What changed in this filing

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Item 1. Business

2026-02-17 compared with 2025-02-13 · 61 added, 98 removed, 180 unchanged (47% of the section changed)

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Within Automation Solutions, we are uniquely positioned to support digital transformation by providing end-to-end digitization infrastructure focused on robust network infrastructure, secure remote access, accelerated convergence of information technology systems with operational technology (IT/OT), and edge and data analytics.

We operate our business under two segments – Smart Infrastructure Solutions and Automation Solutions.

As Belden continues to advance forward with solutions focused on data infrastructure, we renamed our two reportable segments during 2024 from Enterprise Solutions and Industrial Automation Solutions to Smart Infrastructure Solutions and Automation Solutions, respectively.

The composition of the segments did not change as a result of these name changes.

A synopsis of the segments is included below:

As of December 31, 2025, we operated our business under two segments – Smart Infrastructure Solutions and Automation Solutions.

A discussion of the segments is included below.

In 2026, we are realigning our organizational structure, moving to a unified functional operating model.

Smart Infrastructure Solutions

The Smart Infrastructure Solutions segment is a leading provider in network infrastructure and broadband solutions, as well as cabling and connectivity solutions for commercial audio/video and security applications.

The Smart Infrastructure Solutions segment is a leading provider in network infrastructure and broadband solutions.

Our priority vertical markets for our Smart Buildings Solutions include data centers, government, healthcare, and hospitality.

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Smart Infrastructure Solutions product lines include copper cable and connectivity solutions, fiber cable and connectivity solutions, interconnect panels, racks and enclosures, and secure, high performance signal extension and matrix switching systems.

Smart Infrastructure Solutions provides true end-to-end fiber and copper network systems, which are used in applications such as local area networks, data centers, access control, 5G, Fiber to the Home and building automation.

Our high-performance solutions support all networking protocols up to and including 100G+ Ethernet technologies.

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Automation Solutions

The Automation Solutions segment at Belden provides network infrastructure and digitization solutions to enable our customers to make data-based business decisions.

We accelerate digital transformation by providing complete connection solutions that encompass the four aspects of data handling including acquisition, transmission, orchestration and management.

Our primary markets include discrete automation, process automation, energy, and mass transit.

Our automation products are sold directly to industrial equipment OEMs and through a network of distributors, value-added resellers and system integrators for broader reach.

The Automation Solutions segment at Belden provides digitization and automation solutions as building blocks to enable IT/OT convergence, including physical AI, in demanding vertical markets.

This enables our customers to make data-based business decisions.

We accelerate digital transformation by providing complete connection solutions that cover the four aspects of data handling:

acquisition, transmission, orchestration and management.

Our primary markets include Warehousing & Logistics, Energy, Transportation and Discrete Manufacturing.

We help customers increase uptime and ensure network data availability, integrity and confidentiality.

We understand the operational, quality, safety and innovation demands of our customers and empower them to succeed by making the most of real-time operational technology data.

Our automation solution capabilities span networking, connectivity, and network security to design industrial networks and securely transmit data.

Our global team of engineers and consultants at our Customer Innovation Centers work directly with customers to understand operational issues, anticipate what successful outcomes require and solve unique networking needs.

We understand the operational, quality, safety and innovation demands of our customers and empower them to succeed by making the most of real-time operational data.

Our global team of engineers and consultants at our Customer Innovation Centers works directly with customers to understand operational issues, anticipate what successful outcomes require and solve unique networking needs.

Belden automation products and solutions are sold directly to industrial equipment OEMs and through a network of distributors, value-added resellers and system integrators for broader reach.

See Note 5 to the Consolidated Financial Statements for additional information regarding our segments .

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We have completed a number of acquisitions in recent years as part of this strategy.

Most recently, i n September 2024, we acquired Voleatech GmbH (Voleatech) which is known for its VT AIR Next Gen Firewall and will expand Belden's Firewall product portfolio and overall planning of security in OT networking.

I n September 2024, we acquired Voleatech GmbH (Voleatech) which is known for its VT AIR Next Gen Firewall and will expand Belden's Firewall product portfolio and overall planning of security in OT networking.

I n June 2024, we acquired Precision Optical Technologies (Precision), a leading supplier of value-added optical transceivers with proprietary software, firmware configurations, and related components.

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In April 2023, we acquired Berthold Sichert GmbH (Sichert), which designs and manufactures a portfolio of polycarbonate street cabinets utilized in outside plant passive optical networks (“PON”) and 5G networks.

In April 2022, we acquired Communication Associates, Inc.

(CAI), a leading designer and manufacturer of various plug-in radio frequency filters used in outside plant hybrid fiber-coax nodes.

In March 2022, we acquired NetModule AG (NetModule), a leading provider of reliable, fast, and secure wireless network infrastructures, with advanced capabilities in 5G and WiFi6 technologies used in a variety of mission critical industries, but most notably, the mass transit and intelligent traffic systems within the transportation vertical.

In January 2022, we acquired macmon secure GmbH (Macmon), a leading provider of products and services that secure network infrastructures in a variety of mission critical industries .

The results of Precision, Sichert, and CAI have been included in our Consolidated Financial Statements from their respective acquisition dates and are reported within the Smart Infrastructure Solutions segment.

The results of Voleatech, CloudRail, NetModule, and Macmon have been included in our Consolidated Financial Statements from their respective acquisition dates and are reported within the Automation Solutions segment.

The results of Precision and Sichert have been included in our Consolidated Financial Statements from their respective acquisition dates and are reported within the Smart Infrastructure Solutions segment.

The results of Voleatech and CloudRail have been included in our Consolidated Financial Statements from their respective acquisition dates and are reported within the Automation Solutions segment.

For more information regarding our most recent transactions, see Note 4 to the Consolidated Financial Statements.

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In order to maximize our competitive advantages, we manage our product portfolio to capitalize on secular trends and high-growth applications in those markets.

Based on available data for our served markets, we estimate that our market share across our segments is significant, ranging from approxim ately 5% to 15%.

A su bstantial acquisition in one of our served markets would be necessary to meaningfully change our estimated market share percentage.

Based on available data for our served markets, we estimate that our market share across our segments ranges from approxim ately 5% to 15%.

Substantial share capture or a significant acquisition in one of our served markets would be necessary to meaningfully change our estimated market share percentage.

The principal competitive factor in our markets is the ability to solve customer problems based on product features, quality, availability, price, customer support, and distribution coverage.

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Our research and development enables customized enhanced solutions to support customers' innovative methods surrounding the collection, analysis, and transmission of data.

There is a growing trend toward adoption of Industrial Ethernet technology, which enhances the ability to connect and integrate devices made by different manufacturers.

While the adoption of this technology is at a more advanced stage in certain regions of the world, we believe that the trend will globalize.

There is an ongoing and growing trend toward further adoption of Industrial Ethernet technology, which increases the bandwidth that is available in communication systems for data acquisition, transmission, and correlation to support data analytics and AI-supported operations, in addition to enhancing the ability to connect and integrate devices made by different manufacturers.

While the adoption of this technology is at a more advanced stage in certain regions of the world, we believe that the technology will continue to grow globally.

Smart Infrastructure Solutions R&D efforts are aligned to the secular trends in our markets for increased communication at faster speeds of transmission.

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Almost all of the backlog at December 31, 2025 is scheduled to ship in 2026.

Environmental Matters

Environmental Sustainability

At Belden, we are dedicated to continuously improving our global impact through visible and measurable progress.

Our sustainability strategy is overseen by our Board of Directors through the Nominating and Corporate Governance Committee.

Under the leadership of our Executive Vice President and Chief Legal and Risk Officer, our Sustainability Steering Committee is responsible for implementation of our strategy and comprises cross-functional members of the organization.

We are subject to numerous federal, state, provincial, local, and foreign laws and regulations relating to the storage, handling, emission, and discharge of materials into the environment, including the Comprehensive Environmental Response, Compensation, and Liability Act;

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and similar laws in the other countries in which we operate.

While we believe that our existing environmental control procedures are adequate, we will continue to evaluate and update our procedures as needed to address new or changing aspects of environmental matters.

Sustainability at Belden

At Belden, we have built a company and culture that is unique in our industry.

Through our people and our strong commitment to our values, we continually strive to serve the needs of our customers and improve the communities where we live and work.

We have a responsibility to make a positive, meaningful impact on the world around us, which is why our commitment to sustainability is so important.

We are committed to leaving the world better than we found it.

We are dedicated to continuously improving our global impact through visible and measurable progress.

Our sustainability strategy is overseen by our Board of Directors through the Nominating and Corporate Governance Committee.

Under the leadership of our Senior Vice President-Legal, General Counsel and Corporate Secretary, our sustainability Steering Committee is responsible for implementation of our strategy and comprises cross-functional members of the organization.

This Committee meets regularly to discuss strategy and progress towards our goals.

Additionally, the committee reports to our Board on a quarterly basis and regularly brings forth sustainability matters to be discussed at the Senior Leadership Team (SLT) level, with our CEO overseeing the incorporation of our strategy and goals throughout our business.

Since 2022, Belden has been a participant of the UN Global Compact (UNGC) and committed to the United Nation’s Caring for Climate Pledge.

The UNGC is the world’s largest corporate sustainability initiative, comprised of over 20,000 companies across 160 countries.

The UNGC embraces principles on human rights, labor, the environment, and anti-corruption, all of which we hope to support and advance to create a better tomorrow.

Belden also joined the Responsible Business Alliance in the pursuit of creating an ethical and sustainable supply chain with other industry partners by advancing the environmentally responsible procurement of materials and a workforce free of forced labor and ethical injustices.

Our sustainability goals span each pillar of our framework with a target completion date of 2025 are as follows:

Environmental

• Reduce Scope 1 and Scope 2 total combined emissions by 25% (FY19 baseline) for all global locations greater than 15,000 square feet.

• Increase the use of electricity generated from site specific renewable sources from 2019 levels at our manufacturing and distribution locations.

• Increase total global electricity use efficiency from 2019 levels at manufacturing and distribution locations.

• Achieve at least 90% of waste diverted from landfill for manufacturing and distribution locations.

• As a first step towards our vision of an inclusive workplace, we will deliver unconscious bias training to 100% of the Belden team worldwide.

• Global team members will be encouraged to participate in an average of 16 hours per year of community related activities.

• 60% of global team members will participate in company wellness programs.

• 75% of Belden’s top leadership positions will be filled with talent that has been developed from within our company.

• Over 200 professionals will have graduated from our Early Career Leadership Program and our Intern Program.

• >85% of team members will agree that they have the opportunity for development and growth at Belden.

• Assess the responsible sourcing risks in Belden’s supply chain, conduct audits of most at-risk tier 1 direct suppliers, and engage 100% of conflict minerals suppliers.

• Achieve understanding of the Code of Conduct (CoC) from 100% of global non-production team members.

• Be recognized as one of the most ethical global companies.

As we progress towards our goals highlighted above, we build on existing initiatives and explore new technologies to reduce our greenhouse gas (GHG) emissions, waste sent to landfill, and water consumption.

Energy conservation and solar generation projects have been identified and are being implemented.

Thus far, we have seen a decrease in Scope 1 and 2 absolute emissions and Scope 1 and 2 GHG intensity.

Our onsite green energy initiative has allowed us to reduce the consumption of GHG intensive grid-supplied electricity through on-site solar installation and procurement of verified off-site green electricity.

At Belden, we have increased our use of reusable materials to include a focus on expanding the use of biodegradable materials by launching a global reusable cardboard packaging program to reduce plastic use from drop cable.

We are evaluating our product carbon footprints as part of our Scope 3 analysis and are determining how our products and solutions can help our customers solve their climate related challenges.

For more information on our approach to ESG, visit https://www.belden.com/resources/sustainability.

Belden's environmental sustainability initiatives and strategy are discussed further in our 2024 Sustainability Report, which can be found on our website at www.Belden.com;

this report is not incorporated by reference and should not be considered part of this Form 10-K.

Human Capital Resources

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At Belden, we are dedicated to creating a workplace culture for our employees that allows them to thrive.

This includes providing a work environment where all employees can Belong.

This includes providing a work environment focused on collaboration, continuous learning and a culture of innovation.

We do this through our Belden Values, which guide how we operate each and every day.

Additionally, we support our Employee Resource Groups (ERGs) focused on women, young professionals, and diverse abilities.

Additionally, we support our Employee Resource Groups (ERGs) focused on women, young professionals, global cultures and diverse abilities.

Our ERGs provide support for our employees around 4 pillars:

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We invest in talent by promoting based on merit, with 85% of our top 185 positions being filled with people that have been promoted from within.

Moreover, our Early Career Leadership Program, allows for us to recruit and retain high-caliber candidates at an early stage.

Moreover, our Launch Program (previously referred to as Early Career Leadership Program), allows for us to recruit and retain high-caliber candidates at an early stage.

In 2025, we had 19 graduates of Launch globally.

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Voluntary turnover of management and professional staff remained low at 4% while the overall company Lost Time Incident Rate (LTIR) and Total Recordable Incident Rate (TRIR) were 0.37 and 0.48, respectively.

The Be Well program that formally launched in the United States now encompasses our entire operational footprint to support our workforce’s physical, emotional, social, and financial well-being with 60% of our workforce participating.

Once again, we are recognized as a Great Place to Work® in various global locations, including Belgium, Canada, China, Denmark, France, Germany, Hong Kong, Hungary, India, Italy, Mexico, Netherlands, Singapore, Spain, Tunisia, United Arab Emirates, United Kingdom, and United States – a testament of Belden’s commitment to our employees.

The Be Well program formally launched in the United States in 2022 now encompasses our entire operational footprint to support our workforce’s physical, emotional, social, and financial well-being with 65% of our workforce participating.

Once again, we are recognized as a Great Place to Work® in various global locations, including Belgium, Canada, China, Denmark, France, Germany, Hong Kong, Hungary, India, Italy, Malaysia, Mexico, Saudi Arabia, Singapore, Spain, Switzerland, Tunisia, United Arab Emirates, United Kingdom, and United States – a testament of Belden’s commitment to our employees.

Available Information

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Belden maintains an Internet web site at www.belden.com where our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, proxy statements, and all amendments to those reports and statements are available without charge, as soon as reasonably practicable following the time they are filed with or furnished to the SEC.

We will provide upon written request and without charge a printed copy of our Annual Report on Form 10-K.

We will provide upon written request and without

charge a printed copy of our Annual Report on Form 10-K.

To obtain such a copy, please write to the Corporate Secretary, Belden Inc., 1 North Brentwood Boulevard, 15 th Floor, St.

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The following table sets forth certain information with respect to the persons who were Belden executive officers as of February 17, 2026.

In 2026, we realigned our organizational structure, moving to a unified functional operating model.

In connection with this realignment, many executive officers were appointed to new roles in February 2026.

All executive officers are elected to terms that expire at the organizational meeting of the Board of Directors following the Annual Meeting of Shareholders.

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Ashish Chand 51 President and Chief Executive Officer

Brian Anderson 50 Senior Vice President, Legal, General Counsel and Corporate Secretary

Brian Lieser 59 Executive Vice President, Automation Solutions

Hiran Bhadra 51 Senior Vice President, Strategy and Technology

Jeremy Parks 49 Senior Vice President, Finance, and Chief Financial Officer

Leah Tate 48 Senior Vice President, Human Resources

Jay Wirts 54 Executive Vice President, Smart Infrastructure Solutions

Brian Anderson 51 Executive Vice President and Chief Legal and Risk Officer

Hiran Bhadra 52 Executive Vice President and Chief Innovation Officer

Brad Dineley 54 Executive Vice President and Chief Digital and Operations Officer

Brian Lieser 60 Executive Vice President and Chief Commercial Officer

Jeremy Parks 50 Executive Vice President and Chief Financial Officer

Leah Tate 49 Executive Vice President and Chief People and Strategy Officer

Doug Zink 50 Vice President and Chief Accounting Officer

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Chand holds a BA in Economics from Loyola College, Chennai, India, an MBA from XLRI Jamshedpur, India, and a Doctorate of Business Administration from the City University of Hong Kong.

Brian Anderson was appointed Senior Vice President, Le gal, General Counsel and Corporate Secretary in April 2015.

Prior to that, he served as Corporate Attorney for the Company from May 2008 through March 2015.

Brian Anderson was appointed Executive Vice President and Chief Legal and Risk Officer in February 2026.

Prior to that, he served as Senior Vice President, Legal, General Counsel and Corporate Secretary for the Company from April 2015 to February 2026 and Corporate Attorney for the Company from May 2008 through March 2015.

Prior to joining Belden, Mr.

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Anderson has a B.S.B.

degree in Accounting and an M.B.A.

from Eastern Illinois University and holds a J.D.

from Washington University in St.

Louis School of Law.

Hiran Bhadra was appointed Senior Vice President, Strategy and Technology in May 2024.

Prior to that, he served as Senior Vice President, Strategy from the time he joined Belden in 2022.

degree in Accounting and an MBA from Eastern Illinois University and holds a J.D.

– Order of the Coif from the Washington University in St.

Louis School of Law, where he served as an Articles Editor for the Washington University Law Quarterly .

Hiran Bhadra was appointed Executive Vice President and Chief Innovation Officer in February 2026.

Senior Vice President, Strategy and Technology in May 2024.

Prior to that, he served as Senior Vice President, Strategy and Technology from May 2024 to February 2026 and Senior Vice President, Strategy from the time he joined Belden in 2022 through May 2024.

Prior to joining Belden, Mr.

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in Electrical & Electronics Engineering from Indian Institute of Technology, Madras, India, and an MBA from XLRI Jamshedpur, India.

Brian Lieser was appointed Executive Vice President, Automation Solutions in February 2023.

Prior to that, he served as Vice President of Global Products of Automation Solutions where he was responsible for product strategy, roadmap, and development as well as domestic and international growth, particularly within Asia and Europe.

Brad Dineley was appointed Executive Vice President and Chief Digital and Operations Officer in January 2026.

Prior to that, he served in an operations leadership role for TE Connectivity, contributing on the Global Leadership Team for the Aerospace, Defense and Marine Division.

Dineley served in various regional operations leadership roles for the Schaeffler Group including the Chief Operations Officer role where, in addition to his responsibility for strategy, execution and organizational development of the operations functions, he developed and employed operational digitalization in the organizational framework to focus on IT/OT convergence and later oversaw the business and IT transformation to SAP S/4HANA.

Dineley holds a B.S.

in Mechanical Engineering from Queen’s University and an MBA from Wilfrid Laurier University School of Business and Economics.

Brian Lieser was appointed Executive Vice President and Chief Commercial Officer in February 2026.

Prior to that, he served as Executive Vice President, Automation Solutions from February 2023 to February 2026 and Vice President of Global Products of Automation Solutions where he was responsible for product strategy, roadmap, and development as well as domestic and international growth, particularly within Asia and Europe.

Lieser joined the Company in 2009 and has assumed positions of increasing responsibility primarily within the Automation Solutions segment.

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Lieser holds a Bachelor of Science in Aerospace Engineering from the University of Minnesota and an MBA in Marketing from the University of St.

Jeremy Parks was appointed Senior Vice President, Finance, and Chief Financial Officer in February 2021.

Prior to re-joining Belden in 2021, Mr.

Parks worked as the Chief Financial Officer of International Wire Corp.

From 2008 through August of 2020, Mr.

Parks worked for the Company in various financial roles, most recently as Vice President of Finance of the Company’s Automation Solutions segment.

Jeremy Parks was appointed Executive Vice President and Chief Financial Officer in February 2026.

Prior to that, he served as Senior Vice President, Finance, and Chief Financial Officer in February 2021 to February 2026 and in various financial roles, including as Vice President of Finance of the Company’s Automation Solutions segment.

Parks has a B.A.

in economics from State University of New York – Buffalo, and an M.B.A from Xavier University.

Leah Tate was appointed Senior Vice President, Human Resources in March 2022.

Prior to that, she served as the Vice President, Human Resources for the Company’s Automation platform as well as in other roles in the human resources organization.

in economics from State University of New York – Buffalo, and an MBA from Xavier University.

Leah Tate was appointed Executive Vice President and Chief People and Strategy Officer in February 2026.

Prior to that, she served as Senior Vice President, Human Resources from March 2022 to February 2026 and the Vice President, Human Resources for the Company’s Automation platform as well as in other roles in the human resources organization.

Prior to joining Belden, Ms.

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Tate holds a Bachelor of Science degree in Management and a Master of Science degree in Human Resource Management from Purdue University.

Jay Wirts was appointed Executive Vice President, Smart Infrastructure Solutions in June 2023.

Prior to that, he served as President, Smart Buildings and has served in other leadership roles since joining Belden in 2018.

Prior to Belden, Mr.

Wirts served in various roles in Emerson and Vertiv following more than six years in the U.S.

Marine Corps.

He has a bachelor’s degree in History from Colgate University and an MBA from Northwestern University.

Doug Zink was appointed Vice President and Chief Accounting Officer in September 2013.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business