BAND insider filing shows restricted stock vesting and planned NASDAQ sales

Rhea-AI Filing Summary

Bandwidth Inc. (BAND) Form 144 notice reports proposed sales of the issuer's common stock by a person for whose account securities have been held. The filing lists three proposed block sales through Morgan Stanley Smith Barney LLC on NASDAQ: 4,000 shares on 08/29/2025, 7,000 shares on 09/02/2025 and 4,000 shares on 09/04/2025, with aggregate market values of $59,000, $103,250 and $59,000 respectively. The filing shows the total shares outstanding as 28,183,017. It discloses recent vesting of restricted stock (8,872 shares on 08/28/2025 and 10,603 shares on 08/30/2025) and lists sales of common stock by Daryl Raiford during May–July 2025 totaling multiple transactions and corresponding gross proceeds. The signer affirms no undisclosed material information and provides the required attestations for Rule 144 notice.

Positive

• Detailed disclosure of planned sales including dates, share counts and aggregate market values
• Broker-dealer identified (Morgan Stanley Smith Barney LLC), indicating transactions through a regulated intermediary
• Acquisition details provided for vested restricted stock (dates and share amounts)
• Past three months sales are listed with dates and gross proceeds, improving transparency

Negative

• Insider sales planned totaling the shares listed on the filing (4,000; 7,000; 4,000) which will increase available shares for trading
• Multiple sales in prior months by the named seller are recorded (May–July 2025), indicating ongoing disposition activity

Insights

Securities Analyst

TL;DR Routine insider filing outlining planned sales and recent vested shares; informative but not materially transformative.

The Form 144 lists scheduled sales through a major brokerage and documents recent restricted stock vesting events. It provides transaction dates, share counts, aggregate market values and the company's shares outstanding, fulfilling disclosure requirements for an intended sale under Rule 144. For investors, this is a transparency filing showing an insider-related supply event rather than an operational or financial development.

Corporate Governance Expert

TL;DR Compliance-focused filing that meets Rule 144 disclosure obligations without indicating governance change.

The filer provides required details: broker, planned sale dates, amounts, acquisition dates and nature (restricted stock vesting), and prior sales in the past three months. The signature representation about lack of undisclosed material information is included. This is a standard insider reporting action and does not by itself signal a governance event or compliance issue.

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	4000	59000.00	28183017	08/29/2025	NASDAQ
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	7000	103250.00	28183017	09/02/2025	NASDAQ
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	4000	59000.00	28183017	09/04/2025	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	08/28/2025	Restricted stock vesting under a registered plan	Issuer			8872	08/28/2025	N/A
Common	08/30/2025	Restricted stock vesting under a registered plan	Issuer			10603	08/30/2025	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
Daryl Raiford c/o Bandwidth Inc. 2230 Bandmate Way Raleigh NC 27607	Common	05/29/2025	2233	32321.11
Daryl Raiford c/o Bandwidth Inc. 2230 Bandmate Way Raleigh NC 27607	Common	05/30/2025	2655	37453.82
Daryl Raiford c/o Bandwidth Inc. 2230 Bandmate Way Raleigh NC 27607	Common	06/02/2025	2630	37862.01
Daryl Raiford c/o Bandwidth Inc. 2230 Bandmate Way Raleigh NC 27607	Common	06/03/2025	3188	46140.24
Daryl Raiford c/o Bandwidth Inc. 2230 Bandmate Way Raleigh NC 27607	Common	07/22/2025	1849	28591.83
Daryl Raiford c/o Bandwidth Inc. 2230 Bandmate Way Raleigh NC 27607	Common	07/23/2025	1136	17778.40

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 sales does the BAND Form 144 disclose?

The filing lists proposed NASDAQ sales through Morgan Stanley Smith Barney LLC of 4,000 shares on 08/29/2025, 7,000 shares on 09/02/2025 and 4,000 shares on 09/04/2025.

Who is reported as having sold Bandwidth (BAND) stock in the past three months?

The filing lists multiple common stock sales by Daryl Raiford occurring on 05/29/2025, 05/30/2025, 06/02/2025, 06/03/2025, 07/22/2025 and 07/23/2025 with corresponding gross proceeds.

What restricted stock vesting events are disclosed in the BAND Form 144?

The filing shows restricted stock vesting under a registered plan of 8,872 shares on 08/28/2025 and 10,603 shares on 08/30/2025.

How many shares outstanding does the filing report for Bandwidth?

The filing reports 28,183,017 shares outstanding.

Through which exchange will the proposed BAND sales occur?

The proposed sales are listed to occur on NASDAQ.