Bandwidth Inc. — Director's Dealing 2018

Feb 22, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Bandwidth Inc. (BAND)
CIK: 0001514416
Period of Report: 2018-02-20

Reporting Person: Bowen Susan (10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-02-20	Warrants	$5.80	X	4919	Disposed	2018-02-22	Class B Common Stock (4919)	Direct
2018-02-20	Class B Common Stock	$	X	4919	Acquired		Class A Common Stock (4919)	Direct
2018-02-20	Class B Common Stock	$	S	1194	Disposed		Class A Common Stock (1194)	Direct

Footnotes

F1: Due to a calculation error, the Reporting Person's Form 3 filed on November 9, 2017 overreported the number of Warrants held by the Reporting Person by 1 Warrant.

F2: The Warrants are currently exercisable.

F3: The shares of Class B Common Stock are convertible in to Class A Common Stock on a 1-to-1 basis at the option of the holder and have no expiration date.

F4: On February 20, 2018, the reporting person exercised a warrant to purchase 4,919 shares of the Issuer's Class B Common Stock for $5.80 a share. The reporting person paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 1,194 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 3,725 shares.