Filing Details

Accession Number:
0000899243-18-027915
Form Type:
4
Zero Holdings:
No
Publication Time:
2018-11-01 18:17:44
Reporting Period:
2017-11-14
Accepted Time:
2018-11-01 18:17:44
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1514416 Bandwidth Inc. BAND () DE
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1513802 Carmichael Investment Partners, Llc C/O Carmichael Investment Partners, Llc
4725 Piedmont Row Drive, Suite 210
Charlotte NC 28210
No No Yes No
1562063 Carmichael Investment Partners Ii, Llc C/O Carmichael Investment Partners, Llc
4725 Piedmont Row Drive, Suite 210
Charlotte NC 28210
No No Yes No
1567046 J Kevin Martin C/O Carmichael Investment Partners, Llc
4725 Piedmont Row Drive, Suite 210
Charlotte NC 28210
No No Yes No
1575505 D. Brian Bailey C/O Carmichael Investment Partners, Llc
4725 Piedmont Row Drive, Suite 210
Charlotte NC 28210
Yes No Yes No
1592580 Carmichael Investment Partners Iii, Llc C/O Carmichael Investment Partners, Llc
4725 Piedmont Row Drive, Suite 210
Charlotte NC 28210
No No Yes No
1721937 Carmichael Bandwidth Llc C/O Carmichael Partners, Llc
4725 Piedmont Row Dr, Ste 210
Charlotte NC 28210
No No Yes No
1722003 Carmichael Partners Llc C/O Carmichael Investment Partners, Llc
4725 Piedmont Row Drive, Suite 210
Charlotte NC 28210
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Acquisiton 2017-11-14 1,575 $20.00 3,529 No 4 P Indirect See footnote
Class A Common Stock Acquisiton 2018-10-01 301,714 $0.00 1,496,583 No 4 C Indirect See footnotes
Class A Common Stock Disposition 2018-11-01 1,190,408 $0.00 306,175 No 4 J Indirect See footnotes
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect See footnote
No 4 C Indirect See footnotes
No 4 J Indirect See footnotes
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock Class B Common Stock Disposition 2018-10-01 301,714 $0.00 301,714 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
8,750 No 4 C Indirect
Footnotes
  1. Represents 1,575 shares of Class A Common Stock held directly by Kevin J. Martin and 1,954 shares of Class A Common Stock held directly by Brian D. Bailey. Pursuant to an agreement between Mr. Bailey and Carmichael Partners LLC, Carmichael Partners LLC is entitled to all economic benefit withrespect to 379 shares held directly by Mr. Bailey.
  2. Following the transactions reported herein, includes of 1,517 shares of Class A Common Stock held by Carmichael Investment Partners, LLC ("CIP"), 908 shares of Class A Common Stock held by Carmichael Investment Partners II, LLC ("CIP II"), 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"), 297,147 shares of Class A Common Stock held directly by Carmichael Bandwidth, LLC as a result of the distribution from the Carmichael Entities, 4,420 shares of Class A Common Stock held directly by Brian D. Bailey and 1,575 shares of Class A Common Stock held directly by Kevin J. Martin.
  3. Pursuant to an agreement between Mr. Bailey and Carmichael Partners, LLC, Carmichael Partners, LLC is entitled to all economic benefit with respect to 2,845 shares held by Mr. Bailey.
  4. 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. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its or their pecuniary interest therein.
  5. Represents a pro rata distribution in-kind by each of CIP, CIP II and CIP III to their members for no consideration.
  6. The shares of Class B common stock are convertible into Class A common stock on a 1-to-1 basis at the option of the holder and have no expiration date.
  7. Consists of 8,750 shares of Class B common stock held by Carmichael Partners LLC.