Agarwal Devesh 4

What Happened

• Devesh Agarwal, Chief Operating Officer of Bandwidth Inc. (BAND), converted/ exercised derivatives (vested RSUs) into 11,231 shares on May 28, 2026 (acquired at $0) and sold 4,066 of those shares in open-market transactions on May 29, 2026 for a total of approximately $239,266. The open-market sales were executed at weighted-average prices reported as $58.37 (2,322 shares), $59.48 (1,737 shares) and one trade of 7 shares at $60.00.

Key Details

• Transaction dates: May 28, 2026 (conversion/exercise of derivatives); May 29, 2026 (open-market sales).
• Sales detail and proceeds: 2,322 shares @ $58.37 (≈ $135,534); 1,737 shares @ $59.48 (≈ $103,312); 7 shares @ $60.00 (≈ $420). Total proceeds ≈ $239,266.
• Conversions: 11,231 shares shown as acquired at $0 on May 28 (derivative conversions—see footnotes).
• Footnotes of note:
  • F3: Each Restricted Stock Unit (RSU) converts to one share of Class A common stock.
  • F4–F6: Describes prior RSU grants and vesting schedules (grants on Nov 28, 2023; Nov 28, 2024; Feb 28, 2025; remaining vesting installments began or begin in 2025–2026).
  • F1–F2: Reported sale prices are weighted averages; actual sale prices ranged from $57.88 to $59.75 across multiple trades. The reporting person can provide per-trade price details on request.
• Shares owned after the transactions: not specified in the provided filing excerpt.
• Timeliness: Filed June 1, 2026; the filing does not indicate a late report.

Context

• These entries show conversion of vested RSUs (derivative conversion at $0) followed by an open-market sale of a portion of the resulting shares. This is common when executives receive vested awards and sell some shares to cover taxes, diversify, or for other personal reasons; the filing itself does not state the insider’s motivation.
• For retail investors: purchases are often seen as a stronger signal of insider conviction than routine sales tied to vesting. This report documents a partial sale after vesting, not a purchase.