Sec Form 4 Filing - Stroup John S @ BELDEN INC. - 2012-12-31

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Stroup John S
2. Issuer Name and Ticker or Trading Symbol
BELDEN INC. [ BDC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
7733 FORSYTH BOULEVARD, SUITE 800
3. Date of Earliest Transaction (MM/DD/YY)
12/31/2012
(Street)
ST. LOUIS, MO63105
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/09/2012 G( 1 ) V 90,000 D $ 0 81,002 D
Common Stock 11/09/2012 G V 90,000 A $ 0 90,000 I By Spouse
Common Stock 11/21/2012 G( 2 ) V 86,555 D $ 0 3,445 I By Spouse
Common Stock 11/21/2012 G V 86,555 A $ 0 86,555 I By Family Trust
Common Stock 12/10/2012 G( 3 ) V 2,540 D $ 0 78,462 D
Common Stock 12/11/2012 G( 4 ) V 7,198 D $ 0 71,264 D
Common Stock 12/11/2012 G( 5 ) V 3,445 D $ 0 0 I By Spouse
Common Stock 12/31/2012 M( 6 ) 6,489 A $ 19.93 77,753 D
Common Stock 12/31/2012 S( 7 ) 6,489 D $ 45 71,264 D
Common Stock 01/02/2013 M( 6 ) 143,511 A $ 19.93 214,775 D
Common Stock 01/02/2013 S( 7 ) 143,511 D $ 45 71,264 D
Common Stock 4,063 I By Irrevocable Trust for Children
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Appreciation Rights $ 25.805 12/05/2012 G( 8 ) V 113,600 ( 9 ) 02/22/2016 Common Stock 113,600 $ 0 0 D
Stock Appreciation Rights $ 25.805 12/05/2012 G V 113,600 ( 9 ) 02/22/2016 Common Stock 113,600 $ 0 113,600 I By Barry-Wehmiller Trust
Stock Appreciation Rights $ 47.705 12/05/2012 G( 10 ) V 107,400 ( 11 ) 02/21/2017 Common Stock 107,400 $ 0 0 D
Stock Appreciation Rights $ 47.705 12/05/2012 G V 107,400 ( 11 ) 02/21/2017 Common Stock 107,400 $ 0 107,400 I By Barry-Wehmiller Trust
Stock Appreciation Rights $ 35.79 12/05/2012 G( 12 ) V 92,500 ( 13 ) 03/02/2021 Common Stock 92,500 $ 0 47,870 D
Stock Appreciation Rights $ 35.79 12/05/2012 G V 92,500 ( 13 ) 03/02/2021 Common Stock 92,500 $ 0 92,500 I By Barry-Wehmiller Trust
Stock Options $ 19.93 12/31/2012 M( 6 ) 6,489 ( 14 ) 10/31/2015 Common Stock 6,489 $ 0 295,091 D
Stock Options $ 19.93 01/02/2013 M( 6 ) 143,511 ( 14 ) 10/31/2015 Common Stock 143,511 $ 0 151,580 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Stroup John S
7733 FORSYTH BOULEVARD, SUITE 800
ST. LOUIS, MO63105
X President and CEO
Signatures
/s/ Brian E. Anderson, attorney-in-fact for John Stroup 01/02/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )In order to update the public record, several bona-fide gift transactions performed for charitable and estate planning purposes are being voluntarily reported. As indicated by this line and the next line, on November 9, 2012, Mr. Stroup gifted 90,000 shares to his spouse.
( 2 )As indicated by this line and the next line, on November 21, 2012, Mr. Stroup's spouse gifted 86,555 to a family trust. Mr. Stroup remains the beneficial owner of these shares.
( 3 )On December 10, 2012, Mr. Stroup gifted 2,540 shares to a charitable organization.
( 4 )On December 11, 2012, Mr. Stroup gifted 7,198 shares to a charitable organization.
( 5 )On December 11, 2012, Mr. Stroup's spouse gifted 3,445 shares to a charitable organization.
( 6 )The exercise reported was effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Stroup on August 12, 2011.
( 7 )The sale reported was effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Stroup on August 12, 2011.
( 8 )As indicated by this line and the next line, on December 5, 2012, Mr. Stroup gifted 113,600 stock appreciation rights to a trust. Mr. Stroup remains the beneficial owner of these stock appreciation rights.
( 9 )37,867 SARs became exercisable on February 22, 2007, 37,867 SARs became exercisable on February 22, 2008 and 37,866 SARs became exercisable on February 22, 2009.
( 10 )As indicated by this line and the next line, on December 5, 2012, Mr. Stroup gifted 107,400 stock appreciation rights to a trust. Mr. Stroup remains the beneficial owner of these stock appreciation rights.
( 11 )35,800 SARs became exercisable on February 21, 2008, 35,800 SARs became exercisable on February 21, 2009 and 35,800 SARs became exercisable on February 21, 2010.
( 12 )As indicated by this line and the next line, on December 5, 2012, Mr. Stroup gifted 92,500 stock appreciation rights to a trust. Mr. Stroup remains the beneficial owner of these stock appreciation rights.
( 13 )Of the original grant of 140,370 SARs, 46,790 SARs became exercisable on March 2, 2012. 46,790 SARs will become exercisable on March 2, 2013 and 46,790 SARs will become exercisable on March 2, 2014. The 92,500 SARs gifted are composed of the 46,790 SARs that became exercisable on March 2, 2012 and 45,710 of the SARs that will become exercisable on March 2, 2013.
( 14 )One-third of the original grant of 351,580 stock options vested on the first (10/31/2006), second (10/31/2007), and third (10/31/2008) anniversaries of the grant.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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