Bandwidth Inc. — Director's Dealing 2025

Mar 5, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Bandwidth Inc. (BAND)
CIK: 0001514416
Period of Report: 2025-02-28

Reporting Person: Asbill Richard Brandon (General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-02-28	Class A Common Stock	M	2285	—	Acquired	46644	Direct
2025-02-28	Class A Common Stock	M	4169	—	Acquired	50813	Direct
2025-02-28	Class A Common Stock	M	12291	—	Acquired	63104	Direct
2025-03-03	Class A Common Stock	S	5629	$15.6963	Disposed	57475	Direct
2025-03-04	Class A Common Stock	S	5122	$15.2919	Disposed	52353	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-02-28	Restricted Stock Units	$	M	2285	Disposed		Class A Common Stock (2285)	Direct
2025-02-28	Restricted Stock Units	$	M	4169	Disposed		Class A Common Stock (4169)	Direct

Footnotes

F1: On February 28, 2025, the Reporting Person was granted 12,291 Restricted Stock Units, all of which vested immediately.

F2: Reflects shares sold to cover taxes upon the vesting of Restricted Stock Units on February 28, 2025, pursuant to a Rule 10b5-1 instruction letter adopted by the Reporting Person on March 3, 2023 related solely to tax obligations associated with awards received in connection with Bandwidth Inc. (the "Company") equity compensation programs.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.06 to $16.04. 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.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.20 to $15.45. 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: Each Restricted Stock Unit represents a contingent right to receive one share of the Company's Class A Common Stock.

F6: On November 28, 2022, the Reporting Person was granted 27,424 Restricted Stock Units, one third of which vested on the first anniversary of the date of grant and the remaining shares vest in eight equal quarterly installments beginning on February 28, 2024.

F7: On November 28, 2023, the Reporting Person was granted 50,023 Restricted Stock Units, one third of which vested on the first anniversary of the date of grant and the remaining shares will vest in eight equal quarterly installments beginning on February 28, 2025.