SEC Form 4 · accession 0001410384-17-000039
Q2 Holdings, Inc. · QTWO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey T Diehl
Director · 10% Owner
Period of report
Mar 17, 2017
Accepted (ET)
Mar 21, 2017 · 5:15 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 StockF2,F3,F4,F5 | Mar 17, 2017 | S | 125,000 | $35.00 | D | 3,428,467 | I | By funds |
| Common StockF6 | holding | — | — | — | 899 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents 38,961 shares sold by Adams Street 2006 Direct Fund, L.P. (AS 2006), 43,998 shares sold by Adams Street 2007 Direct Fund, L.P. (AS 2007), 14,741 shares sold by Adams Street 2008 Direct Fund, L.P. (AS 2008), 12,750 shares sold by Adams Street 2009 Direct Fund, L.P. (AS 2009), 7,242 shares sold by Adams Street 2010 Direct Fund, L.P. (AS 2010), 5,819 shares sold by Adams Street 2011 Direct Fund LP (AS 2011), 339 shares sold by Adams Street Partnership Fund - 2007 U.S. Fund, L.P. (AS 2007 US), 434 shares sold by Adams Street Partnership Fund - 2008 U.S. Fund, L.P. (AS 2008 US), 385 shares sold by Adams Street Partnership Fund - 2009 U.S. Fund, L.P. (AS 2009 US), 271 shares sold by Adams Street Partnership Fund - 2010 U.S. Fund, L.P. (AS 2010 US), and 60 shares sold by Adams Street Partnership Fund - 2010 U.S. Fund - Series B, L.P. (AS 2010 US Series B).
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.00 to $35.25 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.
- F3Represents 1,068,616 shares held by AS 2006, 1,206,764 shares held by AS 2007, 404,299 shares held by AS 2008, 349,690 shares held by AS 2009, 198,644 shares held by AS 2010, 159,589 shares held by AS 2011, 9,287 shares held by AS 2007 US, 11,913 shares held by AS 2008 US, 10,570 shares held by AS 2009 US, 7,437 shares held by AS 2010 US, and 1,658 shares held by 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 beneficiallyowned 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 subsidiarythereof), 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.
- F6By agreement with Adams Street 2006 Direct Fund, L.P., Adams Street 2007 Direct Fund, L.P., Adams Street 2008 Direct Fund, L.P., Adams Street 2009 Direct Fund, L.P., Adams Street 2010 Direct Fund, L.P., and Adams Street 2011 Direct Fund LP (the "Funds"), Mr. Diehl is deemed to hold the stock for the benefit of the Funds.