Boardroom Alpha
Meeting calendar
BDC · Annual meeting · Thursday, May 21, 2026

Belden Inc

10 nominees · 4 ballot items.

Election of ten directors; Ratification of Ernst & Young as independent auditors; Advisory (non-binding) vote to approve executive compensation (Say-on-Pay); Approval of amendment and restatement increasing share pool of the 2021 Long Term Incentive Plan; and transaction of any other business.

Market cap
$3.9B
1Y TSR
-9.0%
Board grade
C
Record date
Mar 25, 2026
Filing
DEF 14A
Meeting concluded · May 21, 2026

Follow how the vote landed and what changed on Belden Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.

Proposals

On the ballot4

  1. 1

    Election of Directors

    ManagementBoard: FOR

    Re-election of ten directors nominated by the Board, each for one-year terms.

  2. 2

    Ratification of Appointment of Ernst & Young as Independent Registered Public Accounting Firm for 2026

    ManagementBoard: FOR

    Ratify the Board’s selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2026.

  3. 3

    Advisory Vote on Executive Compensation (Say-on-Pay

    ManagementBoard: FOR

    Non-binding advisory vote to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement.

  4. 4

    Approval of the Amended and Restated Belden Inc. 2021 Long Term Incentive Plan

    ManagementBoard: FOR

    Approve amendment and restatement of the 2021 Long Term Incentive Plan to increase the maximum shares authorized by 3,250,000 to a total of 6,500,000 shares and related plan provisions.

    More detail

    Proposal 4 requests shareholder approval of the Amended and Restated Belden Inc. 2021 Long Term Incentive Plan, increasing the share reserve by 3,250,000 shares to 6,500,000 total. Management seeks approval to ensure the company has sufficient equity authorization to continue granting market-competitive equity awards for attraction, retention, and performance alignment of employees, executives, and non-employee directors. The amendment preserves key governance safeguards: prohibits option repricing, reloads, discounted option grants, liberal share counting, and dividends on unvested performance shares; establishes 1.73:1 counting for full-value awards, imposes minimum vesting, and limits the plan term to ten years. Management and the Compensation Committee argue that without the increase the company would need to curtail awards, potentially impairing recruiting and retention and misaligning employee incentives. The Board unanimously recommends a FOR vote, citing competitiveness, alignment with shareholder interests, and anticipated 3–5 year sufficiency of the requested authorization based on historical burn rates and overhang analyses. The plan includes typical change-in-control, recoupment, and 409A/162(m) tax-related provisions and gives the Compensation Committee broad administrative authority subject to board and shareholder approval for material amendments.

Director elections

Nominees on the ballot10

Independent
Tenure on this board
19.4 yrs
Also a director at
Indie Semiconductor Inc (INDI)Mobix Labs Inc (MOBX)
Independent
Tenure on this board
8.6 yrs
Also a director at
Indie Semiconductor Inc (INDI)
Independent
Tenure on this board
18.4 yrs
Also a director at
Agilent Technologies Inc (A)
Independent
Tenure on this board
6.2 yrs
Also a director at
Northern Technologies International Corp (NTIC)
Independent
Tenure on this board
3.3 yrs
Also a director at
Commvault Systems Inc (CVLT)Synaptics Inc (SYNA)
Independent
Tenure on this board
4.5 yrs
Also a director at
Adtran Holdings Inc (ADTN)Digitalbridge Group Inc (DBRG)
Ownership

Top institutional holders10

Latest 13F quarter
1PRICE T ROWE ASSOCIATES INC /MD/8.9%3,462,058$398M
2BlackRock, Inc.8.0%3,103,634$356M
3FMR LLC7.9%3,062,660$352M
4VANGUARD PORTFOLIO MANAGEMENT LLC6.9%2,702,329$310M
5VANGUARD CAPITAL MANAGEMENT LLC4.5%1,742,363$200M
6STATE STREET CORP3.8%1,481,692$170M
7BlackRock, Inc.3.2%1,260,960$145M
8FULLER THALER ASSET MANAGEMENT, INC.2.7%1,050,327$121M
9WELLINGTON MANAGEMENT GROUP LLP2.7%1,042,578$120M
10DIMENSIONAL FUND ADVISORS LP2.4%931,265$107M
Filings

Recent key filings

Periodic reports
Definitive proxies
Reference

Frequently asked questions

When is the Belden Inc 2026 annual meeting?
Belden Inc (BDC) holds its 2026 annual shareholder meeting on Thursday, May 21, 2026.
What is the record date for the Belden Inc 2026 meeting?
The record date for the Belden Inc 2026 meeting is Wednesday, March 25, 2026. Shareholders of record on or before that date are eligible to vote.
Who are the director nominees for Belden Inc's 2026 meeting?
The board is presenting 10 director nominees at the Belden Inc 2026 meeting, listed with their independence status and background.
What proposals will shareholders vote on at the Belden Inc 2026 meeting?
Shareholders will vote on 4 proposals at the Belden Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
Disclaimer

The opinions and information contained herein have been obtained or derived from sources believed to be reliable, but Boardroom Alpha cannot guarantee its accuracy and completeness, and that of the opinions based thereon.

This report contains opinions and is provided for informational purposes only – it does not constitute investment, legal or tax advice. You should not rely solely upon the research herein for purposes of transacting securities or other investments, and you are encouraged to conduct your own research and due diligence, and to seek the advice of a qualified securities professional before you make any investment.

None of the information contained in this report constitutes, or is intended to constitute a recommendation by Boardroom Alpha of any particular security or trading strategy or a determination by Boardroom Alpha that any security or trading strategy is suitable for any specific person. To the extent any of the information contained herein may be deemed to be investment advice, such information is impersonal and not tailored to the investment needs of any specific person.

No representation or warranty, expressed or implied, is made on behalf of Boardroom Alpha as to the accuracy or completeness of the information contained herein. Boardroom Alpha does not accept any liability for any direct, indirect or consequential loss or damage suffered by any person as a result of relying on all or any part of this research and any liability is expressly disclaimed.

Full disclaimer