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Badger Meter, Inc. is calling an annual shareholder meeting on April 24, 2026 to elect nine directors, hold an advisory vote on executive pay, and ratify Ernst & Young LLP as auditor for 2026. Holders of common stock as of February 27, 2026, when 29,181,598 shares were outstanding, may vote, with one vote per share. The Board recommends voting for all director nominees and for the compensation and auditor proposals. The proxy details Board structure, committee responsibilities, risk and cybersecurity oversight, and shareholder outreach covering nearly 35% of outstanding shares. It also highlights ESG progress, including emission and water-use reductions, and explains a pay-for-performance program using annual bonuses tied to adjusted EBITDA and free cash flow plus long-term equity awards linked to multi-year free cash flow conversion and ROIC.
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.
Badger Meter VP-Global Operations Richard Htwe reported routine equity compensation activity. He received 369 shares of common stock on March 6, 2026 as a restricted stock grant under the 2021 Omnibus Incentive Plan, with the award vesting ratably over three years from the grant date. On the same day, 41 shares were disposed of to cover tax liabilities, based on a price of $148.85 per share, which is a tax-withholding transaction rather than an open-market sale. After these transactions, Htwe directly holds 5,903 shares of Badger Meter common stock.
Stuyvenberg Matthew L reported acquisition or exercise transactions in this Form 4 filing.
Badger Meter Inc executive Matthew L. Stuyvenberg received a grant of 451 shares of restricted common stock on March 6, 2026 under the 2021 Omnibus Incentive Plan. The restricted stock vests ratably over three years from the grant date. Following this award, he directly holds 6,428 common shares.
Tarantino Christina M. reported acquisition or exercise transactions in this Form 4 filing.
Badger Meter Inc vice president and controller Christina M. Tarantino received a grant of 246 shares of common stock as restricted stock under the company’s 2021 Omnibus Incentive Plan. The award was granted on March 6, 2026 and will vest in equal installments over three years from the grant date. Following this compensation-related grant, Tarantino directly holds 931 shares of Badger Meter common stock.
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 15,190 common shares.
Badger Meter Inc. executive Kimberly K. Stoll, VP–Customer Service & GM SmartCover, reported both a stock award and a small share sale. She received a grant of 410 shares of common stock on March 6, 2026 under the 2021 Omnibus Incentive Plan; this restricted stock vests ratably over three years from the grant date. On the same date, she sold 143 shares of common stock at $144.50 per share in an open-market transaction. After these transactions, she directly owns 3,523 shares of Badger Meter common stock.
Badger Meter Inc reported insider equity activity by its VP-CFO and Treasurer, Daniel R. Weltzien. On March 6, 2026, he received a grant of 738 shares of restricted common stock under the 2021 Omnibus Incentive Plan, which vest ratably over three years from the grant date.
On the same date, 41 shares of common stock were disposed of at $148.85 per share to satisfy tax obligations through a tax-withholding disposition, rather than an open-market sale. Following these transactions, Weltzien directly owned 6,190 shares of Badger Meter common stock.
Badger Meter EVP Robert Wrocklage reported routine equity compensation and related tax withholding. On March 6, 2026, he received a grant of 1,312 shares of restricted common stock under the 2021 Omnibus Incentive Plan, which vest ratably over three years from the grant date.
On the same date, 210 shares were disposed of at $148.85 per share to cover tax obligations. After these transactions, he directly holds 22,321 shares of Badger Meter common stock, reflecting a net increase in his ownership.
Callahan Edward F. reported acquisition or exercise transactions in this Form 4 filing.
Badger Meter Inc. reported that Vice President of Engineering Edward F. Callahan received a grant of 328 shares of common stock as restricted stock on March 6, 2026. The award was made under the company’s 2021 Omnibus Incentive Plan and will vest in equal installments over three years from the grant date. After this grant, Callahan directly holds 328 common shares, reflecting a routine compensation-related equity award rather than an open-market trade.