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BADGER METER INC Director's Dealing 2017

May 9, 2017

30998_dirs_2017-05-09_c0840c72-b156-4fde-8243-2ee0b4e336fa.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

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

Reporting Person: ADAMS TODD A. (Director)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-05-05 Stock Options $38.55 A 2627 Acquired 2027-05-05 BMI Common Stock (2627) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Phantom Stock Units $ BMI Common Stock (1877.78) 1877.78 Direct

Footnotes

F1: Stock options 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 a one-time stock option grant valued at $50,000 calculated by dividing $50,000 by the Black-Scholes value on the Friday following the annual meeting.

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

F3: Each share of phantom stock is the economic equivalent of one share of common stock. The shares of phantom stock become payable, based on the plan choices, upon the reporting person's termination of service as a director.