STOCK TITAN

Badger Meter, Inc. 8-K Filings

BMI NYSE

Every 8-K that Badger Meter, Inc. (BMI) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow BMI and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full BMI filings page.

Rhea-AI Summary

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.

Rhea-AI Summary

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.

Rhea-AI Summary

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.

Rhea-AI Summary

Badger Meter, Inc. reported governance updates and voting results from its 2026 annual shareholder meeting. On April 24, 2026, the board approved amended and restated by-laws that clarify rules for remote shareholder meetings, require online shareholder list access during virtual-only meetings, and expand disclosure requirements for shareholder proposals and director nominations.

The changes also revise advance notice deadlines, require shareholders soliciting proxies for their own nominees to comply with Rule 14a-19, demand more information from director nominees, and mandate non-white proxy cards for non-board solicitations. All board-nominated directors were elected. Shareholders approved, on an advisory basis, executive compensation and ratified Ernst & Young LLP as independent auditor.

Rhea-AI Summary

Badger Meter reported softer first quarter 2026 results as projects shifted later in the year. Net sales were $202.3 million, down from $222.2 million, a 9% decline. Operating earnings fell to $35.2 million with a 17.4% operating margin, compared with $49.4 million and 22.2% a year earlier. Diluted EPS was $0.93, down from $1.30.

Utility water sales declined 10%, mainly from project timing and weaker short‑cycle municipal orders, while flow instrumentation sales decreased 4%. Gross margin remained strong at 41.7%, near the top of the company’s stated 39–42% range. Cash and cash equivalents were $205.5 million with no debt disclosed on the balance sheet.

The company entered a definitive agreement to acquire UDlive, a UK sewer-line monitoring software and hardware provider, expected to close at the end of April 2026. Management reaffirmed a back‑half weighted year and expects full‑year 2026 revenue, excluding acquisitions, to be relatively flat versus 2025, while emphasizing long‑term demand and its smart water market position.

Rhea-AI Summary

Badger Meter, Inc. filed a current report to share that it has released its financial results for the fourth quarter ended December 31, 2025. The company communicated these results through a press release dated January 28, 2026, which is included with the report as Exhibit 99.1.

Rhea-AI Summary

Badger Meter, Inc. announced several leadership changes and updated executive employment protections. Effective January 1, 2026, Robert A. Wrocklage will move from Senior Vice President – Chief Financial Officer to Executive Vice President – North America Municipal Utility, with a base salary of $550,000, a 2026 target bonus of 80% of salary and a long-term incentive target of $800,000. Daniel R. Weltzien will become Vice President – Chief Financial Officer and Treasurer with a $390,000 base salary, 65% target bonus and a $450,000 long-term incentive target. Kimberly K. Stoll and Christina M. Tarantino will also assume new roles with increased base salaries and incentive opportunities.

The company entered into amended and restated Key Executive Employment Agreements with its executive officers, including Chairman, President and CEO Kenneth C. Bockhorst. Following a change-in-control, a qualifying termination would trigger severance equal to three times annual cash compensation for the CEO and two times for other executive officers, plus continued benefits, additional retirement credits, outplacement services up to 15% of base salary and up to $5,000 in advisor costs. Executives receiving these benefits are subject to one-year non-compete, non-disparagement and confidentiality obligations.

Rhea-AI Summary

Badger Meter, Inc. (BMI) filed an 8-K announcing its third-quarter 2025 results press release. The company stated it issued a press release covering financial results for the quarter ended September 30, 2025.

The press release is furnished as Exhibit 99.1. Badger Meter’s common stock trades on the New York Stock Exchange under the symbol BMI.