Bandwidth Inc. Files 8-K on Shareholder Votes

TL;DR

BWNK held a shareholder vote on May 23rd, filing the details on May 28th.

AI Summary

Bandwidth Inc. filed an 8-K on May 28, 2024, reporting on matters submitted to a vote of security holders as of May 23, 2024. The filing details the company's corporate information, including its principal executive offices in Raleigh, NC, and its incorporation in Delaware.

Why It Matters

This filing indicates that Bandwidth Inc. held a vote of its security holders, which is a standard corporate governance event that can impact company direction and shareholder rights.

Risk Assessment

Risk Level: low — This is a routine corporate filing regarding a shareholder vote, not indicating any immediate financial distress or significant operational change.

Key Players & Entities

• Bandwidth Inc. (company) — Registrant
• May 23, 2024 (date) — Date of earliest event reported
• May 28, 2024 (date) — Date of Report
• Delaware (jurisdiction) — State of incorporation
• Raleigh, NC (location) — Address of principal executive offices

FAQ

Key Financial Figures

• $0.001 — stered Class A Common Stock, par value $0.001 per share BAND NASDAQ Global Select Mar

Filing Documents

• band-20240523.htm (8-K) — 34KB
• 0001514416-24-000091.txt ( ) — 156KB
• band-20240523.xsd (EX-101.SCH) — 2KB
• band-20240523_lab.xml (EX-101.LAB) — 22KB
• band-20240523_pre.xml (EX-101.PRE) — 13KB
• band-20240523_htm.xml (XML) — 3KB

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. On May 23, 2024, Bandwidth Inc. (the "Company") held its 2024 Annual Meeting of Stockholders (the "Meeting"). The Company's stockholders voted on three proposals at the Meeting, each of which is described in more detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 9, 2024. Holders of the Company's Class A common stock were entitled to one vote for each share held as of the close of business on March 27, 2024 (the "Record Date") and holders of the Company's Class B common stock were entitled to ten votes for each share held as of the close of business on the Record Date. The Class A common stock and Class B common stock voted as a single class on all matters. Present at the Meeting in person or by proxy were holders of 18,944,441.50 shares of Class A common stock and 1,956,777 shares of Class B common stock, together representing a total of 38,512,211.50 votes, or 86.35% of the eligible votes as of the Record Date, and constituting a quorum. The results with respect to each proposal are set forth below: Proposal 1 — Election of Directors. The stockholders elected the persons named below as Class I directors to serve until the 2027 annual meeting of stockholders and until their successors are duly elected and qualified. The results of such vote were: Nominee For Withheld/Abstain Broker Non-Votes Brian D. Bailey 24,499,306.50 9,960,301 4,052,604 Lukas M. Roush 27,895,738.50 6,733,954 3,882,519 Proposal 2 – Ratification of Appointment of Independent Registered Public Accounting Firm. The stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024. The results of such vote were: For Against Withheld/Abstain 38,467,760.50 25,744 18,707 Proposal 3 – Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BANDWIDTH INC. Date: May 28, 2024 By: /s/ R. Brandon Asbill Name: R. Brandon Asbill Title: General Counsel and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR