Bottorff Rebecca 4

What Happened

• Rebecca Bottorff, Chief People Officer and director of Bandwidth Inc. (BAND), had restricted stock units (RSUs) convert into 7,796 shares on February 28, 2026. The conversion shows an exercise/ conversion price of $0.00 (typical for RSUs).
• To satisfy tax withholding, 2,219 of those shares were withheld/disposed at $14.82 per share, totaling $32,886. The remaining shares were delivered to the reporting person.

Key Details

• Transaction date: February 28, 2026; Form 4 filed March 2, 2026 (no late filing indicated in the information provided).
• Conversion: 7,796 shares acquired via exercise/conversion (reported as derivative code M) at $0.00.
• Tax withholding: 2,219 shares withheld/disposed (code F) at $14.82 per share for $32,886.
• Shares owned after transaction: not specified in the supplied filing details.
• Footnotes: F1–F4 show these were Restricted Stock Units (1 RSU = 1 share) from grants on Aug 28, 2023 (17,844 RSUs), Nov 28, 2023 (49,451 RSUs), and Nov 28, 2024 (26,257 RSUs) with customary vesting schedules (one-third at year 1, remainder quarterly).

Context

• This was a routine RSU vest and tax-withholding action (a common "cashless" method of covering withholding obligations), not an open-market sale for cash. Derivative code M denotes conversion/exercise and code F denotes shares withheld to cover taxes.
• Such withholding transactions are administrative and do not necessarily indicate a buy or sell signal about the insider's view of the company.