Form 4: Belden SVP Exercises SARs, Sells Shares Under 10b5-1 Plan

Belden Inc.'s SVP of Strategy & Technology, Hiran Bhadra, exercised Stock Appreciation Rights and subsequently sold a portion of the resulting common stock under a pre-arranged 10b5-1 trading plan.

Summary

• Hiran Bhadra, SVP, Strategy & Technology at Belden Inc. (BDC), reported transactions involving the company's common stock.
• On December 4, 2025, Bhadra exercised 4,847 Stock Appreciation Rights (SARs) with an exercise price of $54.89.
• The exercise resulted in the acquisition of common stock, with 3,247 shares subsequently disposed of at $120.695 to satisfy tax withholding obligations.
• On December 5, 2025, Bhadra sold 1,600 shares of common stock at a price of $120.00 per share.
• Both the SAR exercise and the subsequent sale were executed under a Rule 10b5-1 trading plan adopted on August 15, 2025.
• Following these transactions, Bhadra directly holds 26,119 shares of Belden Inc. common stock and indirectly holds 717.9602 shares in a 401(k) Plan.

Sentiment

Score: 6

Explanation: The exercise of Stock Appreciation Rights (SARs) indicates the executive is realizing value from prior grants due to stock appreciation, which is generally positive. The subsequent sale of shares, while reducing direct ownership, was executed under a pre-arranged Rule 10b5-1 trading plan, mitigating the negative perception often associated with unplanned insider selling. The disposition of shares for tax withholding is a routine event.

Positives

• The exercise of Stock Appreciation Rights (SARs) indicates that the underlying stock price has appreciated significantly above the exercise price of $54.89, allowing the executive to realize value.
• The transactions were conducted under a pre-arranged Rule 10b5-1 trading plan, adopted on August 15, 2025, which suggests the transactions were planned in advance and not based on immediate, non-public information.

Negatives

• The sale of 1,600 shares of common stock by a Senior Vice President reduces the executive's direct ownership, which could be perceived negatively by some investors, although this is mitigated by the 10b5-1 plan.
• A significant portion of shares (3,247) were disposed of to cover tax withholding obligations, further reducing the executive's direct ownership.

Risks

• While executed under a 10b5-1 plan, insider selling, even for tax purposes or diversification, can sometimes be interpreted negatively by the market, potentially leading to short-term downward pressure on the stock price if not fully understood.

Future Outlook

The filing does not contain specific forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

Insider transactions, such as the exercise of stock options or SARs and subsequent sales, are common events in publicly traded companies. They are often driven by executive compensation structures, personal financial planning, and diversification strategies. The use of a Rule 10b5-1 trading plan is a standard practice to allow insiders to sell shares without being accused of trading on material non-public information.

Corporate Governance

Stakeholder Impact

• Shareholders: May observe a reduction in direct insider ownership, which could be interpreted in various ways, though the 10b5-1 plan provides context.
• Employees: No direct impact mentioned.

Key Dates

Keywords

Belden Inc., BDC, Insider Trading, Form 4, Stock Appreciation Rights, SARs, Rule 10b5-1 Plan, Executive Compensation, Hiran Bhadra