Stock	D	1353	$57.615	Disposed	5408	Direct
2013-08-12	Common Stock	S	1400	$58.6701	Disposed	4008	Direct
2013-08-12	Common Stock	S	247	$58.695	Disposed	3761	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-08-09	Stock Appreciation Rights	$11.92	M	3000	Disposed	2019-02-24	Common Stock (3000)	Direct

Footnotes

F1: This represents the difference between the number of SARs exercised (3,000) and the number of shares issued as a result of the exercise (1,647). 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 ($57.615) and the exercise price ($11.92). Additional shares are then withheld to satisfy the Company's tax withholding obligations.

F2: 3,000 SARs became exercisable on February 24, 2010 and 3,000 SARs became exercisable on February 24, 2011 and 3,000 SARs became exercisable on February 24, 2012.