Bandwidth (NASDAQ: BAND) insider plans sale from 2026 RSUs

Rhea-AI Filing Summary

Bandwidth Inc. (BAND) received a notice that Rebecca Bottorff intends to sell common stock under Rule 144. The planned sale covers 3,000 shares of Bandwidth common stock, with an indicated aggregate market value of $139,050.00, to be executed through Morgan Stanley Smith Barney LLC on the NASDAQ.

The securities relate to restricted stock units (RSUs) scheduled to vest on August 28, 2026 under a registered plan. The notice also reports that Bottorff sold 2,176 shares of Bandwidth common stock during the prior three months for $128,047.27. Bandwidth had 30,222,760 common shares outstanding in connection with this notice.

Key Figures

Shares to be sold under Rule 144: 3,000 shares of common stock Aggregate market value of proposed sale: $139,050.00 Shares outstanding: 30,222,760 shares +3 more

6 metrics

Shares to be sold under Rule 144 3,000 shares of common stock Proposed sale for the account of Rebecca Bottorff

Aggregate market value of proposed sale $139,050.00 Total market value for 3,000 Bandwidth common shares

Shares outstanding 30,222,760 shares Bandwidth common shares outstanding in connection with the notice

RSU vesting date 08/28/2026 Vesting date for RSUs underlying the shares to be sold

Prior 3-month sales 2,176 shares Shares of Bandwidth common stock sold on 05/29/2026

Proceeds from prior sale $128,047.27 Total consideration for 2,176 shares sold on 05/29/2026

Key Terms

Rule 144, restricted stock, RSUs, aggregate market value, +1 more

5 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.

restricted stock financial

"Restricted stock vesting under a registered plan"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

RSUs financial

"The shares covered by this filing are RSUs that vest 08/28/2026"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

aggregate market value financial

"3000 | 139050.00 | 30222760 | 08/31/2026 | NASDAQ"

Aggregate market value is the combined price you would pay to buy all outstanding shares of a company or all companies in a group at current market prices — essentially the sum of each stock’s market capitalization. It matters to investors because it shows the overall size and weight of an investment or sector (like the total cost to buy every piece of a puzzle), helps compare scale across companies or markets, and influences index composition and risk exposure.

Attorney-in-Fact regulatory

"Signature | /s/ Lorna A. Knick, Attorney-in-Fact for Rebecca Bottorff"

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 in this Form 144 notice?

The notice states that 3,000 shares of Bandwidth Inc. common stock may be sold under Rule 144, with an aggregate market value of $139,050.00, by or for the account of Rebecca Bottorff through Morgan Stanley Smith Barney LLC on NASDAQ.

How many Bandwidth Inc. (BAND) shares are planned to be sold and at what value?

The filing reports a proposed sale of 3,000 shares of Bandwidth common stock with an aggregate market value of $139,050.00. These shares are to be sold through Morgan Stanley Smith Barney LLC on the NASDAQ market.

What prior sales does the Form 144 report for Bandwidth Inc. (BAND) stock?

The notice reports that Rebecca Bottorff sold 2,176 shares of Bandwidth common stock on May 29, 2026 for total proceeds of $128,047.27 during the three months preceding the new proposed sale.

What is the source of the Bandwidth Inc. (BAND) shares in this Form 144?

The shares are described as restricted stock vesting under a registered plan. The remarks specify that the shares covered are RSUs that vest on August 28, 2026 for the account of Rebecca Bottorff.

How many Bandwidth Inc. (BAND) shares were outstanding in this Form 144?

In connection with the proposed Rule 144 sale, the filing lists 30,222,760 shares of Bandwidth Inc. common stock as outstanding. This figure serves as a reference for the relative size of the proposed 3,000-share sale.

Who is the broker for the proposed Bandwidth Inc. (BAND) share sale?

The proposed sale of 3,000 Bandwidth common shares is to be executed through Morgan Stanley Smith Barney LLC Executive Financial Services, located at 1 New York Plaza, New York, with the shares to be sold on the NASDAQ market.

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

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Available on EDGAR 08/27/2026 - 07:02 PM Accepted by SEC EDGAR 08/27/2026 - 07:01 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	0001804735
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	Bottorff Rebecca
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
Relationship to Issuer	Director

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	139050.00	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			3000	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
Rebecca Bottorff c/o Bandwidth Inc. 2230 Bandmate Way Raleigh NC 27607	Common	05/29/2026	2176	128047.27

144: Remarks and Signature

Remarks	The shares covered by this filing are RSUs that vest 08/28/2026
Date of Notice	08/27/2026
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 Rebecca Bottorff
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)