Form 8-K BADGER METER INC For: Nov 11

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported)       November 11, 2016

Badger Meter, Inc.
(Exact name of Registrant as Specified in Charter)

Registrant’s telephone number, including area code:      (414) 355-0400

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))

Item 5.02          Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 11, 2016, Badger Meter, Inc. (the “Company”) issued a press release announcing that the Board of Directors increased the number of Directors constituting the Board by one to a total of nine.  On that date, the Board of Directors appointed James F. Stern to fill a vacancy and to serve until the Company’s next Annual Meeting of Shareholders scheduled for April 28, 2017.  

Mr. Stern will receive compensation consistent with the Company’s other non-employee Directors as described under “Director Compensation Table and Components of Director Compensation in the Company’s 2016 Proxy Statement filed with the U.S. Securities and Exchange Commission on March 8, 2016.

A copy of the press release issued by the Company announcing the foregoing is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01          Financial Statements and Exhibits.

                          (a)            Financial Statements of Business Acquired.

                          Not applicable.

                          (b)            Pro Forma Financial Information.

                          Not applicable.

                          (c)            Shell Company Transactions.

                          Not applicable.

                         (d)            Exhibits.

                         The exhibit filed herewith is as listed in the accompanying Exhibit Index.

SIGNATURES

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.

Exhibit Index to Current Report on Form 8-K
Dated November 11, 2016

-4-

Exhibit 99.1

Badger Meter Declares Regular Quarterly Dividend and Appoints James F. Stern to Board of Directors

MILWAUKEE--(BUSINESS WIRE)--November 11, 2016--The Badger Meter, Inc. (NYSE: BMI) Board of Directors today declared a regular quarterly cash dividend of $0.115 per share to shareholders of record November 30, 2016, payable December 15, 2016.

The company also announced that James F. Stern, 54, executive vice president, general counsel and secretary of A.O. Smith Corporation, has been appointed a director of the company to fill the vacancy created when the Board of Directors increased the number of directors constituting the Board by one to a total of nine. Stern has more than 25 years of experience in management, corporate governance and mergers & acquisitions. He joined A.O. Smith in 2007 and, in addition to his corporate development involvement, has for the past several years chaired the company’s global water treatment steering committee, focusing on strategy, expansion and alignment of the company’s water treatment businesses. Prior to joining A.O. Smith, Stern was a partner in the transactional & securities practice group of Foley & Lardner LLP in Milwaukee, Wisconsin.

“Jim brings a wealth of public-company executive leadership experience to our board. His background in the water technology industry and in corporate strategic and operational issues will be especially valuable to our board and management team,” said Richard A. Meeusen, chairman, president and chief executive officer of Badger Meter.

About Badger Meter

Badger Meter is an innovator in flow measurement, control and communications solutions, serving water utilities, municipalities, and commercial and industrial customers worldwide. The Company’s products measure water, oil, chemicals, and other fluids, and are known for accuracy, long-lasting durability and for providing valuable and timely measurement data. For more information, visit www.badgermeter.com.

Badger Meter company news is available
24 hours a day, on-line at: http://www.badgermeter.com.

CONTACT:
Badger Meter, Inc.
Dawn O’Neill, (414) 371-7276

---

Serious News for Serious Traders! Try StreetInsider.com Premium Free!

---

You May Also Be Interested In

• Badger Meter (BMI) PT Raised to $180 at Baird
• Man Group PLC : Form 8.3 - Tritax Big Box REIT plc
• NextEra Energy first-quarter 2024 financial results available on company's website