BADGER METER INC — Director's Dealing 2017

May 10, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BADGER METER INC (BMI)
CIK: 0000009092
Period of Report: 2017-05-08

Reporting Person: GRAS HORST (VP-International)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-08	Common Stock	M	1280	$18.075	Acquired	18878.232	Direct
2017-05-08	Common Stock	M	965	$27.18	Acquired	19843.232	Direct
2017-05-08	Common Stock	M	966	$28.33	Acquired	20809.232	Direct
2017-05-08	Common Stock	M	412	$33.975	Acquired	21221.232	Direct
2017-05-08	Common Stock	M	945	$25.645	Acquired	22166.232	Direct
2017-05-08	Common Stock	S	4568	$38.9093	Disposed	17598.232	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-05-08	Stock Options	$18.075	M	1280	Disposed	2022-05-04	BMI Common Stock (1280)	Direct
2017-05-08	Stock Options	$25.645	M	945	Disposed	2023-03-01	BMI Common Stock (945)	Direct
2017-05-08	Stock Options	$27.18	M	964	Disposed	2024-03-07	BMI Common Stock (965)	Direct
2017-05-08	Stock Options	$28.33	M	966	Disposed	2025-03-06	BMI Common Stock (966)	Direct
2017-05-08	Stock Options	$33.975	M	412	Disposed	2026-03-04	BMI Common Stock (412)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Options	$36.45	2027-03-03	BMI Common Stock (1981)	1981	Direct

Footnotes

F1: The price in Column 4 is a weighted average price. The prices actually received ranged from $38.85 to $38.95. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing an average weighted price.

F2: Stock Options are granted on a one-for-one basis.