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Badger Meter (BMI) VP earns 1,193-share performance stock award

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Badger Meter Inc. VP of Human Resources Sheryl Hopkins acquired 1,193 shares of common stock through an equity award. The Form 4 shows these shares were earned from Performance Stock Units for the 2023-2025 performance period, approved on February 12, 2026, at a reported price of $0.00 per share.

After this award, she directly holds 5,850 common shares. The earned PSUs convert into common stock on a one-for-one basis and are subject to vesting scheduled for March 3, 2026, tying the award to both performance achievement and continued employment.

Positive

  • None.

Negative

  • None.
Insider Hopkins Sheryl
Role VP - Human Resources
Type Security Shares Price Value
Grant/Award Common Stock 1,193 $0.00 --
Holdings After Transaction: Common Stock — 5,850 shares (Direct)
Footnotes (1)
  1. On March 3, 2023, the Reporting Person was granted Performance Stock Units ("PSUs"), the amount of which was subject to the achievement of certain performance criteria for the 2023-2025 performance period. The shares reported represent the number of PSUs that were earned as a result of the achievement of such performance criteria and approved by the Compensation and Human Resources Committee of the Board on February 12, 2026. The earned value of these shares is now subject to vesting, which will occur on March 3, 2026. Represents the number of shares of common stock issued upon the vesting of PSUs granted on March 3, 2023 for the 2023-2025 performance period, based on the third anniversary of the grant date subject to both performance achievement approval and continued employment through such date. PSUs convert into common stock on a one-for-one basis
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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
Estimated average burden
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)
02/12/2026
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 02/12/2026 A(1) 1,193 A(2) (3) 5,850 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. On March 3, 2023, the Reporting Person was granted Performance Stock Units ("PSUs"), the amount of which was subject to the achievement of certain performance criteria for the 2023-2025 performance period. The shares reported represent the number of PSUs that were earned as a result of the achievement of such performance criteria and approved by the Compensation and Human Resources Committee of the Board on February 12, 2026. The earned value of these shares is now subject to vesting, which will occur on March 3, 2026.
2. Represents the number of shares of common stock issued upon the vesting of PSUs granted on March 3, 2023 for the 2023-2025 performance period, based on the third anniversary of the grant date subject to both performance achievement approval and continued employment through such date.
3. PSUs convert into common stock on a one-for-one basis
/s/ William R.A. Bergum, Attorney-in-Fact for Sheryl L. Hopkins 02/17/2026
** 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 transaction did Badger Meter Inc. (BMI) report for Sheryl Hopkins?

Badger Meter reported that VP of Human Resources Sheryl Hopkins acquired 1,193 shares of common stock. The shares were earned from performance stock units for the 2023-2025 period and approved on February 12, 2026, as part of her equity compensation.

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

After the reported award, Sheryl Hopkins beneficially owns 5,850 Badger Meter common shares directly. This total includes the 1,193 shares acquired through performance stock units tied to the 2023-2025 performance period and approved by the board committee in February 2026.

What is the nature of the 1,193-share award reported for Badger Meter (BMI)?

The 1,193 shares reflect performance stock units earned for the 2023-2025 period. They were granted earlier, contingent on meeting performance criteria, and later approved on February 12, 2026. These units convert into common stock on a one-for-one basis when vested.

When do Sheryl Hopkins’ Badger Meter (BMI) performance stock units vest?

The earned performance stock units are scheduled to vest on March 3, 2026. Vesting is based on both the previously approved performance achievement for the 2023-2025 period and Ms. Hopkins’ continued employment through the third anniversary of the March 3, 2023 grant date.

Did Sheryl Hopkins buy Badger Meter (BMI) shares on the open market?

The reported transaction is an acquisition via equity award, not an open-market purchase. The 1,193 shares came from performance stock units granted on March 3, 2023 and earned based on 2023-2025 performance, with a reported price per share of $0.00.