0000899243-19-007236.txt : 20190312 0000899243-19-007236.hdr.sgml : 20190312 20190312161622 ACCESSION NUMBER: 0000899243-19-007236 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190308 FILED AS OF DATE: 20190312 DATE AS OF CHANGE: 20190312 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bailey Brian D. CENTRAL INDEX KEY: 0001575505 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38285 FILM NUMBER: 19675244 MAIL ADDRESS: STREET 1: 712 FIFTH AVENUE STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Bandwidth Inc. CENTRAL INDEX KEY: 0001514416 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 900 MAIN CAMPUS DRIVE CITY: RALEIGH STATE: NC ZIP: 27606 BUSINESS PHONE: 919-439-4171 MAIL ADDRESS: STREET 1: 900 MAIN CAMPUS DRIVE CITY: RALEIGH STATE: NC ZIP: 27606 FORMER COMPANY: FORMER CONFORMED NAME: Bandwidth.com, Inc. DATE OF NAME CHANGE: 20110303 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-03-08 0 0001514416 Bandwidth Inc. BAND 0001575505 Bailey Brian D. C/O CARMICHAEL INVESTMENT PARTNERS LLC 4725 PIEDMONT ROW DR, STE 210 CHARLOTTE NC 28210 1 0 0 0 Class A Common Stock 2019-03-08 4 S 0 4300 60.097 D 265304 I See footnotes Class A Common Stock 2019-03-08 4 S 0 647 61.4488 D 264657 I See footnotes Class A Common Stock 2019-03-08 4 S 0 53 62.26 D 264604 I See footnotes Class A Common Stock 2019-03-11 4 S 0 10000 63.0481 D 254604 I See footnotes The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.00 to $60.86. 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. Following the transactions reported herein, consists of (i) 1,517 shares of Class A Common Stock held by Carmichael Investment Partners, LLC ("CIP"), (ii) 908 shares of Class A Common Stock held by Carmichael Investment Partners II, LLC ("CIP II"), (iii) 608 shares of Class A Common Stock held by Carmichael Investment Partners III, LLC ("CIP III" and, together with CIP and CIP II, the "Carmichael Entities"), (iv) 246,329 shares of Class A Common Stock held directly by Carmichael Bandwidth, LLC and (v) 5,242 shares of Class A Common Stock held directly by Brian D. Bailey. Pursuant to an agreement between Mr. Bailey and Carmichael Partners LLC, Carmichael Partners LLC is entitled to all economic benefit with respect to 3,667 shares held by Mr. Bailey. Carmichael Bandwidth LLC is the managing member of each of the Carmichael Entities. Brian D. Bailey and Kevin J. Martin are the managing partners of Carmichael Bandwidth LLC and Carmichael Partners LLC and share voting and dispositive power with respect to the shares held by the Carmichael Entities and Carmichael Partners LLC. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its or their pecuniary interest therein. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.05 to $62.00. 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. /s/ Brian D. Bailey 2019-03-12