Bandwidth Inc. — Director's Dealing 2021

Apr 2, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Bandwidth Inc. (BAND)
CIK: 0001514416
Period of Report: 2021-03-31

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-31	Class A Common Stock	M	766	—	Acquired	1760	Direct
2021-03-31	Class A Common Stock	F	343	$126.74	Disposed	1417	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-31	Restricted Stock Units	$	M	766	Disposed		Restricted Stock Units (766.0)	Direct

Footnotes

F1: This filing relates to the occurrence of a RSU vesting event and associated withholding of shares by the Company to cover the Reporting Person's tax obligations. The shares of Class A Common Stock reported herein remain subject to a lock-up agreement with the initial purchasers of $250 million principal amount of 0.50% convertible senior notes due 2028.

F2: Each Restricted Stock Unit represents a contingent right to receive one share of the Company's Class A Common Stock.

F3: On January 2, 2021, the Reporting Person was granted 6,126 Restricted Stock Units, half of which vest in four equal quarterly installments beginning on March 31, 2021, and the remainder vest in three equal annual installments beginning on January 2, 2023.