Bandwidth Inc. — Director's Dealing 2020

Jun 24, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Bandwidth Inc. (BAND)
CIK: 0001514416
Period of Report: 2020-06-22

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-06-22	Class A Common Stock	C	38166	—	Acquired	40102	Direct
2020-06-22	Class A Common Stock	S	1637	$124.6714	Disposed	38465	Direct
2020-06-22	Class A Common Stock	S	1887	$125.9157	Disposed	36578	Direct
2020-06-22	Class A Common Stock	S	3376	$126.6809	Disposed	33202	Direct
2020-06-22	Class A Common Stock	S	5700	$127.9899	Disposed	27502	Direct
2020-06-22	Class A Common Stock	S	13261	$129.0373	Disposed	14241	Direct
2020-06-22	Class A Common Stock	S	12410	$130.0009	Disposed	1831	Direct
2020-06-22	Class A Common Stock	S	1004	$130.6374	Disposed	827	Direct
2020-06-23	Class A Common Stock	C	48595	—	Acquired	49422	Direct
2020-06-23	Class A Common Stock	S	11333	$124.8816	Disposed	38089	Direct
2020-06-23	Class A Common Stock	S	9043	$125.8918	Disposed	29046	Direct
2020-06-23	Class A Common Stock	S	11060	$126.9399	Disposed	17986	Direct
2020-06-23	Class A Common Stock	S	8837	$128.1605	Disposed	9149	Direct
2020-06-23	Class A Common Stock	S	6522	$128.9863	Disposed	2627	Direct
2020-06-23	Class A Common Stock	S	1800	$129.9272	Disposed	827	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-06-22	Class B Common Stock	$	C	38166	Disposed		Class A Common Stock (38166.0)	Direct
2020-06-23	Class B Common Stock	$	C	48595	Disposed		Class A Common Stock (48595.0)	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 $124.23 to $125.14. 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 $125.25 to $126.23. 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 $126.26 t0 $127.05. 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 $127.53 to $128.50. 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 $128.54 to $129.53. 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 $129.54 to $130.53. 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 $130.55 to $130.83. 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 $124.31 to $125.26. 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.

F11: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $125.40 to $126.36. 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.

F12: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $126.50 to $127.49. 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.

F13: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $127.50 to $128.49. 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.

F14: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $128.51 to $129.43. 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.

F15: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $129.67 to $130.00. 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.