SEC Form 4/A · accession 0001410384-16-000272
Q2 Holdings, Inc. · QTWO
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
Jeffrey T Diehl
Director · 10% Owner
Period of report
Jun 9, 2016
Accepted (ET)
Jun 30, 2016 · 5:12 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 | Jun 9, 2016 | A | 899 | $0.00 | A | 899 | D | |
| Common StockF3,F4,F5 | holding | — | — | — | 6,549,485 | I | By funds |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F2,F6 | $27.86 | Jun 9, 2016 | A | 2,243 | A | Jul 9, 2016 | Jun 9, 2023 | Common Stock | 2,243 | 2,243 | D |
Explanation of responses
- F1Shares of stock acquired represent shares underlying Restricted Stock Units. The Restricted Stock Units vest in equal quarterly installments over three years beginning September 9, 2016.
- F2This amendment is being filed to correct the number of restricted stock units and stock options awarded, which were reported incorrectly in the original filing.
- F3Represents 2,060,469 shares held by Adams Street 2006 Direct Fund, L.P. (AS 2006), 2,326,837 shares held by Adams Street 2007 Direct Fund, L.P. (AS 2007), 779,558 shares held by Adams Street 2008 Direct Fund, L.P. (AS 2008), 674,262 shares held by Adams Street 2009 Direct Fund, L.P. (AS 2009), 383,018 shares held by Adams Street 2010 Direct Fund, L.P. (AS 2010), 307,717 shares held by Adams Street 2011 Direct Fund LP (AS 2011), 4,006 shares held by Adams Street Partnership Fund - 2007 U.S. Fund, L.P. (AS 2007 US), 5,138 shares held by Adams Street Partnership Fund - 2008 U.S. Fund, L.P. (AS 2008 US), 4,559 shares held by Adams Street Partnership Fund - 2009 U.S. Fund, L.P. (AS 2009 US), 3,207 shares held by Adams Street Partnership Fund - 2010 U.S. Fund, L.P. (AS 2010 US), and 714 shares held by Adams Street Partnership Fund - 2010 U.S. Fund - Series B, L.P. (AS 2010 US Series B).
- F4Jeffrey T. Diehl disclaims beneficial ownership of the Shares except to the extent of his pecuniary interest therein.
- F5The shares owned by each of AS 2006, AS 2007, AS 2008, AS 2009, AS 2010, AS 2011, AS 2007 US, AS 2008 US, AS 2009 US, AS 2010 US, and AS 2010 US Series B may be deemed to be beneficially owned by Adams Street Partners, LLC, the managing member of the general partner of each of AS 2006, AS 2007, AS 2008, AS 2009 and AS 2010, the managing member of the general partner of the general partner of AS 2011, and the general partner of AS 2007 US, AS 2008 US, AS 2009 US, AS 2010 US, and AS 2010 US Series B. Jeffrey T. Diehl is a partner of Adams Street Partners, LLC (or a subsidiary thereof), and may be deemed to share voting and dispositive power over the shares held by AS 2006, AS 2007, AS 2008, AS 2009, AS 2010, AS 2011, AS 2007 US, AS 2008 US, AS 2009 US, AS 2010 US, and AS 2010 US Series B.
- F6This option grant vests and becomes exercisable in equal monthly installments over 36 months beginning July 9, 2016.