Bandwidth Inc. — Director's Dealing 2020

Dec 28, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Bandwidth Inc. (BAND)
CIK: 0001514416
Period of Report: 2020-12-23

Reporting Person: Morken David A. (Director, Chairman & CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-12-23	Class A Common Stock	C	70131	—	Acquired	70958	Direct
2020-12-23	Class A Common Stock	S	70131	$178.9965	Disposed	827	Direct
2020-12-24	Class A Common Stock	C	12778	—	Acquired	13605	Direct
2020-12-24	Class A Common Stock	S	1433	$173.5075	Disposed	12172	Direct
2020-12-24	Class A Common Stock	S	1417	$174.2741	Disposed	10755	Direct
2020-12-24	Class A Common Stock	S	1796	$175.4623	Disposed	8959	Direct
2020-12-24	Class A Common Stock	S	2664	$176.3748	Disposed	6295	Direct
2020-12-24	Class A Common Stock	S	1602	$177.4177	Disposed	4693	Direct
2020-12-24	Class A Common Stock	S	2396	$178.5291	Disposed	2297	Direct
2020-12-24	Class A Common Stock	S	920	$179.2017	Disposed	1377	Direct
2020-12-24	Class A Common Stock	S	550	$180.04	Disposed	827	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-12-09	Class B Common Stock	$	G	62370	Disposed		Class A Common Stock (62370)	Direct
2020-12-23	Class B Common Stock	$	C	70131	Disposed		Class A Common Stock (70131)	Direct
2020-12-24	Class B Common Stock	$	C	12778	Disposed		Class A Common Stock (17778)	Direct

Footnotes

F1: 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.

F2: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $173.00 to $173.99. The reporting person undertakes to provide Bandwidth Inc. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $174.00 to $174.70. The reporting person undertakes to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $175.00 to $175.94. The reporting person undertakes to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $176.00 to $176.99. The reporting person undertakes to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $177.00 to $177.99. The reporting person undertakes to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $178.00 to $178.87. The reporting person undertakes to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F9: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $179.00 to $179.68. The reporting person undertakes to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F10: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $180.00 to $180.09. The reporting person undertakes to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.