SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: December 31, 2014
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
GRAS HORST

(Last) (First) (Middle)
NURTINGER STR. 76

(Street)
NEUFFEN 2M 72639

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BADGER METER INC [ BMI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP-International
3. Date of Earliest Transaction (Month/Day/Year)
05/28/2014
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/28/2014 M 600 A $38.69 11,940.616 D
Common Stock 05/28/2014 M 240 A $38.41 12,180.616 D
Common Stock 05/28/2014 M 240 A $36.59 12,420.616 D
Common Stock 05/28/2014 M 320 A $36.15 12,740.616 D
Common Stock 05/28/2014 S 1,400 D $50.2824 11,340.616 D
Common Stock 2,212 I Restricted Stock
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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 $38.69 05/28/2014 M 600 05/01/2010 05/01/2019 BMI Common Stock 600 (1) 0 D
Stock Options $38.41 05/28/2014 M 240 05/07/2011 05/07/2020 BMI Common Stock 240 (1) 240 D
Stock Options $36.59 05/28/2014 M 240 05/06/2012 05/06/2021 BMI Common Stock 240 (1) 480 D
Stock Options $36.15 05/28/2014 M 320 05/04/2013 05/04/2022 BMI Common Stock 320 (1) 960 D
Stock Options $52.81 05/02/2009 05/02/2018 BMI Common Stock 1,500 1,500 D
Stock Options $51.29 03/01/2014 03/01/2023 BMI Common Stock 1,181 1,181 D
Stock Options $54.36 03/07/2015 03/07/2024 BMI Common Stock 1,208 1,208 D
Explanation of Responses:
1. Stock Options are granted on a one-for-one basis.
Remarks:
Horst E. Gras 05/29/2014
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.