Glen E. Tellock
BADGER METERAbout Glen E. Tellock
Independent Lead Director at Badger Meter, Inc. (BMI); age 64; director since 2017 with 8 years of tenure and 100% meeting attendance in 2024. Retired President & CEO of Lakeside Foods (2016–2021); previously CFO and later Chairman, President & CEO of The Manitowoc Company (1991–2015). Currently serves on the boards of WEC Energy Group (Audit & Oversight Committee; designated “audit committee financial expert”) and Nicolet Bankshares (Audit Committee) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lakeside Foods, Inc. | President & CEO | 2016–2021 | Led a private food processor; operational and strategic leadership |
| The Manitowoc Company, Inc. | CFO; President & CEO; Chairman, President & CEO | 1991–2015 | Public company leadership; finance, operations, and governance experience |
External Roles
| Organization | Role | Tenure | Committees |
|---|---|---|---|
| WEC Energy Group | Independent Director | Since 2022 | Audit & Oversight Committee; designated audit committee financial expert; 5 meetings in 2024 |
| Nicolet Bankshares, Inc. | Director | Since May 2023 | Audit Committee member; Audit Committee report signatory (Feb 25, 2025) |
| Astec Industries, Inc. | Director (prior) | 2006–July 2023 | Prior public board service |
Board Governance
- Roles: Lead Independent Director; Chair, Corporate Governance & Sustainability Committee; Member, Compensation & Human Resources Committee .
- Attendance and engagement: Board held 4 regular and 1 special meeting in 2024; independent directors met in closed session after each regular meeting; Tellock had 100% attendance .
- Independence: Board determined Tellock is independent under NYSE and company standards; Audit and Compensation Committees meet NYSE additional independence requirements .
- Lead Director duties: Presides over independent sessions; liaises between independent directors and Chair/CEO; co-develops agendas; participates in CEO performance evaluation; can call meetings of independent directors .
| Committee | Role | 2024 Meetings | Key Functions |
|---|---|---|---|
| Compensation & Human Resources | Member | 3 | Oversees executive and director compensation, equity plans, talent, succession, compensation risk |
| Corporate Governance & Sustainability | Chair | 2 | Board nominations, director performance oversight, ESG oversight, Board effectiveness self-assessments |
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual Board Retainer (cash) | $64,000 | Non-employee director cash retainer |
| Lead Director Fee | $12,000 | Additional annual fee for Lead Director |
| Governance Committee Chair Fee | $5,000 | Additional annual chair fee |
| Total Cash Fees (Tellock) | $81,000 | Reported in Director Compensation table |
- 2025 director pay changes approved: Annual stock grant increased to $100,000 (from $80,000); Lead Director fee to $15,000; Audit Chair fee to $15,000; Compensation Chair fee to $10,000; Governance Chair fee to $6,000; cash retainer unchanged .
Performance Compensation
Non-employee directors do not participate in incentive plans or pensions; director equity is fixed-value stock awards (not performance-based) and may be deferred; no perquisites beyond expense reimbursement .
| Equity Grant Detail | 2024 Grant | Basis/Terms |
|---|---|---|
| Annual stock grant value | $80,000 | Value set by Board; shares determined using 10-day average price |
| 10-day average price used | $176.81 | Average of 10 days ending Apr 29, 2024 |
| Shares granted (rounded down) | 452 | $80,000 ÷ $176.81, rounded down |
| Grant date closing price | $185.76 | Used to compute grant-date value |
| Grant-date fair value (Tellock) | $83,964 | As reported in Director Compensation table |
Recent Form 4 transaction (equity grant):
- Apr 28, 2025: Stock award grant of 494 shares at $215.78 per share; reported value $106,595 .
Other Directorships & Interlocks
| Company | Relationship to BMI | Potential Interlocks/Conflicts |
|---|---|---|
| WEC Energy Group | Utility holding company; Tellock is a director and Audit & Oversight Committee member | No related person transactions disclosed at BMI; independence maintained; committee independence standards met |
| Nicolet Bankshares | Regional bank; Tellock is a director and Audit Committee member | No BMI related party transactions; typical financial services oversight; no interlocks noted affecting BMI |
Expertise & Qualifications
- Executive leadership; Finance/Accounting; Global business; M&A; Manufacturing operations; Legal/Risk/Governance (as identified in BMI skills matrix) .
- Certified Public Accountant; audit oversight experience; audit committee financial expert at WEC .
Equity Ownership
| Metric | Value | As-of | Notes |
|---|---|---|---|
| Beneficial ownership (shares) | 9,732 | Feb 28, 2025 | Less than 0.1% of outstanding; beneficial ownership per proxy |
| Ownership guidelines (directors) | 4× annual Board retainer | Policy | Required within 5 years of election; all non-employee directors met or are within window |
| Hedging/pledging | Prohibited | Policy | No short sales; no hedging; no margin/pledging allowed |
| Related party transactions | None | 2024 | Board disclosed no related person transactions |
Governance Assessment
- Strengths: Lead Independent Director role; chairing Governance committee; 100% attendance; clear independence; robust director ownership guidelines; prohibition on hedging/pledging; no related-party transactions; committee independence per NYSE .
- Compensation alignment: Director pay is modest and market-based, with cash retainer plus fixed-value stock; 2025 adjustments increase equity portion and leadership/chair fees, reinforcing alignment without introducing performance risk .
- Shareholder feedback/say-on-pay context: 92% say-on-pay approval in 2024; active shareholder outreach program including Board refreshment and time-commitment disclosures; supports investor confidence in governance .
- RED FLAGS: None disclosed—no related party transactions, no hedging/pledging, no interlocks issues; outside board limits adopted, and Tellock appears within limits (non-executive directors capped at four public boards) .
Director Compensation (Tellock) – 2024
| Component | Amount ($) | Source |
|---|---|---|
| Fees Earned or Paid in Cash | 81,000 | |
| Stock Awards | 83,964 | |
| Total | 164,964 |
Insider Trades (BMI)
| Date | Type | Shares | Price | Value | Source |
|---|---|---|---|---|---|
| Apr 28, 2025 | Stock Award (Grant) | 494 | $215.78 | $106,595 |
Additional Governance Policies and Signals
- Committee Independence: Audit and Compensation Committees meet NYSE additional independence standards; director independence standards detailed in proxy .
- Executive Sessions: Independent directors meet in executive session after each regular Board meeting; Lead Director presides .
- Director Compensation Structure Changes (2025): Increased equity grant and leadership/chair fees; cash retainer unchanged; directors can defer compensation; no perquisites beyond legitimate expenses .
- Compensation Committee Interlocks: None; no insider participation .
THE BOARD AND COMMITTEE DATA ABOVE ARE DRAWN FROM BADGER METER’S 2025 DEF 14A AND PUBLIC COMPANY FILINGS FOR WEC ENERGY GROUP AND NICOLET BANKSHARES, WITH CITATIONS PROVIDED.