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  4. [Form 4] Bandwidth Inc. Insider Trading Activity

Bandwidth CFO sells 4,673 shares near $49

Bandwidth Inc. (BAND) reported insider equity transactions by Chief Financial Officer Raiford Daryl E. On August 28, 2026, he exercised Restricted Stock Units, receiving 11,900 shares of Class A Common Stock at a reported price of $0.00 per share.

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Bandwidth Inc. (BAND) reported insider equity transactions by Chief Financial Officer Raiford Daryl E. On August 28, 2026, he exercised Restricted Stock Units, receiving 11,900 shares of Class A Common Stock at a reported price of $0.00 per share. These shares arose from two RSU grants with scheduled vesting.

On August 31, 2026, he sold a total of 4,673 Class A shares in open-market transactions, including 2,734 shares at a weighted average price of $48.8226 and 1,939 shares at a weighted average price of $49.6021. The sale prices reflect multiple trades within stated intraday ranges.

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Insights

Analyzing...

Insider Raiford Daryl E
Role Chief Financial Officer
Sold 4,673 shs ($230K)
Approx. gross sale proceeds $230K
Type Security Shares Price Value
Sale Class A Common Stock F1 2,734 $48.8226 $133K
Sale Class A Common Stock F2 1,939 $49.6021 $96K
Exercise Restricted Stock Units F3, F4 5,730 $0.00 $0.00
Exercise Restricted Stock Units F3, F5 6,170 $0.00 $0.00
Exercise Class A Common Stock 5,730 $0.00 $0.00
Exercise Class A Common Stock 6,170 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 36,581 contracts (Direct); Class A Common Stock — 35,832 shares (Direct)
Footnotes (5)
  1. F1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.29 to $49.28. The Reporting Person undertakes to provide Bandwidth Inc. (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.
  2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.33 to $49.6351. 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.
  3. F3. Each Restricted Stock Unit represents a contingent right to receive one share of the Company's Class A Common Stock.
  4. F4. On November 28, 2023, the Reporting Person was granted 68,767 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, 2025.
  5. F5. On November 28, 2024, the Reporting Person was granted 74,040 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, 2026.
Shares sold (first tranche) 2,734 shares of Class A Common Stock at $48.8226 per share Open-market sale on 2026-08-31; weighted average price with trades from $48.29–$49.28
Shares sold (second tranche) 1,939 shares of Class A Common Stock at $49.6021 per share Open-market sale on 2026-08-31; weighted average price with trades from $49.33–$49.6351
Total shares sold 4,673 shares of Class A Common Stock Aggregate of two open-market sale transactions on 2026-08-31
RSUs converted (first grant) 5,730 Restricted Stock Units into 5,730 Class A shares Code M transaction on 2026-08-28; each RSU converts into one share
RSUs converted (second grant) 6,170 Restricted Stock Units into 6,170 Class A shares Code M transaction on 2026-08-28; each RSU converts into one share
Total RSUs exercised 11,900 Restricted Stock Units Total derivative exercises (code M) into Class A Common Stock on 2026-08-28
RSU grant size (2023 grant) 68,767 Restricted Stock Units Granted on 2023-11-28; one third vests after one year, remainder in eight quarterly installments from 2025-02-28
RSU grant size (2024 grant) 74,040 Restricted Stock Units Granted on 2024-11-28; one third vests after one year, remainder in eight quarterly installments from 2026-02-28
Restricted Stock Unit financial
"Each Restricted Stock Unit represents a contingent right to receive one share"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
contingent right financial
"Each Restricted Stock Unit represents a contingent right to receive one share"
vested financial
"one third of which vested on the first anniversary of the date of grant"
quarterly installments financial
"the remaining shares vest in eight equal quarterly installments beginning on"

FAQ

What insider transactions did BAND’s CFO report on this Form 4?
Bandwidth Inc.’s CFO, Raiford Daryl E, reported exercising Restricted Stock Units into 11,900 shares of Class A Common Stock on August 28, 2026, and then selling 4,673 shares in open-market transactions on August 31, 2026, at weighted average prices near $49 per share.

How many BAND shares did the CFO sell, and at what prices?
He sold 4,673 Class A shares on August 31, 2026, including 2,734 shares at a weighted average price of $48.8226 and 1,939 shares at a weighted average price of $49.6021. Each sale was executed through multiple trades within specified price ranges.

What RSU exercises did the BAND CFO report?
On August 28, 2026, the CFO exercised Restricted Stock Units converting into 11,900 shares of Bandwidth’s Class A Common Stock, consisting of 5,730 shares from one RSU grant and 6,170 shares from another, each RSU representing a contingent right to receive one share.

Were the BAND share sale prices on this Form 4 single trades or averages?
The reported sale prices of $48.8226 and $49.6021 per share are weighted average prices. The shares were sold in multiple transactions within ranges of $48.29–$49.28 and $49.33–$49.6351, respectively, as disclosed in the footnotes.

What vesting schedules are disclosed for the BAND CFO’s RSU grants?
One RSU grant of 68,767 units dated November 28, 2023 vests one-third on the first anniversary, with the remainder in eight equal quarterly installments from February 28, 2025. A second grant of 74,040 units dated November 28, 2024 follows the same structure beginning February 28, 2026.

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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Raiford Daryl E
(Last)(First)(Middle)
C/O BANDWIDTH INC.
2230 BANDMATE WAY
(Street)
RALEIGH NORTH CAROLINA 27607
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Bandwidth Inc. [ BAND ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/28/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock08/28/2026M5,730A$034,335D
Class A Common Stock08/28/2026M6,170A$040,505D
Class A Common Stock08/31/2026S2,734D$48.8226(1)37,771D
Class A Common Stock08/31/2026S1,939D$49.6021(2)35,832D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(3)08/28/2026M5,730 (4) (4)Class A Common Stock5,730$05,731D
Restricted Stock Units(3)08/28/2026M6,170 (5) (5)Class A Common Stock6,170$030,850D
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.29 to $49.28. The Reporting Person undertakes to provide Bandwidth Inc. (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.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.33 to $49.6351. 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.
3. Each Restricted Stock Unit represents a contingent right to receive one share of the Company's Class A Common Stock.
4. On November 28, 2023, the Reporting Person was granted 68,767 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, 2025.
5. On November 28, 2024, the Reporting Person was granted 74,040 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, 2026.
Remarks:
/s/ Leah Webb, Attorney-in-Fact for Daryl E. Raiford09/01/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR