Hiran Bhadra
BELDENAbout Hiran Bhadra
Hiran Bhadra is Senior Vice President, Strategy & Technology (CTO) at Belden (BDC). He joined Belden in March 2022 and was promoted to his current role on March 8, 2024 to lead company-wide technology strategy and the shift from product to solutions, including core networking and data engineering capabilities . He holds a B.Tech. in Electrical Engineering from IIT Madras and an MBA from XLRI Jamshedpur; prior roles include senior partner positions at Accenture and KPMG and leadership at Arthur Andersen . Company performance context: in 2024 Belden delivered $2.461B revenue, adjusted EBITDA of $410.8M (16.7% margin) and adjusted EPS of $6.36; 2022 PSUs paid out at 1.935x overall (FCF 1.87x; relative TSR 2.00x, 82nd percentile), underscoring pay-for-performance alignment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Accenture | Senior Partner (Manufacturing/Digital) | Pre-2022 | Led automation, digital transformation, IT/OT convergence and 5G programs for industrial clients . |
| KPMG | Senior Partner (Manufacturing/Digital) | Pre-2022 | Drove enterprise transformation and data-driven initiatives; consulting practice leadership . |
| Arthur Andersen | Consulting leadership | Pre-2022 | Global consulting experience across strategy/operations; foundation for later digital focus . |
External Roles
- No public-company board roles disclosed in Belden filings; not a director at Belden .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual base salary at 12/31/2024 | $516,672 | Salary rate as of year-end 2024 . |
| Salary paid (2024) | $512,304 | Summary Compensation Table (SCT) actual salary received . |
| ACIP target (2024) | $361,370 | Annual Cash Incentive Plan “target” dollars for Bhadra . |
| ACIP paid (2024) | $486,863 | Non‑equity incentive plan compensation (paid Feb-2025) . |
| Stock awards grant-date FV (2024) | $2,525,298 | SCT “Stock Awards” (RSUs/PSUs) . |
| Option/SAR awards grant-date FV (2024) | $0 | No new SARs/options to NEOs in 2024 . |
| All other compensation (2024) | $42,636 | Primarily defined contribution plan and insurance benefits . |
Performance Compensation
Annual Cash Incentive Plan (ACIP) – Metrics, weights, and 2024 outcomes
| Metric | Weight | H1 Score | H2 Score | Contribution |
|---|---|---|---|---|
| Consolidated Net Income – H1 | 20% | 0.83 | — | 0.17 . |
| Consolidated EBITDA – H1 | 15% | 0.60 | — | 0.09 . |
| Consolidated Revenue – H1 | 15% | 0.72 | — | 0.11 . |
| Consolidated Net Income – H2 | 20% | — | 2.00 | 0.40 . |
| Consolidated EBITDA – H2 | 15% | — | 1.89 | 0.28 . |
| Consolidated Revenue – H2 | 15% | — | 1.24 | 0.19 . |
| Full-year Financial Factor | 100% | — | — | 1.24 . |
| Personal Performance Factor (PPF) | N/A | — | — | 1.02–1.09 range for NEOs (CEO has no PPF) . |
- 2024 ACIP paid to Bhadra: $486,863 (reflects Financial Factor 1.24 and his approved PPF within the NEO range) .
Long-Term Incentive (LTI) – Structure and 2024 grants
- Mix/metrics: 50% PSUs and 50% RSUs for NEOs in 2024; PSUs measured 50% on relative TSR vs S&P 1500 Industrials and 50% on consolidated free cash flow over 2024–2026; RSUs vest 25%/25%/50% over 1/2/3 years .
- Conversion curves: TSR PSUs convert at 0.25x/1.0x/2.0x for threshold/target/maximum; FCF PSUs convert at 0.5x/1.0x/2.0x .
- Supplemental Incentive Plan: In 2024 Bhadra received additional time‑vested RSUs that cliff vest at 4 years and extra TSR‑based PSUs (measured 2024–2026) that, if earned, settle in 2028 .
| Grant (2/21/2024) | Instrument | Units | Grant-Date FV ($) | Performance/Vesting |
|---|---|---|---|---|
| Regular LTI | RSU | 3,984 | 323,700 | 25%/25%/50% after 1/2/3 years . |
| Regular LTI | PSU | 3,984 | 378,600 | 50% TSR / 50% FCF, performance 2024–2026; pays 2027 . |
| Supplemental | RSU | 9,539 | 775,044 | Cliff vest at 4-year anniversary . |
| Supplemental | PSU (TSR) | 9,539 | 1,047,955 | TSR measured 2024–2026; payout (if any) in 2028 . |
2022 PSU performance (paid in 2025)
| Factor | Threshold | Target | Maximum | Actual |
|---|---|---|---|---|
| Relative TSR (main) | 25th pct | 50th pct | 75th pct | 82nd pct → 2.00x . |
| Relative TSR (3/14 grant) | 25th pct | 50th pct | 75th pct | 84th pct → 2.00x . |
| Consolidated FCF ($M) | 472 | 590 | 707 | 693 → 1.87x . |
| Aggregate performance factor | — | — | — | 1.935x . |
| Shares Awarded on 2022 PSU Conversion | PSUs Granted | Shares Issued |
|---|---|---|
| H. Bhadra (TSR PSUs) | 4,086 | 8,172 . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership | 26,618 shares; <1% of outstanding . |
| Acquirable within 60 days | 7,675 (SARs/options exercisable) . |
| 401(k) holdings | 718 shares in Belden 401(k) . |
| Stock ownership guideline | 3x base salary for executive officers (6x CEO); 5-year compliance path with interim milestones . |
| Compliance status | Each NEO met interim/five‑year guideline as of Mar 25, 2025; executives prohibited from selling until compliant . |
| Hedging/pledging | Hedging and pledging prohibited for officers and directors; margin accounts also prohibited . |
| 10b5‑1 plan | Adopted Aug 15, 2025 to allow exercise of up to 4,847 SARs; plan expires Dec 31, 2026 . |
Outstanding equity and vesting detail (selected)
- SARs outstanding: 3,232 exercisable/1,615 unexercisable at $54.89 expiring 3/14/2032; 1,414 exercisable/2,827 unexercisable at $85.77 expiring 3/07/2033 .
- RSUs and PSUs (examples): 2,043 RSUs vested 2/21/2025; 1,974 RSUs vest 3/7/2026; 3,984 RSUs vest per 25/25/50 schedule starting 2/21/2025; 9,539 Supplemental RSUs cliff vest at 4 years; 3,949 and 3,984 PSUs under review in 2026/2027; 9,539 Supplemental PSUs pay (if earned) in 2028 .
Employment Terms
| Provision | Bhadra – Key Terms |
|---|---|
| Severance program (no CIC) | If terminated without cause: cash severance equal to base salary + target bonus, paid over 12 months; pro-rata current-year bonus at actual performance; 12 months health premium continuation; equity accelerates per plan terms (CEO receives 1.5x) . |
| Severance program (CIC, double-trigger) | If terminated without cause or resigns for good reason within 2 years post‑CIC: unpaid prior-year bonus; pro‑rated current-year bonus at target; lump-sum 2x (base + target bonus); 24 months health premiums; unvested PSUs convert to RSUs at 1.0 on CIC; unvested equity vests upon termination . |
| Bhadra – estimated payouts (12/31/2024 basis) | No CIC termination: cash severance $878,172; 2024 ACIP $486,863; benefits $33,734; total $1,398,769 . CIC termination: cash severance $1,756,345; 2024 ACIP $486,863; RSU acceleration $4,503,841; SARs $169,094; benefits $67,468; total $6,983,611 . |
| Clawback | Dodd‑Frank compliant policy adopted Nov 30, 2023; SOX clawbacks for CEO/CFO; additional recovery for other execs in case of misconduct leading to restatement . |
| Excise tax gross‑ups | None; company states no CIC gross‑ups . |
| Post‑termination covenants | Severance plan includes post‑termination covenants and release requirements . |
Performance & Track Record
- Strategic scope: As CTO/SVP Strategy & Technology, Bhadra is charged with scaling technology solutions in automation and smart infrastructure, aligning R&D and segment roadmaps, and driving Belden’s transition to solutions .
- Technology leadership: Spearheaded initiatives around quantum‑safe networking via Belden’s Chicago Quantum Exchange affiliation (positioning for PQC adoption timelines), and publicly articulated Belden’s emerging-tech stance .
- Pay-for-performance linkage: 2022 PSU outcomes (TSR at 82nd/84th percentiles; FCF near maximum) produced 1.935x payout, consistent with strong multi‑year execution and validating incentive design .
Compensation Committee & Benchmarking
- Peer group (2024): Includes A.O. Smith, Amphenol, Carlisle, CommScope, Curtiss‑Wright, Hexcel, Hubbell, IDEX, ITT, Regal Rexnord, Rogers, Itron, Viavi, Zurn Elkay .
- Say‑on‑pay: 96.85% support in 2025, continuing 13 years with >94% approval .
- Design features: Double‑trigger CIC, no option repricing, no CIC tax gross‑ups, capped payouts; officer ownership requirements and anti‑hedging/pledging policies .
Investment Implications
- Alignment: High equity mix (2024 stock awards $2.53M) with PSU metrics tied to TSR and FCF, strict ownership guidelines, and anti‑hedging/pledging indicate strong shareholder alignment .
- Retention: Significant unvested RSUs/PSUs (including 2024 Supplemental awards that cliff‑vest after four years) and double‑trigger CIC protections reduce near‑term flight risk; CIC economics for Bhadra (~$7.0M total) are meaningful but standard for peers .
- Selling pressure: A 10b5‑1 plan adopted Aug 15, 2025 contemplates up to 4,847 SAR exercises through 2026; while not a discretionary sale signal, it could create periodic supply as exercises occur .
- Execution focus: Mandate to push solutions/technology roadmaps (e.g., quantum‑safe initiatives) supports mix shift and potential multiple expansion if translated to revenue/EBITDA growth; 2024 recovery in H2 (Financial Factor 1.24) and PSU outperformance support strategy credibility .