BADGER METER INC — Director's Dealing 2012

May 3, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BADGER METER INC (BMI)
CIK: 0000009092
Period of Report: 2012-05-01

Reporting Person: MEEUSEN RICHARD A (Director, Chairman, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-01	Common Stock	J	3000	$37.07	Acquired	127164	Direct
2012-05-01	Common Stock	J	3000	—	Disposed	10650	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3880.3557	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Options	$18.325	2015-05-09	BMI Common Stock (6600)	6600	Direct
Stock Options	$31.41	2016-05-05	BMI Common Stock (5400)	5400	Direct
Stock Options	$24.94	2017-05-04	BMI Common Stock (6300)	6300	Direct
Stock Options	$52.81	2018-05-02	BMI Common Stock (4800)	4800	Direct
Stock Options	$38.69	2019-05-01	BMI Common Stock (9000)	9000	Direct
Stock Options	$38.41	2020-05-07	BMI Common Stock (10200)	10200	Direct
Stock Options	$36.59	2021-05-06	BMI Common Stock (13300)	13300	Direct

Footnotes

F1: Shares granted 5/1/09 pursuant to the Restricted Stock Plan as approved by shareholders, vested at the closing price of $37.07/share on 5/1/12 and were transferred to direct ownership.