Statement of Changes in Beneficial Ownership (4)
March 06 2020 - 4:37PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
GOMEZ GREGORY M |
2. Issuer Name and Ticker or Trading Symbol
BADGER METER INC
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BMI
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP-Flow Instrumentation |
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(Last)
(First)
(Middle)
4545 W. BROWN DEER ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/4/2020 |
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(Street)
MILWAUKEE, WI 53223
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 3/4/2020 | | M | | 4800 | A | $18.075 | 19986 | D | |
| Common Stock | 3/4/2020 | | S | | 4800 | D | $62.098 (1) | 15186 | D | |
| Common Stock | 3/4/2020 | | S | | 907 | D | $62.029 (2) | 14279 | D | |
| Common Stock | | | | | | | | 13014.9778 | I | ESSOP |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Stock Options | $18.075 | 3/4/2020 | | M | | | 4800 | 5/4/2013 | 5/4/2022 | BMI Common Stock | 4800 | (3) | 0 | D | |
| Stock Options | $25.645 | | | | | | | 3/1/2014 | 3/1/2023 | BMI Common Stock | 2836 | | 2836 | D | |
| Stock Options | $27.18 | | | | | | | 3/7/2015 | 3/7/2024 | BMI Common Stock | 2818 | | 2818 | D | |
| Stock Options | $28.33 | | | | | | | 3/6/2016 | 3/6/2025 | BMI Common Stock | 3378 | | 3378 | D | |
| Stock Options | $33.975 | | | | | | | 3/4/2017 | 3/4/2026 | BMI Common Stock | 2886 | | 2886 | D | |
| Stock Options | $36.45 | | | | | | | 3/3/2018 | 3/3/2027 | BMI Common Stock | 2294 | | 2294 | D | |
| Stock Options | $48.20 | | | | | | | 3/2/2019 | 3/2/2028 | BMI Common Stock | 1783 | | 1783 | D | |
| Stock Options | $59.85 | | | | | | | 3/1/2020 | 3/1/2029 | BMI Common Stock | 1813 | | 1813 | D | |
| Explanation of Responses: |
| (1) | The price in Column 4 is a weighted average price. Prices actually received ranged from $62.08 to $62.10. 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 for all transactions reported in this Form 4. |
| (2) | The price in Column 4 is a weighted average price. Prices actually received ranged from $62.00 to $62.25. 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 for all transactions reported in this Form 4. |
| (3) | Stock Options are granted on a one-for-one basis. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
GOMEZ GREGORY M
4545 W. BROWN DEER ROAD
MILWAUKEE, WI 53223 |
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| VP-Flow Instrumentation |
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Signatures
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| /s/ William R.A. Bergum, Attorney-in-Fact for Gregory M. Gomez | | 3/6/2020 |
| **Signature of Reporting Person | Date |
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