BELDEN INC. — Director's Dealing 2018

Feb 27, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BELDEN INC. (BDC)
CIK: 0000913142
Period of Report: 2018-02-27

Reporting Person: Rosenberg Ross (SVP, Bus. Dev. & Strategy)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-02-27	Common Stock	S	779	$75.00	Disposed	5329	Direct
2018-02-27	Common Stock	M	2477	$50.01	Acquired	7806	Direct
2018-02-27	Common Stock	D	1927	$75.00	Disposed	5879	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-02-27	Stock Appreciation Rights	$50.01	M	2477	Disposed	2023-03-04	Common Stock (2477)	Direct

Footnotes

F1: The sale reported was effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Rosenberg on September 15, 2017.

F2: The exercise reported was effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Rosenberg on September 15, 2017.

F3: This represents the difference between the number of SARs exercised (2,477) and the number of shares issued as a result of the exercise (550). 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 ($75.00) and the exercise price ($50.01). Additional shares are then withheld to satisfy the Company's tax withholding obligations.