-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NmVukhjfipKcCkZUauqo+Y38+pYYPq2O9Dmw9QgN+YkZzwGikUdo9fuK7shiuN7k qzlNrgDg23q2uDD3MthXAw== 0001209191-04-007185.txt : 20040205 0001209191-04-007185.hdr.sgml : 20040205 20040205161844 ACCESSION NUMBER: 0001209191-04-007185 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040204 FILED AS OF DATE: 20040205 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JOHNSON RICHARD E CENTRAL INDEX KEY: 0001227078 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06706 FILM NUMBER: 04570367 MAIL ADDRESS: STREET 1: C/O BADGER METER INC STREET 2: 4545 BROWN DEER RD P O BOX 245036 CITY: MILWAUKEE STATE: WI ZIP: 53224-9536 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BADGER METER INC CENTRAL INDEX KEY: 0000009092 STANDARD INDUSTRIAL CLASSIFICATION: TOTALIZING FLUID METERS & COUNTING DEVICES [3824] IRS NUMBER: 390143280 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4545 WEST BROWN DEER ROAD CITY: MILWAUKEE STATE: WI ZIP: 53223 BUSINESS PHONE: 4143715702 MAIL ADDRESS: STREET 1: 4545 W BROWN DEER RD CITY: MILWAUKEE STATE: WI ZIP: 53223 FORMER COMPANY: FORMER CONFORMED NAME: BADGER METER MANUFACTURING CO DATE OF NAME CHANGE: 19710729 4 1 doc4.xml FORM 4 SUBMISSION X0201 4 2004-02-04 0 0000009092 BADGER METER INC BMI 0001227078 JOHNSON RICHARD E 4545 W. BROWN DEER ROAD P.O. BOX 245036 MILWAUKEE WI 53224-9536 0 1 0 1 Sr. VP-Finance, Treas & CFO Co-trustee, Officers Voting Tr Common Stock 2004-02-04 4 M 0 900.0000 28.5000 A 3083.0000 D Stock Options 28.5000 2004-02-04 4 M 0 900.0000 D 2002-05-18 2011-05-18 Common Stock 900.0000 1800.0000 D In addition to the shares held directly by Mr. Johnson, he also owns 7,837 shares in the Badger Meter Officers' Voting Trust, 258.29 shares in the Company's ESSOP and 5,000 shares in an IRA account. Stock Options are granted on a one-for-one basis. In addition to the 1,800 stock options remaining in the May 18, 2001 grant, the reporting person has options to acquire 19,500 additional shares of Common Stock at varying grant prices and vesting schedules over a ten-year period. Richard E. Johnson 2004-02-04 EX-24.4_29419 3 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned's hereby makes, constitutes and appoints ________ as the undersigned's true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to: (1) prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5 (including any amendments thereto) with respect to the securities of __________________, a _________ corporation (the "Company"), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the "Exchange Act"); (2) seek or obtain, as the undersigned's representative and on the undersigned's behalf, information on transactions in the Company's securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and (3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing. The undersigned acknowledges that: (1) this Power of Attorney authorizes, but does not require, such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information; (2) any documents prepared and/or executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable; (3) neither the Company nor such attorney-in-fact assumes (i) any liability for the undersigned's responsibility to comply with the requirement of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and (4) this Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act. The undersigned hereby gives and grants the foregoing attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney. This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to such attorney-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this _______ day of ___________, ___________. _________________________________ Signature _________________________________ Print Name STATE OF COUNTY OF On this ___________ day of ____________, ______________, ________________ personally appeared before me, and acknowledged that s/he executed the foregoing instrument for the purposes therein contained. IN WITNESS WHEREOF, I have hereunto set my hand and official seal. _________________________________ Notary Public _________________________________ My Commission Expires: -----END PRIVACY-ENHANCED MESSAGE-----