Sec Form 4 Filing - SMILEY BEVERLY L P @ BADGER METER INC - 2016-04-22

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
SMILEY BEVERLY L P
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-Controller
(Last) (First) (Middle)
4545 W. BROWN DEER ROAD, P.O. BOX 245036
3. Date of Earliest Transaction (MM/DD/YY)
04/22/2016
(Street)
MILWAUKEE, WI53224-9536
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 04/22/2016 S 715 D $ 70.8 53,285 D
Common Stock 04/25/2016 S 3,785 D $ 70.9227 ( 1 ) 49,500 D
Common Stock 6,354.8683 I ESSOP
Common Stock 1,739 I Restricted Stock
Common Stock 630 I Family
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options $ 36.59 05/06/2012 05/06/2021 BMI Common Stock 240 240 D
Stock Options $ 36.15 05/04/2013 05/04/2022 BMI Common Stock 640 640 D
Stock Options $ 51.29 03/01/2014 03/01/2023 BMI Common Stock 473 473 D
Stock Options $ 54.36 03/07/2015 03/07/2024 BMI Common Stock 725 725 D
Stock Options $ 56.66 03/06/2016 03/06/2025 BMI Common Stock 967 967 D
Stock Options $ 67.95 03/04/2017 03/04/2026 BMI Common Stock 1,032 1,032 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SMILEY BEVERLY L P
4545 W. BROWN DEER ROAD
P.O. BOX 245036
MILWAUKEE, WI53224-9536
VP-Controller
Signatures
Beverly L. Smiley 04/25/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The price in Column 4 is a weighted average price. The prices actually received ranged from $70.50 to $71.25. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing an average weighted price.

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).

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