Bandwidth director sells 1,500 shares at $47.35

Q: What insider transactions did BAND director Lukas M. Roush report in this Form 4?

He reported converting 3,333 Restricted Stock Units into 3,333 Class A shares on 2026-08-28 and selling 1,500 Class A shares at $47.35 per share on 2026-08-27 under a Rule 10b5-1 plan.

Q: How many Bandwidth Inc. (BAND) shares did Lukas M. Roush sell and at what price?

He sold 1,500 shares of Bandwidth Inc. Class A Common Stock at $47.35 per share on 2026-08-27, in a transaction described as a sale in open market or private transaction.

Q: Were Lukas M. Roush’s BAND stock sales made under a Rule 10b5-1 plan?

Yes. The sale of 1,500 shares on 2026-08-27 was made pursuant to a Rule 10b5-1 plan adopted by Lukas M. Roush on 2026-05-28, and the filing affirms use of a Rule 10b5-1 plan.

Q: What RSU grant underlies the 3,333 BAND shares acquired by Lukas M. Roush?

The 3,333 shares came from a grant of 13,333 Restricted Stock Units awarded on 2025-11-28, which vest in four equal quarterly installments beginning on 2026-02-28. Each RSU represents a right to receive one share of Class A Common Stock.

Q: How many Bandwidth Inc. shares does Lukas M. Roush hold from this RSU vesting?

After the 3,333 RSUs vested and were converted on 2026-08-28, the Form 4 shows 3,333 shares of Bandwidth Inc. Class A Common Stock held directly from this RSU award.

Bandwidth Inc. (BAND) director Lukas M. Roush reported several equity transactions.

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Filing Sentiment

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Form Type

Rhea-AI Filing Summary

Bandwidth Inc. (BAND) director Lukas M. Roush reported several equity transactions. On 2026-08-28, 3,333 Restricted Stock Units were converted into 3,333 shares of Class A Common Stock, reflecting vesting from a grant of 13,333 RSUs awarded on 2025-11-28 that vest in four equal quarterly installments beginning 2026-02-28. On 2026-08-27, he sold 1,500 shares of Class A Common Stock at $47.35 per share, executed pursuant to a Rule 10b5-1 plan adopted on 2026-05-28. Following the RSU conversion, 3,333 Class A shares from that award are held directly.

Insider Trade Summary 10b5-1

Exercise and sale activity reported; no spread calculated

Exercise and Sale 3 txns

Insider Roush Lukas M.

Role Director

Sold 1,500 shs ($71K)

Approx. gross sale proceeds $71K

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units ^{F2, F3}	3,333	$0.00	$0.00
Exercise	Class A Common Stock	3,333	$0.00	$0.00
Sale	Class A Common Stock ^F1	1,500	$47.35	$71K

Holdings After Transaction: Restricted Stock Units — 3,333 contracts (Direct); Class A Common Stock — 61,769 shares (Direct)

Footnotes (3)

F1. Reflects shares sold pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on May 28, 2026.
F2. Each Restricted Stock Unit represents a contingent right to receive one share of the Bandwidth Inc. Class A Common Stock.
F3. On November 28, 2025, the Reporting Person was granted 13,333 Restricted Stock Units, which vest in four equal quarterly installments beginning on February 28, 2026.

Key Figures

RSUs converted: 3,333 Restricted Stock Units Shares acquired from RSU conversion: 3,333 shares of Class A Common Stock Shares sold: 1,500 shares of Class A Common Stock +3 more

6 metrics

RSUs converted 3,333 Restricted Stock Units Converted into Class A Common Stock on 2026-08-28

Shares acquired from RSU conversion 3,333 shares of Class A Common Stock Acquired on 2026-08-28 upon RSU vesting/conversion

Shares sold 1,500 shares of Class A Common Stock Sale on 2026-08-27

Sale price per share $47.35 per share Price for 1,500 shares sold on 2026-08-27

RSU grant size 13,333 Restricted Stock Units Granted on 2025-11-28, vesting in four equal quarterly installments

Shares held after RSU transaction 3,333 shares Total Class A Common Stock held directly from the reported RSU award after 2026-08-28

Key Terms

Restricted Stock Units, Rule 10b5-1 plan, Class A Common Stock, quarterly installments

4 terms

Restricted Stock Units financial

"Each Restricted Stock Unit represents a contingent right to receive one share"

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.

Rule 10b5-1 plan regulatory

"Reflects shares sold pursuant to a Rule 10b5-1 plan adopted"

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.

Class A Common Stock financial

"one share of the Bandwidth Inc. Class A Common Stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

quarterly installments financial

"which vest in four equal quarterly installments beginning"

FAQ

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

What insider transactions did BAND director Lukas M. Roush report in this Form 4?

He reported converting 3,333 Restricted Stock Units into 3,333 Class A shares on 2026-08-28 and selling 1,500 Class A shares at $47.35 per share on 2026-08-27 under a Rule 10b5-1 plan.

How many Bandwidth Inc. (BAND) shares did Lukas M. Roush sell and at what price?

He sold 1,500 shares of Bandwidth Inc. Class A Common Stock at $47.35 per share on 2026-08-27, in a transaction described as a sale in open market or private transaction.

Were Lukas M. Roush’s BAND stock sales made under a Rule 10b5-1 plan?

Yes. The sale of 1,500 shares on 2026-08-27 was made pursuant to a Rule 10b5-1 plan adopted by Lukas M. Roush on 2026-05-28, and the filing affirms use of a Rule 10b5-1 plan.

What RSU grant underlies the 3,333 BAND shares acquired by Lukas M. Roush?

The 3,333 shares came from a grant of 13,333 Restricted Stock Units awarded on 2025-11-28, which vest in four equal quarterly installments beginning on 2026-02-28. Each RSU represents a right to receive one share of Class A Common Stock.

How many Bandwidth Inc. shares does Lukas M. Roush hold from this RSU vesting?

After the 3,333 RSUs vested and were converted on 2026-08-28, the Form 4 shows 3,333 shares of Bandwidth Inc. Class A Common Stock held directly from this RSU award.

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

Form 4 Insider Transactions: What Each Field Means →

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Available on EDGAR 08/31/2026 - 04:15 PM EDT Accepted by SEC EDGAR 08/31/2026 - 04:14 PM EDT

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^*

Roush Lukas M.

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/27/2026

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	08/27/2026		S⁽¹⁾		1,500	D	$47.35	58,436	D
Class A Common Stock	08/28/2026		M		3,333	A	$0	61,769	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⁾	08/28/2026		M			3,333	⁽³⁾	⁽³⁾	Class A Common Stock	3,333	$0	3,333	D

Explanation of Responses:

1. Reflects shares sold pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on May 28, 2026.

2. Each Restricted Stock Unit represents a contingent right to receive one share of the Bandwidth Inc. Class A Common Stock.

3. On November 28, 2025, the Reporting Person was granted 13,333 Restricted Stock Units, which vest in four equal quarterly installments beginning on February 28, 2026.

Remarks:

	/s/ Leah Webb, Attorney-in-Fact for Lukas M. Roush	08/31/2026
	** 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