SEC Form 4 · accession 0001179110-17-008270
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 31, 2017
Accepted (ET)
Jun 1, 2017 · 10:09 am 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 | May 31, 2017 | S | 28,885 | $39.5715 | D | 899 | D | |
| Common StockF2,F3,F4 | holding | — | — | — | 698,269 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents weighted-average sales price. The shares were sold at prices ranging from $39.30 to $39.85. The Reporting Person will provide upon request, to the SEC, the Issuer or any security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F2The number of shares reported as indirectly and directly held by the Reporting Person reflects the change in form of beneficial ownership of 23,500 shares previously reported by the Reporting Person as indirectly held through the Reporting Person's interest in Battery Ventures IX, L.P. ("Battery Ventures IX") and Battery Investment Partners IX, LLC ("BIP IX"). Such shares were received by virtue of pro-rata in-kind distributions of common stock of the Issuer by Battery Ventures IX and by BIP IX to their partners and members without consideration, including Battery Partners IX, LLC ("BP IX"), and the further pro-rata in-kind distributions of such shares by BP IX to its members, including the Reporting Person.
- F3The 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.
- F4Consists of 691,358 shares held by Battery Ventures IX and 6,911 shares held by BIP IX. BP IX is the sole general partner of Battery Ventures IX and the sole managing member of BIP IX. BP IX's investment adviser 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.