BADGER METER INC — Director's Dealing 2015

May 6, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BADGER METER INC (BMI)
CIK: 0000009092
Period of Report: 2015-05-04

Reporting Person: JOHNSON RICHARD E (Sr. VP-Finance, Treas & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-05-04	Common Stock	J	3000	$63.01	Acquired	93692	Direct
2015-05-04	Common Stock	J	3000	—	Disposed	5566	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2336.2661	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Options	$52.81	2018-05-02	BMI Common Stock (3000)	3000	Direct
Stock Options	$38.69	2019-05-01	BMI Common Stock (5400)	5400	Direct
Stock Options	$38.41	2020-05-07	BMI Common Stock (3000)	3000	Direct
Stock Options	$36.59	2021-05-06	BMI Common Stock (5000)	5000	Direct
Stock Options	$36.15	2022-05-04	BMI Common Stock (7500)	7500	Direct
Stock Options	$51.29	2023-03-01	BMI Common Stock (3150)	3150	Direct
Stock Options	$54.36	2024-03-07	BMI Common Stock (3288)	3288	Direct
Stock Options	$56.66	2025-03-06	BMI Common Stock (3249)	3249	Direct

Footnotes

F1: Restricted Stock granted 5/4/2012, pursuant to the Company's 2011 Omnibus Incentive Plan approved by shareholders 4/29/2011, vested after a three-year holding period. The shares vested at the closing price on 5/4/2015 and were transferred to direct ownership.

F2: Price of Badger Meter, Inc. Common Stock on 5/4/2015, the date of vesting, was $63.01/share.