BAND insider files Form 144 to sell 3,000 shares via Morgan Stanley

Rhea-AI Filing Summary

Bandwidth Inc. (BAND) Form 144 reports a proposed sale of 3,000 common shares through Morgan Stanley Smith Barney LLC with an aggregate market value of $40,110, and lists the securities exchange as NASDAQ. The filing shows these shares were acquired by restricted stock vesting under a registered plan on 08/08/2025. The filer also disclosed a recent sale of 1,804 shares on 05/29/2025 for $26,111.64.

The notice identifies the seller as Devesh Agarwal c/o Bandwidth Inc. and includes the broker and transaction details required by Rule 144. The filing asserts the seller does not possess undisclosed material adverse information. No earnings, debt, or governance changes are included in this filing.

Positive

• Transparent compliance: The filer provided full transaction details required by Rule 144, including broker, acquisition method, and prior sales.
• Brokered transaction: Sale is routed through Morgan Stanley Smith Barney LLC, indicating execution via a major brokerage channel.

Negative

• Insider sale disclosed: The filing notifies the market of a proposed insider sale of 3,000 shares, which could be perceived negatively by some investors.

Insights

Securities Analyst

TL;DR: Insider plans to sell a small block of vested shares; filing is a routine Rule 144 disclosure with limited market impact.

The Form 144 shows a proposed sale of 3,000 common shares through Morgan Stanley Smith Barney LLC with an aggregate market value of $40,110. The shares were acquired via restricted stock vesting on 08/08/2025, and a prior sale of 1,804 shares on 05/29/2025 generated $26,111.64. For investors, this is a standard compliance disclosure under Rule 144 that notifies the market of an insider sale. The filing contains no operating metrics or valuation changes.

Corporate Governance Expert

TL;DR: Filing demonstrates procedural compliance and a representation regarding material nonpublic information; governance implications appear routine.

The notice identifies the selling person as Devesh Agarwal and includes broker details, acquisition method (restricted stock vesting), and prior sales in the past three months. The signer represents they do not possess undisclosed material adverse information, which is standard language for Form 144. There are no disclosures of related-party transactions, policy changes, or governance actions in this document.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	3000	40110.00	28183017	08/11/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	08/08/2025	Restricted stock vesting under a registered plan	Issuer			7370	08/08/2025	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Devesh Agarwal c/o Bandwidth Inc. 2230 Bandmate Way Raleigh NC 27607	Common	05/29/2025	1804	26111.64

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does Bandwidth (BAND) disclose in this Form 144?

The filing discloses a proposed sale of 3,000 common shares with an aggregate market value of $40,110 to be sold on NASDAQ through Morgan Stanley Smith Barney LLC.

Who is the seller named in the BAND Form 144?

The seller is identified as Devesh Agarwal c/o Bandwidth Inc. at the address listed in the filing.

When were the shares to be sold acquired according to the filing?

The shares were acquired via restricted stock vesting under a registered plan on 08/08/2025.

Has the seller made recent sales of BAND shares?

Yes. The filing discloses a prior sale of 1,804 common shares on 05/29/2025 for $26,111.64.

Does the Form 144 state whether the seller has material nonpublic information?

The filing includes the seller’s representation that they do not know any material adverse information about the issuer that has not been publicly disclosed.