Stuyvenberg Matthew L 4

4 · BADGER METER INC · Filed Feb 17, 2026

AI-generated summary of this filing

Updated Feb 17, 2026

Badger Meter EVP Matthew Stuyvenberg Receives Stock Award

What Happened

Matthew L. Stuyvenberg, EVP—SaaS International, Utility & Commercial at Badger Meter (BMI), had two award-type acquisitions reported on Feb 12, 2026.
- 1,589 performance stock units (PSUs) were approved as earned (award code A). Price is reported as N/A because these are performance awards; they were approved by the Compensation & HR Committee on Feb 12, 2026 and are scheduled to vest on March 3, 2026 (convert 1:1 into common stock).
- 49.45 shares were acquired in the participant’s unitized 401(k) ESSOP account (award code A) at a valuation of $174.41 per share, total value ≈ $8,625.

Key Details

Transaction date: Feb 12, 2026 (reported on Form 4 filed Feb 17, 2026).
Prices/values: PSUs reported at N/A (award); ESSOP shares valued at $174.41/share → $8,625 total.
Shares owned after transaction: not specified in the provided filing.
Notable footnotes:
- PSUs were granted March 3, 2023 for the 2023–2025 performance period and were approved as earned on Feb 12, 2026; vesting occurs Mar 3, 2026 and PSUs convert 1-for-1 into common stock.
- The 49.45 shares represent ESSOP (401(k)) unitized share equivalents (contributions and match) calculated using a year-end stock price.
Filing timeliness: Form 4 filed Feb 17, 2026 (no indication in the filing of a late-report legend).

Context

PSUs are performance-based awards subject to committee approval and continued employment through the vesting date; they are not an immediate open-market purchase or sale.
ESSOP/unitized 401(k) share equivalents reflect retirement plan activity (employee contributions and employer match) and are routine, not necessarily a direct signal of insider market view.

Form 4

Period: 2026-02-12

EVP-SaaS Intl Utility & Comm'l

Transactions

Award
Common Stock
[F1][F3][F2]
2026-02-12+1,589→ 5,977 total
Award
Common Stock
[F4][F5]
2026-02-12$174.41/sh+49.45$8,625→ 1,291.36 total(indirect: ESSOP)

Footnotes (5)

[F1]On March 3, 2023, the Reporting Person was granted Performance Stock Units ("PSUs"), the amount of which was subject to the achievement of certain performance criteria for the 2023-2025 performance period. The shares reported represent the number of PSUs that were earned as a result of the achievement of such performance criteria and approved by the Compensation and Human Resources Committee of the Board on February 12, 2026. The earned value of these shares is now subject to vesting, which will occur on March 3, 2026.
[F2]Represents the number of shares of common stock issued upon the vesting of PSUs granted on March 3, 2023 for the 2023-2025 performance period, based on the third anniversary of the grant date subject to both performance achievement approval and continued employment through such date.
[F3]PSUs convert into common stock on a one-for-one basis
[F4]Represents share equivalents of Badger Meter stock accumulated during 2025 and early 2026 in the participant's unitized 401(k) component of the ESSOP, including contributions and match.
[F5]Year end stock price for Badger Meter Common Stock used to calculate the ESSOP unitized share equivalents.

Signature

/s/ William R.A. Bergum, Attorney-in-Fact for Matthew L. Stuyvenberg|2026-02-17

1 file