Bandwidth COO exercises RSUs and sells shares

Q: What insider transactions did Bandwidth (BAND) COO Devesh Agarwal report?

Devesh Agarwal reported exercising 7,370 Restricted Stock Units into Class A Common Stock on 2026-08-08 and selling 3,173 shares of Class A Common Stock on 2026-08-10 in open-market transactions.

Q: How many Bandwidth (BAND) shares did the COO sell and at what price?

He sold 3,173 Class A Common shares at a weighted average price of $50.4528 per share, in multiple trades with prices ranging from $50.085 to $51.02, as disclosed in the footnote.

Q: What RSU grant did the Bandwidth (BAND) COO exercise in this Form 4?

He exercised 7,370 Restricted Stock Units tied to a grant of 29,481 RSUs awarded on 2022-08-08, which vests in four equal annual installments beginning on 2023-08-08, with each unit representing one Class A share.

Q: Did the Bandwidth (BAND) COO’s RSU exercise convert into common stock?

Yes. Each Restricted Stock Unit represents a contingent right to receive one share of Bandwidth’s Class A Common Stock, so exercising 7,370 RSUs resulted in receiving 7,370 Class A shares as reported.

Q: Is the Bandwidth (BAND) COO’s reported activity purely a sale or also an award exercise?

It is mixed activity. The COO exercised 7,370 RSUs to acquire Class A shares and separately sold 3,173 shares in open-market transactions, resulting in both acquisition and disposition events in the same Form 4.

Bandwidth Inc. Chief Operating Officer Devesh Agarwal reported a combination of equity award activity and an open-market sale.

Filing Impact

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Filing Sentiment

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Rhea-AI Filing Summary

Bandwidth Inc. Chief Operating Officer Devesh Agarwal reported a combination of equity award activity and an open-market sale. On 2026-08-08, he exercised 7,370 Restricted Stock Units, receiving an equal number of Class A Common shares, exhausting that RSU grant. These RSUs came from a 29,481-unit award granted on 2022-08-08 that vests in four equal annual installments beginning 2023-08-08. On 2026-08-10, he then sold 3,173 Class A shares in multiple transactions at a weighted average price of $50.4528 per share, with individual trade prices ranging from $50.085 to $51.02.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 3 txns

Insider Agarwal Devesh

Role Chief Operating Officer

Sold 3,173 shs ($160K)

Approx. gross sale proceeds $160K

Type	Security	Shares	Price	Value
Sale	Class A Common Stock ^F1	3,173	$50.4528	$160K
Exercise	Restricted Stock Units ^{F2, F3}	7,370	$0.00	$0.00
Exercise	Class A Common Stock	7,370	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 0 contracts (Direct); Class A Common Stock — 72,776 shares (Direct)

Footnotes (3)

F1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.085 to $51.02. 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.
F2. Each Restricted Stock Unit represents a contingent right to receive one share of the Company's Class A Common Stock.
F3. On August 8, 2022, the Reporting Person was granted 29,481 Restricted Stock Units, which vested in four equal annual installments beginning on August 8, 2023.

Key Figures

Shares sold: 3,173 shares Weighted average sale price: $50.4528 per share RSUs exercised: 7,370 units +1 more

4 metrics

Shares sold 3,173 shares Class A Common Stock sold by COO on 2026-08-10

Weighted average sale price $50.4528 per share Open-market sale of 3,173 Class A shares, prices $50.085–$51.02

RSUs exercised 7,370 units Restricted Stock Units converted into Class A Common Stock on 2026-08-08

Original RSU grant size 29,481 units Grant made on August 8, 2022, vesting in four equal annual installments

Key Terms

Restricted Stock Unit, weighted average price, contingent right, vested in four equal annual installments

4 terms

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

"represents a contingent right to receive one share of the Company's Class A"

vested in four equal annual installments financial

"which vested in four equal annual installments beginning on August 8, 2023."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did Bandwidth (BAND) COO Devesh Agarwal report?

Devesh Agarwal reported exercising 7,370 Restricted Stock Units into Class A Common Stock on 2026-08-08 and selling 3,173 shares of Class A Common Stock on 2026-08-10 in open-market transactions.

How many Bandwidth (BAND) shares did the COO sell and at what price?

He sold 3,173 Class A Common shares at a weighted average price of $50.4528 per share, in multiple trades with prices ranging from $50.085 to $51.02, as disclosed in the footnote.

What RSU grant did the Bandwidth (BAND) COO exercise in this Form 4?

He exercised 7,370 Restricted Stock Units tied to a grant of 29,481 RSUs awarded on 2022-08-08, which vests in four equal annual installments beginning on 2023-08-08, with each unit representing one Class A share.

Did the Bandwidth (BAND) COO’s RSU exercise convert into common stock?

Yes. Each Restricted Stock Unit represents a contingent right to receive one share of Bandwidth’s Class A Common Stock, so exercising 7,370 RSUs resulted in receiving 7,370 Class A shares as reported.

Is the Bandwidth (BAND) COO’s reported activity purely a sale or also an award exercise?

It is mixed activity. The COO exercised 7,370 RSUs to acquire Class A shares and separately sold 3,173 shares in open-market transactions, resulting in both acquisition and disposition events in the same Form 4.

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

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Available on EDGAR 08/10/2026 - 04:05 PM Accepted by SEC EDGAR 08/10/2026 - 04:04 PM

SEC Form 4

FORM 4

UNITED 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^*

Agarwal Devesh

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Operating Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/08/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	08/08/2026		M		7,370	A	$0	75,949	D
Class A Common Stock	08/10/2026		S		3,173	D	$50.4528⁽¹⁾	72,776	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	08/08/2026		M			7,370	⁽³⁾	⁽³⁾	Class A Common Stock	7,370	$0	0	D

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 $50.085 to $51.02. 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. Each Restricted Stock Unit represents a contingent right to receive one share of the Company's Class A Common Stock.

3. On August 8, 2022, the Reporting Person was granted 29,481 Restricted Stock Units, which vested in four equal annual installments beginning on August 8, 2023.

Remarks:

	/s/ Leah Webb, Attorney-in-Fact for Devesh Agarwal	08/10/2026
	** Signature of Reporting Person	Date
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