Bandwidth (NASDAQ: BAND) officer preps 3,500-share plan

Rhea-AI Filing Summary

Bandwidth Inc. (BAND) has a notice from officer Devin M. Krupka covering planned sales of company common stock under SEC Rule 144. The filing relates to 4,293 restricted stock units scheduled to vest on August 28, 2026, held in an account at Morgan Stanley Smith Barney LLC Executive Financial Services.

The remarks state that up to 3,500 of these shares may be sold within the next three months pursuant to a Rule 10b5-1 trading plan adopted by Devin M. Krupka on March 13, 2026. The notice also lists two prior sales of Bandwidth common stock by Devin Krupka during the last three months.

Key Figures

Restricted stock units covered: 4,293 shares Shares potentially sold under Rule 10b5-1 plan: 3,500 shares Value of securities held: $198,980.55 +4 more

7 metrics

Restricted stock units covered 4,293 shares Restricted stock units vesting on August 28, 2026

Shares potentially sold under Rule 10b5-1 plan 3,500 shares Maximum shares that may be sold within the next three months

Value of securities held $198,980.55 Associated with 4,293 Bandwidth common shares in the listed account

Shares sold May 29, 2026 1,198 shares Bandwidth common stock sold for $70,496.88

Proceeds from May 29, 2026 sale $70,496.88 Sale of 1,198 Bandwidth common shares

Shares sold June 12, 2026 14,413 shares Bandwidth common stock sold for $943,260.70

Proceeds from June 12, 2026 sale $943,260.70 Sale of 14,413 Bandwidth common shares

Key Terms

Rule 144, Rule 10b5-1 plan, restricted stock units, Attorney-in-Fact

4 terms

Rule 144 regulatory

"See the definition of "person" in paragraph (a) of Rule 144."

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

Rule 10b5-1 plan regulatory

"may be sold within the next three months pursuant to the Rule 10b5-1 plan"

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

restricted stock units financial

"The shares covered by this filing are restricted stock units that vest 08/28/2026."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Attorney-in-Fact regulatory

"Signature | /s/ Lorna A. Knick, Attorney-in-Fact for Devin M. Krupka"

An attorney-in-fact is the person or entity given legal authority through a power of attorney to act on behalf of another for specific tasks, such as signing documents, voting shares, or handling transactions. For investors, this matters because it lets a trusted representative make timely decisions or complete paperwork when the owner cannot, much like handing keys to someone to run errands on your behalf—so checks on scope and limits of that authority are important.

FAQ

What does Bandwidth Inc. (BAND) disclose about Devin Krupka’s planned stock sales?

The notice states that up to 3,500 shares of Bandwidth common stock may be sold within the next three months under a Rule 10b5-1 plan adopted by officer Devin M. Krupka on March 13, 2026.

How many Bandwidth (BAND) restricted stock units are covered in this filing?

The filing covers 4,293 restricted stock units of Bandwidth common stock that are scheduled to vest on August 28, 2026. These RSUs are held in an account at Morgan Stanley Smith Barney LLC Executive Financial Services.

What Bandwidth (BAND) stock sales has Devin Krupka made in the past three months?

The notice lists two sales: 1,198 shares on May 29, 2026 for $70,496.88, and 14,413 shares on June 12, 2026 for $943,260.70.

What trading plan is referenced for Bandwidth (BAND) insider Devin Krupka?

The filing states that sales of up to 3,500 shares may occur under a Rule 10b5-1 plan adopted by Devin M. Krupka on March 13, 2026. This plan governs potential sales over the next three months.

On what date do the Bandwidth (BAND) restricted stock units vest for Devin Krupka?

The restricted stock units covered by this notice are scheduled to vest on August 28, 2026. The filing describes them as "restricted stock units that vest 08/28/2026."

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/28/2026 - 08:45 AM Accepted by SEC EDGAR 08/27/2026 - 08:50 PM Learn about SEC filing dates

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	0001967808
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Bandwidth Inc.
SEC File Number	001-38285
Address of Issuer	2230 BANDMATE WAY RALEIGH NORTH CAROLINA 27607
Phone	800-808-5150
Name of Person for Whose Account the Securities are To Be Sold	Krupka Devin M
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	Officer

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	4293	198980.55	30222760	08/31/2026	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	08/28/2026	Restricted stock vesting under a registered plan	Issuer			4293	08/28/2026	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
Devin Krupka c/o Bandwidth Inc. 2230 Bandmate Way Raleigh NC 27607	Common	05/29/2026	1198	70496.88
Devin Krupka c/o Bandwidth Inc. 2230 Bandmate Way Raleigh NC 27607	Common	06/12/2026	14413	943260.70

144: Remarks and Signature

Remarks	The shares covered by this filing are restricted stock units that vest 08/28/2026. Up to 3,500 of the shares covered by this filing may be sold within the next three months pursuant to the Rule 10b5-1 plan adopted by the Reporting Person on March 13, 2026.
Date of Notice	08/27/2026
Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1	03/13/2026
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	/s/ Lorna A. Knick, Attorney-in-Fact for Devin M. Krupka
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)