Badger Meter (NYSE: BMI) VP exercises options, withholds 982 shares for tax

Rhea-AI Filing Summary

Badger Meter executive William R. A. Bergum, VP–General Counsel and Secretary, exercised stock options and handled related taxes in shares. He exercised 2,064 stock options on March 3, 2026, receiving 2,064 common shares at $33.98 per share. To cover tax obligations, 982 common shares were disposed of in a tax-withholding transaction at $148.76 per share, leaving him with 14,867 common shares held directly after these transactions.

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)
03/03/2026

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	03/03/2026		M		2,064	A	$33.98	15,849	D
Common Stock	03/03/2026		F		982	D	$148.76	14,867	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
Stock Options	$33.98	03/03/2026		M			2,064	03/04/2017	03/04/2026	BMI Common Stock	2,064	$0	0	D

Explanation of Responses:

	/s/ William R.A. Bergum	03/04/2026
	** 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 on this Form 4?

William R. A. Bergum reported exercising 2,064 Badger Meter stock options into 2,064 common shares, then disposing of 982 common shares in a tax-withholding transaction. After these activities, he directly held 14,867 Badger Meter common shares.

How many Badger Meter (BMI) stock options did William Bergum exercise?

He exercised 2,064 Badger Meter stock options, converting them into 2,064 shares of common stock. The exercise occurred on March 3, 2026, and the options were exercised at a price of $33.98 per share according to the Form 4.

At what prices were William Bergum’s BMI share transactions reported?

The option exercise produced 2,064 common shares at an exercise price of $33.98 per share. The tax-withholding disposition involved 982 common shares valued at $148.76 per share, as disclosed in the Badger Meter Form 4 insider transaction report.

How many Badger Meter (BMI) shares were used to cover taxes in this Form 4?

A total of 982 Badger Meter common shares were disposed of in a tax-withholding transaction. This disposition, coded “F,” reflects payment of the exercise price or tax liability by delivering shares rather than a traditional open-market sale.

What is William Bergum’s Badger Meter share ownership after these Form 4 transactions?

Following the reported transactions, William R. A. Bergum directly owns 14,867 Badger Meter common shares. This figure reflects the net result after exercising 2,064 options into shares and disposing of 982 shares for tax-withholding purposes on March 3, 2026.

What do the transaction codes M and F mean in this BMI Form 4?

Code M indicates exercise or conversion of a derivative security, here stock options becoming common shares. Code F indicates shares delivered to pay the exercise price or tax liability, so the 982-share disposition reflects tax withholding rather than an ordinary market sale.