SEC Form 4 · accession 0001410384-17-000022
Q2 Holdings, Inc. · QTWO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jennifer Noel Harris
Officer — Chief Financial Officer
Period of report
Feb 17, 2017
Accepted (ET)
Feb 22, 2017 · 5:50 pm EST
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 StockF2,F3 | Feb 17, 2017 | S | 7,275 | $35.73 | D | 59,075 | D | |
| Common StockF2,F4 | Feb 21, 2017 | S | 5,750 | $35.68 | D | 53,325 | D | |
| Common StockF5 | Feb 21, 2017 | A | 21,250 | $0.00 | A | 74,575 | D |
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)F6 | $35.80 | Feb 21, 2017 | A | 53,060 | A | Feb 21, 2018 | Feb 21, 2024 | Common Stock | 53,060 | 53,060 | D |
Explanation of responses
- F1Shares sold pursuant to Reporting Person's 10b5-1 Trading Plan.
- F2Includes shares sold to cover tax withholding obligations triggered upon lapse of restricted stock units.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.25 to $36.05 inclusive. Reporting Person undertakes to provide to Q2 Holdings, Inc., any security holder of Q2 Holdings, 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 range set forth in this footnote.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.50 to $36.00 inclusive. Reporting Person undertakes to provide to Q2 Holdings, Inc., any security holder of Q2 Holdings, 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 range set forth in this footnote.
- F5Shares of stock acquired represent shares underlying Restricted Stock Units. The Restricted Stock Units vest annually in four equal installments beginning February 20, 2018.
- F6This option grant vests as to 1/4 of the total option grant on February 21, 2018, and thereafter as to 1/48 of the total option grant monthly. The option grant becomes exercisable as it vests.