Badger Meter (BMI) VP receives 369-share restricted stock grant

Rhea-AI Filing Summary

Badger Meter Inc reported insider equity compensation activity for VP of Human Resources Sheryl Hopkins. On March 6, 2026, Hopkins had 46 shares of common stock disposed of at $148.85 per share to cover tax obligations. The same day, she received 369 shares of restricted stock as a grant under the 2021 Omnibus Incentive Plan, with the award vesting ratably over three years from the grant date. After these transactions, Hopkins directly holds 5,670 shares of common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Hopkins Sheryl

(Last) (First) (Middle)

4545 W. BROWN DEER ROAD

P.O. BOX 245036

(Street)

MILWAUKEE WI 53224

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BADGER METER INC [ BMI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP - Human Resources

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/06/2026		F		46	D	$148.85	5,301	D
Common Stock	03/06/2026		A		369	A	(1)	5,670	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Restricted stock granted March 6, 2026 to reporting person under the 2021 Omnibus Incentive Plan. The restricted stock vests ratably over three years from the grant date.

	/s/ William R.A. Bergum, Attorney-in-Fact for Sheryl L. Hopkins	03/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did BMI VP Sheryl Hopkins report on March 6, 2026?

Sheryl Hopkins reported two transactions: 46 Badger Meter common shares were disposed of to satisfy tax obligations, and she received a grant of 369 restricted shares under the 2021 Omnibus Incentive Plan, reflecting routine equity-based compensation activity.

How many Badger Meter (BMI) shares does Sheryl Hopkins hold after this Form 4?

After the reported transactions, Sheryl Hopkins directly holds 5,670 shares of Badger Meter common stock. This figure reflects her position following both the 46-share tax-withholding disposition and the 369-share restricted stock grant on March 6, 2026.

What type of equity award did BMI grant to VP Sheryl Hopkins?

Badger Meter granted Sheryl Hopkins 369 shares of restricted stock under its 2021 Omnibus Incentive Plan. The restricted stock represents equity-based compensation rather than an open-market purchase and is subject to vesting conditions over time.

What are the vesting terms of the restricted stock granted to BMI’s VP?

The 369 restricted shares granted to Sheryl Hopkins vest ratably over three years from the March 6, 2026 grant date. This means portions of the award become unrestricted each year, aligning long-term compensation with company performance and retention.

Why were 46 shares of Badger Meter stock disposed of in this filing?

The 46 shares were disposed of as a tax-withholding transaction. Shares were delivered at a price of $148.85 per share to satisfy related tax liabilities, rather than representing an open-market sale initiated for investment reasons.

Is the Form 4 for BMI’s VP a routine compensation event?

Yes. The Form 4 reflects a routine compensation-related grant of 369 restricted shares and a 46-share tax-withholding disposition. Such transactions typically occur under company incentive plans and do not indicate discretionary buying or selling in the open market.