Krupka Devin M 4

What Happened
Devin M. Krupka, Controller (PAO) of Bandwidth Inc. (BAND), had 1,842 Restricted Stock Units (RSUs convertable to Class A common shares) vest on March 21, 2026. The RSUs were settled at $0 exercise price; 524 shares were withheld to cover tax withholding at $15.46 per share (total withheld value $8,101), leaving Krupka with a net 1,318 shares. The Form 4 was filed March 23, 2026.

Key Details

• Transaction date(s): March 21, 2026; Form 4 filed March 23, 2026 (appears timely within the normal 2-business-day window).
• Entries on the Form 4: M = conversion/settlement of derivative (1,842 shares); F = tax withholding/payment (524 shares at $15.46, $8,101).
• Net shares received: 1,318 (1,842 vested − 524 withheld).
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnotes: F1 clarifies each RSU equals one contingent share; F2 notes the RSUs were a March 21, 2022 grant of 7,368 RSUs vesting in four equal annual installments (7,368 / 4 = 1,842), so this represents one installment.

Context
This was a routine RSU vesting and tax-withholding event (not an open-market purchase or discretionary sale). The $0 exercise price is typical for RSUs; withholding of a portion of shares to cover taxes is common and is reported as a disposition (code F). Such withholding/sales are administrative and do not necessarily indicate the insider’s view on the company’s stock.