UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
_______________________
Date of Report
(Date of earliest
event reported): April 30, 2010
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Badger Meter, Inc.
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(Exact name of registrant as specified in its charter)
Wisconsin 1-6706 39-0143280
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
4545 W. Brown Deer Rd., Milwaukee, Wisconsin 53223
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(Address of principal executive offices, including zip code)
(414) 355-0400
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(Registrant's telephone number, including area code)
Not Applicable
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(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:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 5.07. Submission of Matters to a Vote of Security Holders.
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The Annual Meeting of Shareholders of Badger Meter, Inc. (the "Company")
was held on April 30, 2010. Matters submitted to shareholders at the meeting
and the voting results thereof were as follows:
Election of Directors. The shareholders of the Company elected each of the
director nominees proposed by the Company's Board of Directors to serve until
the 2011 Annual Meeting of Shareholders or until their successor is duly elected
and qualified. The following is a breakdown of the voting results:
DIRECTOR VOTES FOR WITHHELD NON-VOTES
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Ronald H. Dix 9,986,092 170,505 1,726,277
Thomas J. Fischer 9,907,704 248,893 1,726,277
Gale E. Klappa 9,955,702 200,895 1,726,277
Richard A. Meeusen 9,562,812 593,785 1,726,277
Andrew J. Policano 9,912,758 243,839 1,726,277
Steven J. Smith 9,967,581 189,016 1,726,277
John J. Stollenwerk 9,828,085 328,512 1,726,277
Todd J. Teske 9,998,709 157,888 1,726,277
Appointment of Ernst & Young LLP as Independent Registered Public
Accounting Firm. The shareholders of the Company ratified the appointment of
Ernst & Young LLP as the Company's independent registered public accounting
firm. The following is a breakdown of the voting results:
VOTES
VOTES FOR AGAINST ABSTENTIONS NON-VOTES
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11,813,172 29,300 40,402 0
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.
Date: May 3, 2010 By: /s/ William R. A. Bergum
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William R. A. Bergum
Vice President - General Counsel
and Secretary