BADGER METER INC
For the period ended Dec 31, 2023. Filed Feb 16, 2024.
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FY2023 · Filed Feb 16, 2024
BMI$159.18+0.6%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Exhibit Index
| EXHIBIT NO. | EXHIBIT DESCRIPTION |
| (3) | Restated Articles of Incorporation (as in effect as of August 8, 2008). |
| [Incorporated by reference to Exhibit (3.2) to Badger Meter, Inc.’s Quarterly Report on Form 10-Q for the period ended September 30, 2008 (Commission File No. 001-06706)]. | |
| (3.1) | Articles of Amendment to the Restated Articles of Incorporation of Badger Meter, Inc.[Incorporated by reference to Exhibit (3.1) to Badger Meter, Inc.'s Form 8-K, filed on May 1, 2023 (Commission File No. 001-06706)] |
| (3.2) | Restated By-Laws (as amended and restated as of March 30, 2020). |
| [Incorporated by reference to Exhibit (3) to Badger Meter, Inc.’s Quarterly Report on Form 10-Q filed for the period ended March 31, 2020 (Commission File No. 001-06706)]. | |
| (4) | Credit Agreement dated July 8, 2021 among Badger Meter, Inc. and each lender and agent listed on the signature pages thereof[Incorporated by reference from Exhibit (10.1) to Badger Meter, Inc.’s Current Report on Form 8-K, filed on July 9, 2021 (Commission File No. 001-06706)]. |
| (4.1) | Amendment to Credit Agreement dated January 20, 2023 among Badger Meter, Inc. and the lender and agent listed on the signature pages thereof[Incorporated by reference from Exhibit (4.1) to Badger Meter, Inc's Annual Report on Form 10-K filed for the period ended December 31, 2022 (Commission File No. 001-06706)] |
| (4.2) | Description of Securities of the Registrant.[Incorporated by reference from Exhibit (4.5) to Badger Meter, Inc.’s Annual Report on Form 10-K for the period ended December 31, 2019 (Commission File No. 001-06706)]. |
| (10)* | Badger Meter, Inc. Employee Savings and Stock Ownership Plan.[Incorporated by reference from Exhibit (10) to Badger Meter, Inc.’s Annual Report on Form 10-K for the period ended December 31, 2019 (Commission File No. 001-06706)]. |
| (10.1)* | Key Executive Employment and Severance Agreement between Badger Meter, Inc. and Kenneth C. Bockhorst.[Incorporated by reference from Exhibit (10.1) to Badger Meter, Inc.’s Annual Report on Form 10-K for the period ended December 31, 2020 (Commission File No. 001-06706)].. |
| (10.2)* | Amended and Restated Badger Meter, Inc. Executive Supplemental Plan. |
| [Incorporated by reference from Exhibit (10.13) to Badger Meter, Inc.’s Annual Report on Form 10-K for the period ended December 31, 2008 (Commission File No. 001-06706)]. | |
| (10.3)* | Amended and Restated Badger Meter, Inc. Deferred Compensation Plan. |
| [Incorporated by reference from Exhibit (10.14) to Badger Meter, Inc.’s Annual Report on Form 10-K for the period ended December 31, 2008 (Commission File No. 001-06706)]. | |
| (10.4)* | Amended and Restated Deferred Compensation Plan for Certain Directors. |
| [Incorporated by reference from Exhibit (10.15) to Badger Meter, Inc.’s Annual Report on Form 10-K for the period ended December 31, 2008 (Commission File No. 001-06706)]. | |
| (10.5)* | Amended and Restated Executive Supplemental Plan II. |
| [Incorporated by reference from Exhibit (10) to Badger Meter, Inc.’s Quarterly Report on Form 10-Q for the period ended September 30, 2020 (Commission File No. 001-06706)]. |
| EXHIBIT NO. | EXHIBIT DESCRIPTION |
| (10.6)* | Badger Meter, Inc. 2021 Omnibus Incentive Plan. |
| [Incorporated by reference to Exhibit (10.1) to Badger Meter, Inc.’s Form 8-K, filed on April 30, 2021 (Commission File No. 001-06706)]. | |
| (10.7)* | Badger Meter, Inc. 2021 Omnibus Incentive Plan form of Performance Share Award Agreement |
| [Incorporated by reference to Exhibit (10.2) to Badger Meter, Inc.’s Current Report on Form 8-K, filed on April 30, 2021 (Commission File No. 001-06760)]. | |
| (10.8)* | Badger Meter, Inc. 2021 Incentive Plan form of Restricted Stock Award Agreement |
| [Incorporated by reference to Exhibit (10.3) to Badger Meter, Inc.’s Form 8-K, dated April 30, 2021 (Commission File No. 001-06760)]. | |
| (10.9)* | Form of the Key Executive Employment and Severance Agreements between Badger Meter, Inc. and certain other executive officers.[Incorporated by reference from Exhibit (10.9) to Badger Meter, Inc.’s Annual Report on Form 10-K for the period ended December 31, 2020 (Commission File No. 001-06706)]. |
| (21) | Subsidiaries of the Registrant. |
| (23) | Consent of Ernst & Young LLP. |
| (31) | Certification by the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| (31.1) | Certification by the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| (32) | Certification of Periodic Financial Report by the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| (97) | Badger Meter Inc. Compensation Recovery Policy |
| (99) | Definitive Proxy Statement for the Annual Meeting of Shareholders to be held April 26, 2024. To be filed with the Securities and Exchange Commission under Regulation 14A within 120 days after the end of the Registrant’s fiscal year. With the exception of the information incorporated by reference into Items 10, 11, 12, 13 and 14 of this Annual Report on Form 10-K, the definitive Proxy Statement is not deemed filed as part of this report. |
| (101) | The following materials from the Company's Annual Report on Form 10-K for the year ended December 31, 2023 formatted in Inline Extensible Business Reporting Language (XBRL): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Shareholders' Equity, (vi) Notes to Consolidated Financial Statements, tagged as blocks of text, (vii) document and entity information, and (viii) the information in Part II, Item 9B Other Information |
| (104) | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
- A management contract or compensatory plan or arrangement.
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