Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * JOHNSON RICHARD E	2. Issuer Name and Ticker or Trading Symbol BADGER METER INC [ BMI ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                      _____ 10% Owner __ X __ Officer (give title below)      _____ Other (specify below) Sr. VP-Admin
(Last)          (First)          (Middle) 4545 W. BROWN DEER ROAD, P.O. BOX 245036	3. Date of Earliest Transaction (MM/DD/YYYY) 2/22/2019
(Street) MILWAUKEE, WI 53224-9536 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	2/22/2019		M		2000	A	$18.295	52000	D
Common Stock	2/22/2019		M		6000	A	$18.075	58000	D
Common Stock	2/22/2019		S		8000	D	$60.737   (1)	50000	D
Common Stock								5138.119	I	ESSOP

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options	$18.295	2/22/2019		M			2000	5/6/2012	5/6/2021	BMI Common Stock	2000	(2)	0	D
Stock Options	$18.075	2/22/2019		M			6000	5/4/2013	5/4/2022	BMI Common Stock	6000	(2)	0	D
Stock Options	$25.645							3/1/2014	3/1/2023	BMI Common Stock	3780		3780	D
Stock Options	$27.18							3/7/2015	3/7/2024	BMI Common Stock	5262		5262	D
Stock Options	$28.33							3/6/2016	3/6/2025	BMI Common Stock	6498		6498	D
Stock Options	$33.975							3/4/2017	3/4/2026	BMI Common Stock	5552		5552	D
Stock Options	$36.45							3/3/2018	3/3/2027	BMI Common Stock	5215		5215	D
Stock Options	$48.20							3/2/2019	3/2/2028	BMI Common Stock	4054		4054	D

Explanation of Responses:
(1)	The price in Column 4 is a weighted average price. The prices actually received ranged from $60.40 to $61.22. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing an average weighted price.
(2)	Stock Options are granted on a one-for-one basis.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
JOHNSON RICHARD E 4545 W. BROWN DEER ROAD P.O. BOX 245036 MILWAUKEE, WI 53224-9536			Sr. VP-Admin

Signatures
/s/ Richard E. Johnson		2/22/2019
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.