Bandwidth Inc. — Director's Dealing 2020

Jan 3, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Bandwidth Inc. (BAND)
CIK: 0001514416
Period of Report: 2019-12-31

Reporting Person: Hoffman Jeffrey A. (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-12-31	Class A Common Stock	M	1456	—	Acquired	7363	Direct
2020-01-02	Class A Common Stock	M	729	—	Acquired	8092	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-12-31	Restricted Stock Units	$	M	1456	Disposed		Class A Common Stock (1456.0)	Direct
2020-01-02	Restricted Stock Units	$	M	729	Disposed		Class A Common Stock (729.0)	Direct
2020-01-02	Restricted Stock Units	$	A	9794	Acquired		Class A Common Stock (9794.0)	Direct
2020-01-02	Restricted Stock Units	$	A	3722	Acquired		Class A Common Stock (3722.0)	Direct

Footnotes

F1: Each Restricted Stock Unit represents a contingent right to receive one share of the Company's Class A Common Stock.

F2: On January 2, 2019, the Reporting Person was granted 11,654 Restricted Stock Units. One half of the Restricted Stock Units vest in four equal quarterly installments beginning on March 31, 2019. The remaining Restricted Stock Units vest in three equal annual installments beginning on January 2, 2021.

F3: On January 2, 2019, the Reporting Person was granted 2,913 Restricted Stock which vest in four equal annual installments beginning on January 2, 2020.

F4: One half of the Restricted Stock Units vest in four equal quarterly installments beginning on March 31, 2020. The remaining Restricted Stock Units vest in three equal annual installments beginning on January 2, 2022.

F5: The Restricted Stock Units vest in four equal annual installments beginning on January 2, 2021.