Form 4: Badger Meter Inc. Director Todd A. Adams Reports Acquisition of Phantom Stock Units
SEC Form 4 Filing
Director Todd A. Adams reports acquisition of phantom stock units in Badger Meter Inc. as part of director compensation.
Summary
- Todd A. Adams, a director at Badger Meter Inc., reported the acquisition of 75.43 phantom stock units on January 2, 2025.
- These units were accrued as payment for his 2025 Quarter 1 retainer, valued at $16,000, as part of the Director Deferred Compensation Plan.
- The phantom stock units were computed based on the closing price of Badger Meter Inc.'s common stock on December 31, 2024, which was $212.12 per share.
- Following this transaction, Mr. Adams beneficially owns 14,998.787 derivative securities.
- Each share of phantom stock is the economic equivalent of one share of common stock and becomes payable in cash upon the director's termination of service.
Sentiment
Score: 7
Explanation: The document reflects a routine transaction related to director compensation, indicating stable corporate governance practices. It is neither overwhelmingly positive nor negative.
Future Outlook
The phantom stock units become payable in cash upon the reporting person's termination of service as a director.
Industry Context
This filing is a routine disclosure related to director compensation in the form of phantom stock, a common practice among publicly traded companies to align director interests with shareholder value.
Comparison to Industry Standards
- Director compensation packages often include a mix of cash retainers, stock options, and restricted stock units.
- Phantom stock units are similar to restricted stock units, but they provide a cash payment equivalent to the stock's value upon vesting or termination of service.
- Companies like Xylem, Roper Technologies, and Danaher Corporation also utilize similar compensation strategies for their board members.
Stakeholder Impact
- The transaction has a minor positive impact on shareholders by aligning director interests with the company's long-term performance.
- The compensation structure incentivizes the director to contribute to the company's success.
Key Dates
| Date | Description |
|---|---|
| 12/31/2024 | Closing price of BMI common stock used to calculate phantom stock units ($212.12). |
| 01/02/2025 | Date of transaction: Acquisition of phantom stock units. |
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