Badger Meter (NYSE: BMI) VP granted restricted stock and reports tax share withholding

Rhea-AI Filing Summary

Badger Meter Inc. executive William R. A. Bergum, VP–General Counsel and Secretary, reported routine equity compensation activity in company common stock. He received a grant of 369 shares on March 6, 2026 under the 2021 Omnibus Incentive Plan, which vest ratably over three years from the grant date. On the same date, 46 shares were disposed of to cover tax obligations, a non-market tax-withholding disposition. After these transactions, Bergum directly holds 15,236 common shares.

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

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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^*

BERGUM WILLIAM R A

(Last) (First) (Middle)

4545 W. BROWN DEER ROAD

(Street)

MILWAUKEE WI 53223

(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-Gen. Counsel and Secretary

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		A		369	A	(1)	15,236	D
Common Stock	03/06/2026		F		46	D	$148.85	15,190	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	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 executive William Bergum report?

William R. A. Bergum reported a routine stock grant and related tax withholding. He received 369 shares of Badger Meter common stock and 46 shares were disposed of to cover tax liabilities, with all transactions dated March 6, 2026.

Was the Badger Meter (BMI) insider transaction an open-market sale?

No, the disposition was tax related. The Form 4 shows 46 shares of Badger Meter common stock were disposed of as payment of tax liability, not as an open-market sale, in connection with a stock award on March 6, 2026.

How many Badger Meter (BMI) shares did William Bergum receive as equity compensation?

He received 369 shares of Badger Meter common stock as a restricted stock award. The grant was made under the 2021 Omnibus Incentive Plan on March 6, 2026 and vests ratably over three years from the grant date.

How many Badger Meter (BMI) shares does William Bergum hold after this Form 4?

Following the reported transactions, William R. A. Bergum directly owns 15,236 shares of Badger Meter common stock. This total reflects the new restricted stock grant and the 46 shares withheld for taxes on March 6, 2026.

What plan governs the Badger Meter (BMI) restricted stock granted to Bergum?

The restricted stock was granted under Badger Meter’s 2021 Omnibus Incentive Plan. According to the filing footnote, the award was made on March 6, 2026 and the restricted shares vest ratably over three years from the grant date.