Vanguard Portfolio Management (BMI) discloses 8.48% stake in Badger Meter (BMI)

Rhea-AI Filing Summary

Vanguard Portfolio Management filed a Schedule 13G reporting beneficial ownership of 2,477,453 shares of Badger Meter Inc common stock, representing 8.48% of the class as of 03/31/2026. The filing shows sole voting power for 25,802 shares and sole dispositive power for 2,477,453 shares and states the position includes securities held for Vanguard funds and client accounts.

Insights

Institutional Ownership Analyst

Large passive stake reported by Vanguard Portfolio Management.

The filing documents a substantial 8.48% beneficial position in Badger Meter common stock (2,477,453 shares) held across Vanguard-managed funds and client accounts. The reported split between voting and dispositive power is typical for pooled fund arrangements where dispositive authority rests with the manager.

Cash‑flow treatment and any trading intentions are not stated; subsequent filings would disclose changes in holdings or voting arrangements.

Corporate Governance Specialist

Voting influence appears limited relative to dispositive control.

The filer reports sole voting power for 25,802 shares while retaining sole dispositive power for 2,477,453 shares, indicating control over sale decisions but limited voting authority across the block. This pattern aligns with asset manager structures that separate voting delegations within fund complexes.

Any coordinated engagement or proxy intentions are not disclosed here.

Key Figures

Beneficial ownership: 2,477,453 shares Percent of class: 8.48% Sole voting power: 25,802 shares +2 more

5 metrics

Beneficial ownership 2,477,453 shares reported as beneficially owned

Percent of class 8.48% percent of common stock as reported

Sole voting power 25,802 shares sole power to vote or to direct the vote

Sole dispositive power 2,477,453 shares sole power to dispose or direct disposition

Reporting date 03/31/2026 date tied to the ownership reporting

Key Terms

beneficially owned, sole dispositive power, Schedule 13G, shared voting power

4 terms

beneficially owned regulatory

"This reflects the securities beneficially owned, or deemed to be beneficially owned"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

sole dispositive power regulatory

"Sole power to dispose or to direct the disposition of: 2477453"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

Schedule 13G regulatory

"Item 1. (a) Name of issuer: Badger Meter Inc"

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

shared voting power regulatory

"Shared power to vote or to direct the vote: 0"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Badger Meter Inc

(Name of Issuer)

Common Stock

(Title of Class of Securities)

056525108

(CUSIP Number)

03/31/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 056525108

1

Names of Reporting Persons

Vanguard Portfolio Management

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

PENNSYLVANIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 25,802.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 2,477,453.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,477,453.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

8.48 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: In accordance with SEC Release No. 34-39538 (January 12, 1998), this Schedule 13G reflects the securities beneficially owned, or deemed to be beneficially owned, by Vanguard Portfolio Management LLC and the following affiliates of Vanguard Portfolio Management LLC or business divisions of such affiliates: Vanguard Fiduciary Trust Company and Vanguard Global Advisers, LLC. This Schedule 13G includes securities held by Vanguard funds, or sleeves thereof, over which Vanguard Portfolio Management LLC exercises dispositive power, in addition to securities held by clients over which the affiliates or business divisions of such affiliates indicated above exercise dispositive and/or voting power. This Schedule 13G does not include securities, if any, beneficially owned by other subsidiaries or affiliates of Vanguard Portfolio Management LLC, or business divisions of such subsidiaries whose ownership of securities is disaggregated from that of the reporting business unit in accordance with such release.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Badger Meter Inc
(b)	Address of issuer's principal executive offices: 4545 West Brown Deer Road, PO Box 245036, Milwaukee, WI, 53223
Item 2.
(a)	Name of person filing: Vanguard Portfolio Management
(b)	Address or principal business office or, if none, residence: 100 Vanguard Blvd,, Malvern, PA, 19355
(c)	Citizenship: PA
(d)	Title of class of securities: Common Stock
(e)	CUSIP Number(s): 056525108
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 2477453
(b)	Percent of class: 8.48 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 25802
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 2477453
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Vanguard Portfolio Management, including investment companies registered under the Investment Company Act of 1940 and other managed accounts, have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities reported herein.No one other person's interest in the securities reported herein is more than 5%.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Vanguard Portfolio Management

Signature:	Ashley Grim
Name/Title:	Head of Global Fund Administration
Date:	04/28/2026

FAQ

What stake does Vanguard hold in Badger Meter (BMI)?

Vanguard Portfolio Management reports beneficial ownership of 2,477,453 shares, equal to 8.48% of Badger Meter common stock as of 03/31/2026. The position includes shares held across Vanguard funds and managed client accounts.

How much voting power does Vanguard report for BMI?

The filing shows sole voting power for 25,802 shares and shared voting power of zero. Most reported authority is dispositive rather than voting, reflecting managed-account structures.

Does the Schedule 13G indicate Vanguard will sell or buy BMI shares?

No. The Schedule 13G discloses beneficial ownership and powers but does not state any intended purchases or sales. The filing describes holdings across Vanguard funds and client accounts without trading intentions.

Who signed the Schedule 13G for Vanguard for BMI?

The filing is signed by Ashley Grim, Head of Global Fund Administration, on 04/28/2026, certifying the ownership and power details reported on the Schedule 13G.