SEC Form 4 · accession 0001209191-15-039468
BADGER METER INC · BMI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard A Meeusen
Officer — Chairman, President & CEO · Director
Period of report
May 4, 2015
Accepted (ET)
May 6, 2015 · 4:59 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000009092
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | May 4, 2015 | J | 8,800 | $63.01 | A | 116,056 | D | |
| Common StockF3 | May 5, 2015 | S | 8,800 | $62.5445 | D | 107,256 | D | |
| Common StockF2 | May 4, 2015 | J | 8,800 | — | D | 20,190 | I | Restricted Stock |
| Common Stock | holding | — | — | — | 4,060 | I | ESSOP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options | $31.41 | holding | — | — | — | May 5, 2007 | May 5, 2016 | BMI Common Stock | 5,400 | 5,400 | D |
| Stock Options | $52.81 | holding | — | — | — | May 2, 2009 | May 2, 2018 | BMI Common Stock | 4,800 | 4,800 | D |
| Stock Options | $38.69 | holding | — | — | — | May 1, 2010 | May 1, 2019 | BMI Common Stock | 9,000 | 9,000 | D |
| Stock Options | $38.41 | holding | — | — | — | May 7, 2011 | May 7, 2020 | BMI Common Stock | 10,200 | 10,200 | D |
| Stock Options | $36.59 | holding | — | — | — | May 6, 2012 | May 6, 2021 | BMI Common Stock | 13,300 | 13,300 | D |
| Stock Options | $36.15 | holding | — | — | — | May 4, 2013 | May 4, 2022 | BMI Common Stock | 18,800 | 18,800 | D |
| Stock Options | $51.29 | holding | — | — | — | Mar 1, 2014 | Mar 1, 2023 | BMI Common Stock | 11,367 | 11,367 | D |
| Stock Options | $54.36 | holding | — | — | — | Mar 7, 2015 | Mar 7, 2024 | BMI Common Stock | 11,812 | 11,812 | D |
| Stock Options | $56.66 | holding | — | — | — | Mar 6, 2016 | Mar 6, 2025 | BMI Common Stock | 12,088 | 12,088 | D |
Explanation of responses
- F1Restricted Stock granted 5/4/2012, pursuant to the Company's 2011 Omnibus Incentive Plan approved by shareholders 4/29/2011, vested after a three-year holding period. The shares vested at the closing price on 5/4/2015 and were transferred to direct ownership.
- F2Price of Badger Meter, Inc. Common Stock on 5/4/2015, the date of vesting, was $63.01/share.
- F3The price in Column 4 is a weighted average price. The shares of common stock were sold in multiple block transactions at prices ranging from $62.35 to $62.69 per share, inclusive. 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 in the block transactions at each price within the range.