0000899243-21-000535.txt : 20210105 0000899243-21-000535.hdr.sgml : 20210105 20210105203126 ACCESSION NUMBER: 0000899243-21-000535 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201231 FILED AS OF DATE: 20210105 DATE AS OF CHANGE: 20210105 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Morken David A. CENTRAL INDEX KEY: 0001721962 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38285 FILM NUMBER: 21508567 MAIL ADDRESS: STREET 1: C/O BANDWIDTH INC. STREET 2: 900 MAIN CAMPUS DRIVE CITY: RALEIGH STATE: NC ZIP: 27606 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 2020-12-31 0 0001514416 Bandwidth Inc. BAND 0001721962 Morken David A. C/O BANDWIDTH INC. 900 MAIN CAMPUS DRIVE, SUITE 100 RALEIGH NC 27606 1 1 1 0 Chairman & CEO Class A Common Stock 2020-12-31 4 M 0 1576 0.00 A 2403 D Class A Common Stock 2021-01-02 4 M 0 7053 0.00 A 9456 D Class A Common Stock 2021-01-04 4 S 0 465 158.1507 D 8991 D Class A Common Stock 2021-01-04 4 C 0 38840 A 47831 D Class A Common Stock 2021-01-04 4 S 0 1690 153.7925 D 46141 D Class A Common Stock 2021-01-04 4 S 0 2200 154.5183 D 43941 D Class A Common Stock 2021-01-04 4 S 0 1000 156.364 D 42941 D Class A Common Stock 2021-01-04 4 S 0 9660 157.5218 D 33281 D Class A Common Stock 2021-01-04 4 S 0 15198 158.2787 D 18083 D Class A Common Stock 2021-01-04 4 S 0 6186 159.362 D 11897 D Class A Common Stock 2021-01-04 4 S 0 2906 160.1679 D 8991 D Restricted Stock Units 2020-12-31 4 M 0 1576 0.00 D Class A Common Stock 1576 6306 D Restricted Stock Units 2021-01-02 4 M 0 4633 0.00 D Class A Common Stock 4633 13897 D Restricted Stock Units 2021-01-02 4 M 0 2420 0.00 D Class A Common Stock 2420 4841 D Restricted Stock Units 2021-01-02 4 A 0 6126 0.00 A Class A Common Stock 6126 6126 D Restricted Stock Units 2021-01-02 4 A 0 10143 0.00 A Class A Common Stock 10143 10143 D Class B Common Stock 2021-01-04 4 C 0 38840 0.00 D Class A Common Stock 38840 1986805 D The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan. The shares of Class B common stock are convertible in to Class A common stock on a 1-to-1 basis at the option of the holder and have no expiration date. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $153.11 to $153.88. 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $154.12 to $154.82. 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $155.75 to $156.63. 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $156.97 to $157.955. 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $157.97 to $158.91. 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $158.98 to $159.96. 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $159.98 to $160.53. 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. Each Restricted Stock Unit represents a contingent right to receive one share of the Company's Class A Common Stock. On January 2, 2020, the Reporting Person was granted 12,613 Restricted Stock Units, half of which vest in four equal quarterly installments beginning on March 31, 2020, and the remainder vest in three equal annual installments beginning on January 2, 2022. On January 2, 2020, the Reporting Person was granted 18,530 Restricted Stock Units, which vest in four equal annual installments beginning on January 2, 2021. On January 2, 2019, the Reporting Person was granted 14,521 Restricted Stock Units, half of which vest in four equal quarterly installments beginning on March 31, 2019, and the remainder vest in three equal annual installments beginning on January 2, 2021. On January 2, 2021, the Reporting Person was granted 6,126 Restricted Stock Units, half of which vest in four equal quarterly installments beginning on March 31, 2021, and the remainder vest in three equal annual installments beginning on January 2, 2023. On January 2, 2021, the Reporting Person was granted 10,143 Restricted Stock Units, which vest in four equal annual installments beginning on January 2, 2022. /s/ W. Christopher Matton, Attorney-in-Fact for David A. Morken 2021-01-05