UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report
(Date of earliest event reported):
Badger Meter, Inc.
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation) |
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(Commission file number) |
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(IRS employer identification no.) |
(Address of principal executive offices, including zip code)
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(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Trading Symbol(s) |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 14, 2022, Gregory M. Gomez, Vice President-Global Flow Instrumentation, International Water and Business Development of Badger Meter, Inc (the “Company”), gave notice of his plans to retire effective September 30, 2022.
In recognition of Mr. Gomez’s contributions to the Company during his 38 years of service, he will receive a one-time cash payment at retirement of $200,000, will participate in the 2022 annual bonus plan on a pro-rata basis through September 30, 2022, will participate in full in the 2020-2022 cash Long Term Incentive Plan (“LTIP”) and will have three years from retirement to exercise any vested options. Specifics of the annual bonus and LTIP plans are described in the “Compensation Discussion and Analysis” section of the Company’s Definitive Proxy Statement for the 2021 Annual Meeting of Shareholders, filed with the U.S. Securities and Exchange Commission on March 19, 2021. All unvested equity awards at retirement will be forfeited.
The Company intends to begin an external search for a replacement.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
BADGER METER, INC.
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Date: February 16, 2022 |
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By: |
/s/ William R.A. Bergum |
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William R.A. Bergum |
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Vice President–General Counsel and Secretary |
Document and Entity Information |
Feb. 14, 2022 |
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| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Feb. 14, 2022 |
| Entity Registrant Name | BADGER METER INC |
| Entity Central Index Key | 0000009092 |
| Entity Emerging Growth Company | false |
| Entity File Number | 1-6706 |
| Entity Incorporation State Country Code | WI |
| Entity Tax Identification Number | 39-0143280 |
| Entity Address, Address Line One | 4545 W. Brown Deer Rd. |
| Entity Address City Or Town | Milwaukee |
| Entity Address State Or Province | WI |
| Entity Address Postal Zip Code | 53223 |
| City Area Code | 414 |
| Local Phone Number | 355-0400 |
| Entity Information, Former Legal or Registered Name | Not Applicable |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock |
| Trading Symbol | BMI |
| Security Exchange Name | NYSE |