Bandwidth Inc.

Phone Recovery Services, LLC and Phone Administrative Services, Inc. acting or purporting to act on behalf of applicable jurisdictions, or the applicable county or city itself, have filed multiple lawsuits against us and/or one of our subsidiaries alleging that we failed to bill, collect and remit certain taxes and surcharges associated with the provision of 911 services.

We have been named in a lawsuit that remains unresolved and is associated with the collection and remittance of 911 taxes and surcharges in Cook and Kane Counties, Illinois, the City of Chicago, Illinois, and the State of Illinois. The complaint alleges that we failed to bill, collect and remit certain taxes and surcharges associated with 911 services pursuant to applicable laws.

In 2021, we were named as a defendant in a complaint captioned The City and County of San Francisco, ex rel. Roger Schneider vs. AT&T Corporation, et al., pending in the San Francisco County Superior Court of the State of California. On July 3, 2025, Plaintiff dismissed us from the matter with prejudice.

On April 2, 2025, we were named as a defendant in a complaint pending in the District Court of Jefferson County, Colorado, relating to the alleged delivery of unwanted text messages to the plaintiff’s mobile phone. On May 20, 2025, Plaintiff dismissed us from the matter without prejudice.

We intend to vigorously defend these lawsuits and believe we have meritorious defenses to each. However, litigation is inherently uncertain, and any judgment or injunctive relief entered against us or any adverse settlement could negatively affect our business, results of operations and financial condition.

In addition to the litigation discussed above, from time to time, we may be subject to legal actions and claims in the ordinary course of business. We have received, and may in the future continue to receive, claims from third parties relating to number management and billing, employment-related claims, claims arising from customer misuse of our offerings, and claims asserting, among other things, infringement of their intellectual property rights. Future litigation may be necessary to defend ourselves, our partners and our customers by determining the scope, enforceability and validity of third-party proprietary rights, or to establish our proprietary rights or to recover amounts owed to us. The results of any current or future litigation cannot be predicted with certainty, and regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources, and other factors.