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
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5                       
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

ADAMS TODD A.
2. Issuer Name and Ticker or Trading Symbol

BADGER METER INC [ BMI ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

4545 W. BROWN DEER ROAD
3. Date of Earliest Transaction (MM/DD/YYYY)

11/8/2019
(Street)

MILWAUKEE, WI 53223
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Units  (1)11/8/2019  A (2)  65.177     (1) (1)BMI Common Stock 65.177 $53.70 7345.863 D  
Stock Options $38.55           5/5/2018 5/5/2027 BMI Common Stock 2627  2627 D  

Explanation of Responses:
(1) Due to a broker administrative error, a sale on December 11, 2018 of 4,000 shares was mistakenly reported when in fact such sale did not occur. This amended report retracts that reported sale. In fact, the actual sale occurred on December 13, 2018. The number of shares reflected in this Column 5 following the corrected transactions is the number currently owned by the Reporting Person.
(2) The phantom stock units were accrued in Mr. Adams' Badger Meter, Inc. Director Deferred Compensation Plan account as payment for the November 2019 Board fee in the amount of $3,500. The phantom stock units were computed at $53.70, the 9/30/2019 closing price of the Company's stock, as required by the plan.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
ADAMS TODD A.
4545 W. BROWN DEER ROAD
MILWAUKEE, WI 53223
X



Signatures
/s/ William R.A. Bergum, Attorney-in-Fact for Todd A. Adams11/12/2019
**Signature of Reporting PersonDate

Badger Meter (NYSE:BMI)
Historical Stock Chart
From May 2020 to Jun 2020 Click Here for more Badger Meter Charts.
Badger Meter (NYSE:BMI)
Historical Stock Chart
From Jun 2019 to Jun 2020 Click Here for more Badger Meter Charts.