Brian D. Bailey - Sep 30, 2022 Form 4 Insider Report for Bandwidth Inc. (BAND)

Role: Director
Signature: /s/ Leah Webb, Attorney-in-Fact for Brian D. Bailey
Stock symbol: BAND
Transactions as of: Sep 30, 2022
Transactions value $: $0
Form type: 4
Date filed: 10/4/2022, 04:33 PM
Previous filing: Jul 5, 2022
Next filing: Nov 30, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	BAND	Class A Common Stock	Options Exercise	$0	+596	+2.28%	$0.00	26.7K	Sep 30, 2022	See footnotes	F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	BAND	Restricted Stock Units	Options Exercise	$0	-596	-50%	$0.00	596	Sep 30, 2022	Class A Common Stock	596		Direct	F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	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") and (iv) 23,657 shares of Class A Common Stock held directly by Brian D. Bailey.
F2	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. The Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.
F3	Pursuant to an agreement between Mr. Bailey and Carmichael Partners LLC, Carmichael Partners LLC is entitled to all economic benefit with respect to 7,234 shares held by Mr. Bailey.
F4	Each Restricted Stock Unit represents a contingent right to receive one share of the Company's Class A Common Stock.
F5	On January 3, 2022, the Reporting Person was granted 2,384 Restricted Stock Units, which vest in four equal quarterly installments beginning on March 31, 2022.