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Badger Meter, Inc. reported softer results for the quarter and six months ended June 30, 2026. Net sales for the quarter were $222.3 million, down 6.6% from $238.1 million, driven by an 8.1% decline in utility water sales to $195.0 million, partly offset by a 5.6% increase in flow instrumentation sales to $27.3 million. Gross margin was 40.8% versus 41.1%, and operating earnings were $39.4 million, or 17.7% of sales, compared with $44.9 million, or 18.8% of sales. Quarterly net earnings were $29.7 million ($1.02 diluted EPS) versus $34.6 million ($1.17).
For the first six months, net sales were $424.6 million versus $460.3 million, with utility water down 8.8% to $373.4 million and flow instrumentation up slightly to $51.2 million. Net earnings were $57.1 million ($1.95 diluted EPS) compared with $73.0 million ($2.47). In May 2026, Badger Meter acquired UDlive Limited for $94.4 million in cash plus an earn-out of up to $50.0 million; UDlive contributed $2.0 million of revenue and added $69.9 million of goodwill and $53.8 million of intangibles. Operating cash flow was $60.6 million; cash and equivalents declined to $95.7 million after funding the UDlive acquisition, $63.5 million of share repurchases and $23.3 million of dividends. The company reports $154.6 million of unused credit lines and confirms its disclosure controls were effective, with no material changes in risk factors.
Badger Meter, Inc. reported second quarter 2026 net sales of $222.3 million, up 10% sequentially but 7% below the prior-year $238.1 million. Operating earnings were $39.4 million with a 17.7% margin, while diluted EPS declined to $1.02 from $1.17 a year earlier.
Utility water sales fell 8% year over year, reflecting uneven AMI project ramp, though software and BlueEdge beyond‑the‑meter offerings grew; flow instrumentation sales increased 6%. Gross margin was 40.8%, within the company’s 39–42% normalized range, and SEA expenses fell to $51.4 million.
Base net sales excluding recently acquired UDlive Limited were $220.3 million, and base operating margin was 18.4%. The company completed the UDlive acquisition effective May 1, 2026 and renewed an undrawn $150 million credit facility. Management expects revenue run‑rate to improve in the second half of 2026, with full‑year revenue excluding acquisitions approximately flat versus 2025.
ADAMS TODD A. reported acquisition or exercise transactions in this Form 4 filing.
Badger Meter Inc. director Todd A. Adams received a grant of phantom stock units as part of his non-employee director compensation. He was awarded 128.050 phantom stock units for his 2026 Quarter 3 retainer, representing $19,000 in fees computed at $148.38, the June 30, 2026 closing price of the company’s common stock. Each phantom stock unit is economically equivalent to one share of common stock and will be paid in cash when he terminates service as a director. Following this grant, Adams holds 17,200.533 phantom stock units in total.
Liu Xia reported acquisition or exercise transactions in this Form 4 filing.
Badger Meter Inc director Xia Liu received a grant of phantom stock units as part of regular board compensation. She was awarded 128.0500 phantom stock units, each economically equivalent to one share of BMI common stock, bringing her total phantom stock holdings to 4,652.7570 units.
The units were credited to her Director Deferred Compensation Plan account as payment for her 2026 Quarter 3 non-employee director retainer of $19,000, calculated at a share price of $148.38, the 6/30/26 closing price. These phantom units are payable in cash when her service as a director ends.
Badger Meter, Inc. entered into an amended and extended $150 million multi-currency revolving credit facility, moving the maturity to July 8, 2031. As of the amendment date, there were no borrowings outstanding under this facility.
Borrowings will bear interest at benchmark rates such as the Term SOFR Rate, Adjusted EURIBO Rate or Daily Simple SONIA, plus 87.5 basis points. The agreement includes financial covenants, including a maximum Consolidated Net Debt to EBITDA Ratio of 3.00 to 1.00, with flexibility to increase this limit to 3.50 to 1.00 for certain material acquisitions.
Badger Meter, Inc. used its Investor Day to highlight its position as a pure‑play smart water solutions provider and to outline a long-term financial framework. For 2025, the company cites $917 million in sales, a 17% 2020‑2025 CAGR, $218 million in EBITDA with a 24% margin, 120% free cash flow conversion and a 33% three‑year average ROIC. Management emphasizes mission‑critical water meter replacement, adoption of Cellular AMI and expansion of hardware‑enabled software and “Beyond the Meter” offerings as key growth drivers. The framework targets high single‑digit organic revenue growth, 39‑42% gross margins, 25‑30% EBITDA incrementals, >100% free cash flow conversion and 10‑15% EPS growth from the 2025 base year, supported by low capital intensity, a long M&A runway and a long record of dividend growth and share repurchases.
State Street Corporation reports beneficial ownership of 1,524,970 shares of Badger Meter Inc. The filing shows 1,524,970 shares beneficially owned (5.2% of the class) as of 03/31/2026, with shared voting power of 1,429,918. The disclosure lists multiple State Street advisory subsidiaries as the holders of the reported position and is signed by a corporate officer.
Liu Xia reported acquisition or exercise transactions in this Form 4 filing.
Badger Meter director Xia Liu received a compensation-related grant of phantom stock units. On this Form 4, Liu was awarded 131.280 phantom stock units, each economically equivalent to one share of Badger Meter common stock, valued at $152.35 per unit based on the 3/31/2026 closing price.
The award represents payment of a $20,000 annual Audit and Compliance Committee Chair fee, credited to Liu's Director Deferred Compensation Plan account. Phantom stock becomes payable in cash upon her termination of service as a director, and this transaction brings her reported phantom stock balance to 4,524.707 units.
Badger Meter Inc reports that Vanguard Capital Management beneficially owns 1,526,620 shares of Common Stock, representing 5.23% of the class as reported on 03/31/2026. Vanguard reports sole voting power over 225,000 shares and sole dispositive power over 1,526,620 shares, and states these holdings include securities held for Vanguard funds and managed accounts.
Cook Melanie K. reported acquisition or exercise transactions in this Form 4 filing.
Badger Meter director receives annual stock grant
Badger Meter Inc. granted director Melanie K. Cook 952 shares of Common Stock on April 27, 2026, as a non‑employee director award under the 2021 Omnibus Incentive Plan. The grant is based on an annual equity value of $125,000. Following this award, she directly holds 3,237 shares of Badger Meter Common Stock. This is a compensation-related share grant, not an open-market purchase.