SEC Form 4/A · accession 0001235802-18-000014
QUINSTREET, INC · QNST
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
James R. Simons
Director
Period of report
Jan 16, 2018
Accepted (ET)
Feb 2, 2018 · 4:25 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001117297
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3,F4 | Jan 17, 2018 | S | 141,762 | $8.8895 | D | 2,842,142 | I | SPVC V, LLC |
| Common StockF5,F2,F4 | Jan 18, 2018 | S | 35,824 | $9.1771 | D | 2,806,318 | I | SPVC V, LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These shares were sold under a pre-arranged sales instruction pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended.
- F2On January 18, 2018, the reporting person filed a Form 4, which inadvertently reported that SPVC V, LLC sold 141,672 shares on January 17, 2018. Due to an administrative error, SPVC V, LLC actually sold 141,762 shares on January 17, 2018 and has amended its original Form 4 to reflect the correct amount of shares sold by SPVC V, LLC on January 17, 2018 and to update the amount of securities beneficially owned by SPVC V, LLC following the transaction.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.30 to $9.245, inclusive. The reporting person undertakes to provide to Quinstreet, Inc., any security holder of Quinstreet, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (3) to this Form 4.
- F4Represents securities held directly by SPVC V, LLC, which is jointly managed by Split Rock Partners, LLC and Vesbridge Partners, LLC. Voting and investment power over the shares, however, has been delegated solely to Split Rock Partners, LLC. Split Rock Partners, LLC has delegated voting and investment decisions with respect to the shares to three individuals (one of whom is the reporting person) who require a two-thirds vote to act. The reporting person disclaims beneficial ownership of the reported securities, except to the extent of any pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.06 to $9.23, inclusive. The reporting person undertakes to provide to Quinstreet, Inc., any security holder of Quinstreet, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (5) to this Form 4.