Liu Xia 4

What Happened
Liu Xia, a director of Badger Meter, received an award of 952 phantom shares on April 27, 2026. The filing reports a per-share value of $122.96, for a total reported value of $117,058. This was an award (code A) — a non-cash, derivative grant rather than an open-market purchase or sale.

Key Details

• Transaction date: 2026-04-27; Form 4 filed: 2026-04-29 (timely filing).
• Transaction type/code: Award/Grant (A), derivative phantom stock.
• Shares/units granted: 952 phantom shares at $122.96 each; total reported value $117,058.
• Shares owned after transaction: Not disclosed in the provided filing.
• Footnotes:
  • F1: Each phantom share equals the economic equivalent of one common share and becomes payable in cash upon the director’s termination of service.
  • F2: Grant made under the 2021 Omnibus Incentive Plan as the board’s annual non-employee director award (target ~ $125,000, rounded to whole shares based on a 10‑day average price).
• Not a sale or open-market purchase — this is compensation for board service.

Context
Phantom stock is a derivative award that tracks the value of common shares but does not transfer actual shares; it typically results in cash payment (per F1) when the director leaves service. Such grants are routine compensation for non-employee directors and should be viewed as pay-related awards rather than a direct signal of insider buying or selling.