Badger Meter (BMI): what its 10-K says it depends on

Customers

Water utilities

earns from · approximately 89% of Net Sales in 2025named as a risk

As a supplier of products and software, the majority of which are to water utilities, we may be adversely affected by global economic conditions, rising interest rates, delays in governmental programs created to stimulate the economy, and the impact of government budget cuts or partial shutdowns of governmental operations that affect our customers, including independent distributors, large city utilities, public and private water companies and numerous smaller water utilities.Risk factors (Item 1A)

Suppliers

Single-source brass castings, resins and electronic subassemblies suppliers

depends onnamed as a risk

There are multiple sources for these raw materials and components, but the Company relies on single suppliers for certain brass castings, resins and electronic subassemblies.Business (Item 1)

Partners and platforms

Telecommunication providers (cellular networks)

depends onnamed as a risk

The pace of that change is largely outside of the Company’s control and the sun-setting of a network may have an adverse impact on the Company, however, we have strong relationships with telecommunication providers that assist in mitigating this risk.Risk factors (Item 1A)

Other companies

International Association of Machinists District 10

108 employees

There are 108 employees covered by a collective bargaining agreement with District 10 of the International Association of Machinists.Business (Item 1)

Competitors

Sensus (Xylem Inc.)

competes with

Across the Company's BlueEdge suite of offerings, organizations such as Sensus (Xylem Inc.), Neptune (Roper Technologies, Inc.), Hach (Veralto Corp.), Itron Inc., Aclara (Hubbell Inc.), Mueller Water Products Inc., Kamstrup and others have select elements of competitive hardware, communication and/or software solutions.Business (Item 1)

Neptune (Roper Technologies, Inc.)

competes with

Across the Company's BlueEdge suite of offerings, organizations such as Sensus (Xylem Inc.), Neptune (Roper Technologies, Inc.), Hach (Veralto Corp.), Itron Inc., Aclara (Hubbell Inc.), Mueller Water Products Inc., Kamstrup and others have select elements of competitive hardware, communication and/or software solutions.Business (Item 1)

Itron Inc.

competes with

Across the Company's BlueEdge suite of offerings, organizations such as Sensus (Xylem Inc.), Neptune (Roper Technologies, Inc.), Hach (Veralto Corp.), Itron Inc., Aclara (Hubbell Inc.), Mueller Water Products Inc., Kamstrup and others have select elements of competitive hardware, communication and/or software solutions.Business (Item 1)

Mueller Water Products Inc.

competes with

Across the Company's BlueEdge suite of offerings, organizations such as Sensus (Xylem Inc.), Neptune (Roper Technologies, Inc.), Hach (Veralto Corp.), Itron Inc., Aclara (Hubbell Inc.), Mueller Water Products Inc., Kamstrup and others have select elements of competitive hardware, communication and/or software solutions.Business (Item 1)

Hach (Veralto Corp.)

competes with

Across the Company's BlueEdge suite of offerings, organizations such as Sensus (Xylem Inc.), Neptune (Roper Technologies, Inc.), Hach (Veralto Corp.), Itron Inc., Aclara (Hubbell Inc.), Mueller Water Products Inc., Kamstrup and others have select elements of competitive hardware, communication and/or software solutions.Business (Item 1)

Aclara (Hubbell Inc.)

competes with

Across the Company's BlueEdge suite of offerings, organizations such as Sensus (Xylem Inc.), Neptune (Roper Technologies, Inc.), Hach (Veralto Corp.), Itron Inc., Aclara (Hubbell Inc.), Mueller Water Products Inc., Kamstrup and others have select elements of competitive hardware, communication and/or software solutions.Business (Item 1)

Emerson Electric Company

competes with

They include, among others, Emerson Electric Company, Krohne Messtechnik GmbH, Endress+Hauser AG, Yokogawa Electric Corporation and Cameron International.Business (Item 1)

Places

Mexico

operates innamed as a risk

These tariffs are likely to increase the cost of raw materials essential to our manufacturing processes, particularly within our manufacturing facilities in Mexico and Europe, which could have an adverse impact on our results of operations.Risk factors (Item 1A)

Also named by AAP, AME, AMRC, ANET, AOS, ARES, AYI, AZO and 83 more

Europe

operates innamed as a risk

These tariffs are likely to increase the cost of raw materials essential to our manufacturing processes, particularly within our manufacturing facilities in Mexico and Europe, which could have an adverse impact on our results of operations.Risk factors (Item 1A)

Also named by ADSK, AME, AMRC, ATR, BCSF, BKNG, BMY, CARR and 60 more

North America

concentrated in

The largest geographic market in which the Company operates is North America, primarily the United States.Business (Item 1)

Also named by ALSN, AOS, CAG, CAT, CHRW, CLS, CPB, CW and 19 more

Nogales, Mexico

operates in

Additionally, the Company has sales, distribution and manufacturing facilities in Neuffen, Germany and Vienna, Austria; sales and customer service offices in Mexico, United Kingdom, Singapore, China, Denmark, United Arab Emirates and other similar locations throughout the world; manufacturing facilities in Nogales, Mexico, Brno, Czech Republic and Bern, Switzerland; and a development facility in Luleå, Sweden.Business (Item 1)

Hazards

Drought

Drought conditions could drive higher demand for smart water solutions that advance conservation efforts in residential and commercial applications.Risk factors (Item 1A)

Also named by AESI, AM, AWK, BF/B, CEG, EOG, ES, FPI and 8 more

Commodities and inputs

Copper

exposed to its pricenamed as a risk

We are affected by the availability and prices for raw materials and component parts, including purchased castings made of metal or alloys (such as brass, which uses copper as its main component, aluminum, stainless steel, cast iron and bismuth), plastic resins, microprocessors and other electronic subassemblies, and components that are used in the manufacturing process.Risk factors (Item 1A)

Also named by AAON, AGX, AMKR, APG, APH, APLD, BWA, CARR and 58 more

Brass

exposed to its pricenamed as a risk

We are affected by the availability and prices for raw materials and component parts, including purchased castings made of metal or alloys (such as brass, which uses copper as its main component, aluminum, stainless steel, cast iron and bismuth), plastic resins, microprocessors and other electronic subassemblies, and components that are used in the manufacturing process.Risk factors (Item 1A)

Also named by EMR, FBIN, LECO, MAS, MLI, WTS

Plastic resins

exposed to its pricenamed as a risk

We are affected by the availability and prices for raw materials and component parts, including purchased castings made of metal or alloys (such as brass, which uses copper as its main component, aluminum, stainless steel, cast iron and bismuth), plastic resins, microprocessors and other electronic subassemblies, and components that are used in the manufacturing process.Risk factors (Item 1A)

Also named by L

Microprocessors

depends onnamed as a risk

In addition, we rely on single suppliers for microprocessors, castings and components in several of our product lines and the loss of such suppliers could temporarily disrupt operations in the short term.Risk factors (Item 1A)

Regulators

Office of Foreign Assets Control (OFAC)

subject tonamed as a risk

We may also be subject to legal liability and reputational damage if we violate U.S. trade sanctions administered by the U.S. Treasury Department’s Office of Foreign Assets Control (OFAC), the European Union, the United Nations and trade sanction laws, such as the Iran Threat Reduction and Syria Human Rights Act of 2012 or Russian and Belarus Financial Sanctions Act of 2022.Risk factors (Item 1A)

Also named by ABNB, ADP, AIG, APP, BMNR, BPOP, CAT, CHRW and 46 more

Laws and programs

U.S. Foreign Corrupt Practices Act (FCPA)

subject tonamed as a risk

In foreign countries where we operate, a risk exists that our employees, third party partners or agents could engage in business practices prohibited by applicable laws and regulations, such as the FCPA.Risk factors (Item 1A)

Also named by A, ADBE, ADP, AIR, AJG, ALB, AME, AMZN and 112 more

United States-Mexico-Canada Agreement (USMCA)

subject tonamed as a risk

The cancelation or significant modification of the United States - Mexico - Canada Agreement (USMCA) could lead to an increase in tariff costs and other supply chain disruptions.Risk factors (Item 1A)

Also named by AYI, BWA, CLF, CMI, CP, CW, DCH, DE and 29 more

U.S. import tariffs

subject tonamed as a risk

Further, increased tariffs on imports into the United States, including those from China, Mexico, Canada and Europe could harm our sales and results of operations.Risk factors (Item 1A)

Also named by AOS, APLD, BJ, CAVA, CVLG, CVS, DKS, DTE and 18 more

Federal funding for municipal water

earns fromnamed as a risk

Therefore, a downturn in general economic conditions, as well as in the municipal water market, rising interest rates, delays in the timing or amounts of possible annual federal funding, government budget cuts or partial shutdowns of governmental operations, or the availability of funds to municipalities could result in a reduction in demand for our products and services and could have a material adverse effect on our business, results of operations and overall financial performance.Risk factors (Item 1A)

Radio frequency licensing

subject tonamed as a risk

We are subject to a variety of laws in various countries and markets, such as those regulating lead or other material content in certain of our products, the handling, recycling and disposal of certain electronic and other materials, the use and/or licensing of radio frequencies necessary for radio products, cybersecurity, data privacy and protection, as well as customs and trade practices.Risk factors (Item 1A)

Technology

Advanced metering infrastructure (AMI)

earns from · approximately 40% of water meters installed in the United States

The Company estimates that approximately 40% of water meters installed in the United States have been converted to AMI systems.Business (Item 1)

Static water meters

competes withnamed as a risk

Static water metering has lower barriers to entry than mechanical metering that could affect the competitive landscape in North America.Risk factors (Item 1A)