false BADGER METER INC 0000009092 0000009092 2020-08-21 2020-08-21




Washington, D.C. 20549







Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934



Date of Report

(Date of earliest event reported):August 21, 2020



              Badger Meter, Inc.             

(Exact name of registrant as specified in its charter)






(State or other jurisdiction

of incorporation)

(Commission file


(IRS employer

identification no.)


  4545 W. Brown Deer Rd., Milwaukee, Wisconsin 53223  

(Address of principal executive offices, including zip code)


           (414) 355-0400           

(Registrant’s telephone number, including area code)


           Not Applicable           

(Former name or former address, if changed since last report)




Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:  

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock


New York Stock Exchange


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.




Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 21, 2020, Trina L. Jashinsky, Vice President-Human Resources and a named executive officer (NEO) of Badger Meter, Inc (the Company), gave notice of her plans to retire effective September 30, 2020 in order to devote time to volunteering, supporting church activities and other philanthropic endeavors.  In recognition of Ms. Jashinsky’s contributions to the Company, she will participate in the 2020 annual bonus plan, on a pro-rata basis through September 30, 2020, despite retiring from the Company prior to completion of the full performance year.  The Company intends to begin an external search for a replacement.



Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.





Date:  August 24, 2020   By:   /s/ William R.A. Bergum

  William R. A. Bergum

Vice President – General Counsel and Secretary


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