BELDEN INC. — Director's Dealing 2014

May 14, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BELDEN INC. (BDC)
CIK: 0000913142
Period of Report: 2014-05-12

Reporting Person: Biegacki Steven (SVP, Global Sales & Mktg.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-12	Common Stock	M	7500	$35.32	Acquired	21155	Direct
2014-05-12	Common Stock	D	4978	$71.295	Disposed	16177	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-12	Stock Appreciation Rights	$35.32	M	7500	Disposed	2018-03-31	Common Stock (7500)	Direct

Footnotes

F1: This represents the difference between the number of SARs exercised (7,500) and the number of shares issued as a result of the exercise (2,522). 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 ($71.295) and the exercise price ($35.32). Additional shares are then withheld to satisfy the Company's tax withholding obligations.

F2: From the original grant of 13,071 SARs, 4,357 became exercisable on March 31, 2009, 4,357 SARs became exercisable on March 31, 2010 and 4,357 SARs became exercisable on March 31, 2011.