UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

Belden Inc.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

Delaware		001-12561		36-3601505
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

(314) 854-8000

n/a

Check the appropriate box below if this Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

TABLE OF CONTENTS

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
SIGNATURES
EXHIBIT INDEX
10.1 Amended and Restated Executive Employment Agreement
10.2 Amended and Restated Executive Employment Agreement

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

     Effective as of December 1, 2008 (executed by Belden Inc. (the “Company”) on December 19, 2008), Gray Benoist, the Vice President and Chief Financial Officer of the Company, has entered into an Amended and Restated Executive Employment Agreement (the “Benoist Amended Agreement”) with the Company. The Benoist Amended Agreement amends and restates Mr. Benoist’s original Executive Employment Agreement, dated August 24, 2006. The amendments to Mr. Benoist’s original Executive Employment Agreement are primarily designed to conform such agreement to the requirements of Section 409A of the Internal Revenue Code of 1986, as amended, and the final Treasury Regulations related thereto. The Benoist Amended Agreement also confirms Mr. Benoist’s annual base salary of $400,000 as of December 1, 2008. The Benoist Amended Agreement is included in this Form 8-K as Exhibit 10.1 and is incorporated herein by reference; it should be read in its entirety for a complete description of Mr. Benoist’s employment terms.

     Effective as of December 1, 2008 (executed by the Company on December 19, 2008), Kevin Bloomfield, the Vice President, Secretary and General Counsel of the Company, has entered into an Amended and Restated Executive Employment Agreement (the “Bloomfield Amended Agreement”) with the Company. The Bloomfield Amended Agreement amends and restates Mr. Bloomfield’s prior Executive Employment Agreement dated July 23, 2007. The amendments to Mr. Bloomfield’s prior Executive Employment Agreement are primarily designed to conform such agreement to the requirements of Section 409A of the Internal Revenue Code of 1986, as amended, and the final Treasury Regulations related thereto. The Bloomfield Amended Agreement also confirms Mr. Bloomfield’s annual base salary of $310,000 as of December 1, 2008. The Bloomfield Amended Agreement is included in this Form 8-K as Exhibit 10.2 and is incorporated herein by reference; it should be read in its entirety for a complete description of Mr. Bloomfield’s employment terms.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits.

10.1 Amended and Restated Executive Employment Agreement

10.2 Amended and Restated Executive Employment Agreement

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.