bdc-20250330

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________________________________________

FORM 10-Q

_________________________________________________

(Mark One)

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 30, 2025

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____ to _____.

Commission File No. 001-12561

____________________________________

BELDEN INC.

(Exact name of registrant as specified in its charter)

_____________________________________________


Delaware						36-3601505
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

1 North Brentwood Boulevard, 15th Floor, St. Louis, Missouri 63105

(Address of principal executive offices)

(314) 854-8000

Registrant’s telephone number, including area code

_________________________________________________

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Act during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐.

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☑ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbols

Name of each exchange on which registered

Common stock, $0.01 par value

BDC

New York Stock Exchange

As of April 29, 2025, the Registrant had 39,496,863 outstanding shares of common stock.

PART I FINANCIAL INFORMATION

Item 1. Financial Statements

BELDEN INC.

CONDENSED CONSOLIDATED BALANCE SHEETS


	March 30, 2025		December 31, 2024

	(Unaudited)
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	258,997	$	370,302
Receivables, net	419,970		409,711
Inventories, net	373,045		343,099
Other current assets	80,509		73,117

Total current assets	1,132,521		1,196,229
Property, plant and equipment, less accumulated depreciation	505,648		495,625
Operating lease right-of-use assets	116,119		118,551
Goodwill	1,018,777		1,018,677
Intangible assets, less accumulated amortization	416,666		419,074
Deferred income taxes	16,289		16,353
Other long-lived assets	64,493		63,429
	$	3,270,513	$	3,327,938

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	307,057	$	315,724
Accrued liabilities	281,171		306,980

Total current liabilities	588,228		622,704
Long-term debt	1,178,604		1,130,101
Postretirement benefits	65,247		63,260
Deferred income taxes	77,463		77,333
Long-term operating lease liabilities	97,158		100,049
Other long-term liabilities	41,306		39,755
Stockholders’ equity:
Common stock	503		503
Additional paid-in capital	840,565		839,755
Retained earnings	1,225,949		1,176,036
Accumulated other comprehensive loss	(40,682)		(3,532)
Treasury stock	(803,828)		(718,026)


Total stockholders’ equity	1,222,507		1,294,736
	$	3,270,513	$	3,327,938

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

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BELDEN INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Unaudited)


	Three Months Ended
	March 30, 2025		March 31, 2024

	(In thousands, except per share data)
Revenues	$	624,861	$	535,675
Cost of sales	(379,021)		(334,079)
Gross profit	245,840		201,596
Selling, general and administrative expenses	(131,522)		(110,768)
Research and development expenses	(28,417)		(26,999)
Amortization of intangibles	(13,275)		(10,809)


Operating income	72,626		53,020
Interest expense, net	(10,104)		(7,582)
Non-operating pension benefit (cost)	(441)		231

Income before taxes	62,081		45,669
Income tax expense	(10,144)		(8,360)



Net income	51,937		37,309
Less: Net loss attributable to noncontrolling interest	—		(4)
Net income attributable to Belden stockholders	$	51,937	$	37,313

Weighted average number of common shares and equivalents:
Basic	40,166		40,986
Diluted	40,844		41,491





Basic income per share attributable to Belden stockholders	$	1.29	$	0.91





Diluted income per share attributable to Belden stockholders	$	1.27	$	0.90

Comprehensive income attributable to Belden	$	14,787	$	46,461

Common stock dividends declared per share	$	0.05	$	0.05

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

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BELDEN INC.

CONDENSED CONSOLIDATED CASH FLOW STATEMENTS

(Unaudited)


	Three Months Ended
	March 30, 2025		March 31, 2024

	(In thousands)
Cash flows from operating activities:
Net income	$	51,937	$	37,309
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization	29,784		26,987
Share-based compensation	7,776		6,397




Changes in operating assets and liabilities, net of the effects of currency exchange rate changes, acquired businesses and disposals:
Receivables	(5,934)		54,472
Inventories	(26,676)		(9,657)
Accounts payable	(8,612)		(76,904)
Accrued liabilities	(40,913)		(45,868)
Income taxes	6,813		9,470
Other assets	(3,634)		(1,353)
Other liabilities	(3,100)		1,868
Net cash provided by operating activities	7,441		2,721
Cash flows from investing activities:
Capital expenditures	(32,202)		(24,250)
Proceeds from disposal of tangible assets	106		60
Cash from business acquisitions	7,918		—


Net cash used for investing activities	(24,178)		(24,190)
Cash flows from financing activities:
Payments under share repurchase program	(84,492)		(57,865)
Withholding tax payments for share-based payment awards	(13,671)		(7,921)
Cash dividends paid	(2,017)		(2,075)
Payments under financing lease obligations	(422)		(227)


Proceeds from issuance of common stock	3,818		3,152

Net cash used for financing activities	(96,784)		(64,936)
Effect of foreign currency exchange rate changes on cash and cash equivalents	2,216		(3,809)
Decrease in cash and cash equivalents	(111,305)		(90,214)
Cash and cash equivalents, beginning of period	370,302		597,044
Cash and cash equivalents, end of period	$	258,997	$	506,830

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

-3-

BELDEN INC.

CONDENSED CONSOLIDATED STOCKHOLDERS’ EQUITY STATEMENTS

(Unaudited)


	Belden Inc. Stockholders
				Additional							Accumulated Other
	Common Stock			Paid-In		Retained		Treasury Stock			Comprehensive
	Shares	Amount		Capital		Earnings		Shares	Amount		Loss		Total
	(In thousands)
Balance at December 31, 2024	50,335	$	503	$	839,755	$	1,176,036	(10,124)	$	(718,026)	$	(3,532)	$	1,294,736
Net income	—	—		—		51,937		—	—		—		51,937
Other comprehensive loss, net of tax	—	—		—		—		—	—		(37,150)		(37,150)
Common stock issuance	—	—		2,083		—		48	1,735		—		3,818
Retirement Savings Plan stock contributions	—	—		1,454		—		20	705		—		2,159
Exercise of stock options, net of tax withholding forfeitures	—	—		(445)		—		6	(198)		—		(643)
Conversion of restricted stock units into common stock, net of tax withholding forfeitures	—	—		(10,058)		—		162	(2,970)		—		(13,028)
Share repurchase including excise tax	—	—		—		—		(810)	(85,074)		—		(85,074)
Share-based compensation	—	—		7,776		—		—	—		—		7,776
Common stock dividends ($0.05 per share)	—	—		—		(2,024)		—	—		—		(2,024)
Balance at March 30, 2025	50,335	$	503	$	840,565	$	1,225,949	(10,698)	$	(803,828)	$	(40,682)	$	1,222,507

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	Belden Inc. Stockholders
				Additional							Accumulated Other		Non-controlling
	Common Stock			Paid-In		Retained		Treasury Stock			Comprehensive
	Shares	Amount		Capital		Earnings		Shares	Amount		Income (Loss)		Interests		Total
	(In thousands)
Balance at December 31, 2023	50,335	$	503	$	818,663	$	985,807	(9,208)	$	(597,437)	$	(41,279)	$	45	$	1,166,302
Net income (loss)	—	—		—		37,313		—	—		—		(4)		37,309
Other comprehensive income, net of tax	—	—		—		—		—	—		9,148		—		9,148
Common stock issuance	—	—		477		—		48	2,675		—		—		3,152
Retirement Savings Plan stock contributions	—	—		641		—		22	1,187		—		—		1,828
Exercise of stock options, net of tax withholding forfeitures	—	—		(483)		—		8	99		—		—		(384)
Conversion of restricted stock units into common stock, net of tax withholding forfeitures	—	—		(10,991)		—		138	3,454		—		—		(7,537)
Share repurchase including excise tax	—	—		—		—		(675)	(58,270)		—		—		(58,270)
Share-based compensation	—	—		6,397		—		—	—		—		—		6,397
Common stock dividends ($0.05 per share)	—	—		—		(2,059)		—	—		—		—		(2,059)
Balance at March 31, 2024	50,335	$	503	$	814,704	$	1,021,061	(9,667)	$	(648,292)	$	(32,131)	$	41	$	1,155,886

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

-5-

BELDEN INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1: Summary of Significant Accounting Policies

Basis of Presentation

The accompanying Condensed Consolidated Financial Statements include Belden Inc. and all of its subsidiaries (the Company, us, we, or our). We eliminate all significant affiliate accounts and transactions in consolidation. The accompanying Condensed Consolidated Financial Statements presented as of any date other than December 31, 2024:

•Are prepared from the books and records without audit, and

•Are prepared in accordance with the instructions for Form 10-Q and do not include all of the information required by accounting principles generally accepted in the United States for complete statements, but

•Include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the financial statements.

These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Supplementary Data contained in our 2024 Annual Report on Form 10-K.

Business Description

Belden Inc. (the Company, us, we, or our) is a leading global supplier of complete connection solutions built around two global

businesses - Smart Infrastructure Solutions and Automation Solutions. We sell our products to distributors, end-users, installers,

and directly to OEMs. We have manufacturing and other operating facilities in the U.S., Canada, China, India, Mexico, Tunisia,

and various countries in Europe.

Reporting Periods

Our fiscal year and fiscal fourth quarter both end on December 31. Our fiscal first quarter ends on the Sunday falling closest to 91 days after December 31, which was March 30, 2025, the 89th day of our fiscal year 2025. Our fiscal second and third quarters each have 91 days. The three months ended March 31, 2024 included 91 days.

Fair Value Measurement

Accounting guidance for fair value measurements specifies a hierarchy of valuation techniques based upon whether the inputs to those valuation techniques reflect assumptions other market participants would use based upon market data obtained from independent sources or reflect our own assumptions of market participant valuation. The hierarchy is broken down into three levels based on the reliability of the inputs as follows:

•Level 1 – Quoted prices in active markets that are unadjusted and accessible at the measurement date for identical, unrestricted assets or liabilities;

•Level 2 – Quoted prices for identical assets and liabilities in markets that are not active, quoted prices for similar assets and liabilities in active markets, or financial instruments for which significant inputs are observable, either directly or indirectly; and

•Level 3 – Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

As of and during the three months ended March 30, 2025 and March 31, 2024, we utilized Level 1 inputs to determine the fair value of cash equivalents. We did not have any transfers between Level 1 and Level 2 fair value measurements during the three months ended March 30, 2025 and March 31, 2024.

Cash and Cash Equivalents

We classify cash on hand and deposits in banks, including commercial paper, money market accounts, and other investments with an original maturity of three months or less, that we hold from time to time, as cash and cash equivalents. We periodically have cash equivalents consisting of short-term money market funds and other investments. As of March 30, 2025, we did not have any such cash equivalents on hand. The primary objective of our investment activities is to preserve our capital for the purpose of funding operations. We do not enter into investments for trading or speculative purposes.

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Contingent Liabilities

We have established liabilities for environmental and legal contingencies that are probable of occurrence and reasonably estimable, the amounts of which are currently not material. We accrue environmental remediation costs based on estimates of known environmental remediation exposures developed in consultation with our environmental consultants and legal counsel. We are, from time to time, subject to routine litigation incidental to our business. Historically, these lawsuits have primarily involved claims for damages arising out of the use of our products, allegations of patent or trademark infringement, and litigation and administrative proceedings involving employment matters and commercial disputes. Based on facts currently available, we believe the disposition of the claims that are pending or asserted will not have a material adverse effect on our financial position, results of operations, or cash flow. As of March 30, 2025, we were party to surety bonds, standby letters of credit, and bank guaranties totaling $12.5 million, $9.4 million, and $4.9 million, respectively.

Revenue Recognition

We recognize revenue consistent with the principles as outlined in the following five step model: (1) identify the contract with the customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue when (or as) each performance obligation is satisfied. See Note 2.

Subsequent Events

We evaluated subsequent events after the balance sheet date through the financial statement issuance date for appropriate accounting and disclosure. See Note 16.

Current Year Adoption of Accounting Pronouncements

None of the accounting pronouncements that became effective during 2025 had a material impact to our condensed consolidated financial statements or disclosures.

Pending Adoption of Recent Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures (ASU 2023-09) enhancing the transparency and decision usefulness of income tax disclosures. ASU 2023-09 addresses investor requests for more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. ASU 2023-09 is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The amendments in ASU 2023-09 are applied on a prospective basis, though retrospective application is permitted. We did not early adopt this pronouncement and are in the process of evaluating its impact on our consolidated financial statements and related disclosures.

In March 2024, the SEC issued a final climate disclosure rule, which requires registrants to disclose climate-related information in registration statements and annual reports. The final rule also requires certain disclosures related to risk management and governance over climate-related risks, material climate targets and goals, and material Scope 1 and Scope 2 greenhouse gas emissions. For calendar year companies, the ruling requires certain disclosures in annual reports for the year ending December 31, 2025. On April 4, 2024, the SEC voluntarily stayed the final rule pending the completion of judicial review of cases pending in the Eighth Circuit. We are continuing to evaluate the impact of the final rule on our consolidated financial statements and disclosures.

In November 2024, the FASB issued guidance to improve the disclosure of expenses in commonly presented expense captions. The new guidance requires a public entity to provide tabular disclosure, on an annual and interim basis, of amounts for the following expense categories: (1) purchases of inventory, (2) employee compensation, (3) depreciation and (4) intangible asset amortization, as included in each relevant expense caption. A relevant expense caption is an expense caption presented on the face of the income statement that contains any of the expense categories noted. Additionally, on an annual and interim basis, a qualitative description is required for amounts remaining in relevant expense captions that are not separately disaggregated quantitatively. The guidance also requires certain amounts that are currently required to be disclosed to be included in the same tabular disclosure as these disaggregation requirements. Furthermore, on an annual and interim basis, a public entity is required to separately disclose selling expenses and annually, disclose a description of the selling expenses. The guidance is effective for 2027 annual reporting, and in the first quarter of 2028 for interim reporting, with early adoption permitted, to be applied on a prospective basis, with retrospective application permitted. We will adopt the guidance when it becomes effective, in our 2027 annual reporting and each quarter thereafter, on a prospective basis.

-7-

Note 2: Revenues

Revenues are recognized when control of the promised goods or services is transferred to our customers and in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Taxes collected from customers and remitted to governmental authorities are not included in our revenues. The following tables present our revenues disaggregated by major product category.


	Broadband Solutions		Automation Solutions		Smart Buildings Solutions		Total Revenues

Three Months Ended March 30, 2025	(In thousands)
Smart Infrastructure Solutions	$	146,647	$	—	$	127,403	$	274,050
Automation Solutions	—		350,811		—		350,811
Total	$	146,647	$	350,811	$	127,403	$	624,861

Three Months Ended March 31, 2024
Smart Infrastructure Solutions	$	112,100	$	—	$	121,989	$	234,089
Automation Solutions	—		301,586		—		301,586
Total	$	112,100	$	301,586	$	121,989	$	535,675

The following tables present our revenues disaggregated by geography, based on the location of the customer purchasing the product.


	Americas		EMEA		APAC		Total Revenues

Three Months Ended March 30, 2025	(In thousands)
Smart Infrastructure Solutions	$	219,453	$	39,304	$	15,293	$	274,050
Automation Solutions	208,778		85,798

SEC Form 10-Q filed by Belden Inc