SEC Form 4 · accession 0001179110-16-024999
Q2 Holdings, Inc. · QTWO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Maurice Brown
Director
Period of report
May 16, 2016
Accepted (ET)
May 18, 2016 · 4:37 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001410384
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | May 16, 2016 | S | 50,000 | $23.00 | D | 2,662,769 | I | See footnote |
| Common StockF3 | holding | — | — | — | 5,385 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Consists of 49,505 shares sold by Battery Ventures IX, L.P. ("Battery Ventures IX") and 495 shares sold by Battery Investment Partners IX, LLC ("BIP IX"). Battery Partners IX, LLC ("BP IX") is the sole general partner of Battery Ventures IX and the sole managing member of BIP IX. BP IX's investment advisor is Battery Management Corp. (together with BP IX, the "Battery Companies"). The Reporting Person is a managing member and officer of the Battery Companies and may be deemed to share voting and dispositive power over the shares held by Battery Ventures IX and BIP IX.
- F2The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
- F3The number of shares reported as indirectly and directly held by the Reporting Person reflects the change in form of beneficial ownership of 5,385 shares previously reported by the Reporting Person as indirectly held through the Reporting Person's interest in Battery Ventures IX, and BIP IX. Such shares were received by virtue of a pro-rata in-kind distribution of common stock of the Issuer by Battery Ventures IX and by BIP IX to their partners and members without consideration, including BP IX, and the further pro-rata in-kind distribution of such shares by BP IX to its members, including the Reporting Person.