SEC Form 4 · accession 0000899243-19-000664
Bandwidth Inc. · BAND
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David A. Morken
Officer — Chairman & CEO · Director · 10% Owner
Period of report
Jan 3, 2019
Accepted (ET)
Jan 7, 2019 · 4:09 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001514416
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Jan 3, 2019 | M | 22,939 | $5.80 | A | 22,939 | D | |
| Class A Common StockF2 | Jan 3, 2019 | S | 5,065 | $39.9322 | D | 17,874 | D | |
| Class A Common StockF3 | Jan 3, 2019 | S | 17,874 | $40.863 | D | 0 | D | |
| Class A Common Stock | Jan 4, 2019 | M | 77,902 | $5.80 | A | 77,902 | D | |
| Class A Common StockF4 | Jan 4, 2019 | S | 12,997 | $40.2638 | D | 64,905 | D | |
| Class A Common StockF5 | Jan 4, 2019 | S | 64,905 | $41.0518 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to buy)F6 | $5.80 | Jan 3, 2019 | M | 22,939 | D | — | Apr 12, 2022 | Class A Common Stock | 22,939 | 314,561 | D |
| Stock Option (Right to buy)F6 | $5.80 | Jan 4, 2019 | M | 77,902 | D | — | Apr 12, 2022 | Class A Common Stock | 77,902 | 236,659 | D |
Explanation of responses
- F1The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.42 to $40.35. 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.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.44 to $41.39. 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.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.76 to $40.75. 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.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.77 to $41.34. 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.
- F6The stock option is currently exercisable.