BADGER METER INC — Director's Dealing 2016

May 4, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BADGER METER INC (BMI)
CIK: 0000009092
Period of Report: 2016-05-02

Reporting Person: LIONE GAIL A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-02	Common Stock	A	753	$71.62	Acquired	5955	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Options	$36.15	2022-05-04	BMI Common Stock (6000)	6000	Direct

Footnotes

F1: Shares granted pursuant to the 2011 Omnibus Incentive Plan as approved by shareholders on April 29, 2011 and re-approved on April 29, 2016. Non-employee directors are given an annual grant of Badger Meter Common Stock on the first business day following the Company's annual meeting. This year's grant is equal to $54,000 as rounded down to the nearest whole share based on a 10-day average closing price of the Company's Common stock.

F2: Ten-day average closing price of Badger Meter, Inc. Common Stock at 5/2/2016, the date of grant.