Form 4: Belden EVP Lieser Exercises SARs, Sells Shares

Sentiment:

Insider Transaction Report 4 September 2025 5:36 PM

Belden Inc.'s EVP of Solutions, Brian Lieser, reported the exercise of stock appreciation rights and subsequent sale of common stock, primarily under a Rule 10b5-1 trading plan.

Summary

Brian Lieser, EVP, Solutions at Belden Inc., reported multiple transactions involving the company's common stock and derivative securities.
On September 2, 2025, Lieser exercised 1,066 Stock Appreciation Rights (SARs) with an exercise price of $61.79, acquiring 1,066 shares of common stock.
Concurrently, 769 shares were disposed of, representing the difference between SARs exercised and shares issued, plus shares withheld for tax obligations, based on a Fair Market Value (FMV) of $127.11 on the exercise date.
On September 3, 2025, Lieser sold 297 shares at $126.11 and had 3,186 shares withheld for tax purposes related to the vesting of a restricted stock unit (RSU) grant from August 30, 2021.
Additionally, 6,372 shares were withheld for tax purposes on September 3, 2025, following the vesting of performance stock units (PSUs) awarded on August 30, 2021. These PSUs converted to 13,972 restricted stock units based on a 2.0 conversion factor.
On September 4, 2025, Lieser sold 3,800 shares at $127.28.
All reported exercises and sales were conducted pursuant to a Rule 10b5-1 trading plan adopted on November 7, 2024.
Following these transactions, Lieser directly beneficially owns 30,787 shares of common stock and indirectly owns 504.9382 shares in a 401(k) Plan.

Sentiment

Score: 6

Explanation: The filing reports routine insider transactions, including the exercise of equity awards and subsequent sales, largely under a pre-arranged 10b5-1 plan. While sales reduce direct beneficial ownership, the underlying vesting of PSUs at a 2.0 conversion factor is positive, indicating strong performance against targets. The overall sentiment is neutral to slightly positive due to the successful vesting of performance-based awards, offset by the expected sales.

Positives

Vesting of 6,986 performance stock units (PSUs) awarded on August 30, 2021, which converted to 13,972 restricted stock units (RSUs) due to a 2.0 conversion factor based on total stockholder return, indicating strong performance against targets.
Exercise of 1,066 Stock Appreciation Rights (SARs) at an exercise price of $61.79, indicating a gain given the market value of $127.11 at the time of exercise.

Negatives

Disposition of 297 shares sold at $126.11 and 3,800 shares sold at $127.28.
A total of 9,558 shares were withheld for tax purposes related to the exercise of SARs and the vesting of RSU and PSU grants.

Future Outlook

The filing does not contain forward-looking statements or guidance regarding the company's future performance, focusing solely on insider transactions.

Industry Context

This filing is a routine insider transaction report and does not provide information to assess broader industry trends or competitive positioning. It reflects an executive's personal stock management strategy.

Corporate Governance

Change Type	Description	Effective Date	Impact Assessment
Power of Attorney Grant	Brian Lieser granted a Limited Power of Attorney to Brian E. Anderson and Elizabeth Schepers (and any Corporate Secretary) to handle SEC reporting obligations (Forms 3, 4, 5, 144) on his behalf.	2025-03-11	Streamlines the process for filing required insider transaction reports, ensuring timely compliance with SEC regulations.

Stakeholder Impact

Shareholders: The sale of shares by an executive could be perceived as a slight negative, but the execution under a 10b5-1 plan mitigates concerns about opportunistic selling. The vesting of performance-based awards at a high conversion factor indicates strong company performance, which is positive for shareholders.
Employees: The vesting of performance-based awards demonstrates the company's ability to meet its targets, which can be a positive signal for employee morale and future incentive programs.

Key Dates

Date	Description
2021-08-30	Grant date for restricted stock units and performance stock units.
2024-11-07	Date Brian Lieser adopted the Rule 10b5-1 trading plan.
2025-03-11	Date Limited Power of Attorney was executed by Brian Lieser.
2025-08-30	Vesting date for a portion of the August 30, 2021 restricted stock unit grant.
2025-09-02	Date of exercise of Stock Appreciation Rights and related share disposition.
2025-09-03	Date of share sales and shares withheld for tax purposes related to RSU and PSU vesting.
2025-09-04	Date of share sales and filing date of the Form 4.
2029-02-28	Expiration date of the Stock Appreciation Rights.

Recommendation

hold

This Form 4 filing details routine insider transactions, primarily the exercise of equity awards and subsequent sales under a pre-arranged 10b5-1 plan. While there are sales, they are expected given the nature of executive compensation and tax obligations upon vesting. The successful vesting of performance stock units at a 2.0 conversion factor is a positive indicator of past company performance against targets. However, the filing does not contain new information about the company's operational or financial outlook that would warrant a change in investment thesis. Therefore, a 'hold' recommendation is appropriate, maintaining current positions while awaiting broader company updates.

Keywords

Belden Inc., BDC, Brian Lieser, SEC Form 4, Insider Trading, Stock Appreciation Rights, SARs, Restricted Stock Units, RSUs, Performance Stock Units, PSUs, Rule 10b5-1 Plan, Executive Compensation, Share Disposition, Stock Sales

Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.