SEC Form 4 · accession 0001410384-19-000040
Q2 Holdings, Inc. · QTWO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Matthew P Flake
Officer — President and CEO · Director
Period of report
Mar 6, 2019
Accepted (ET)
Mar 8, 2019 · 5:26 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 StockF1 | Mar 6, 2019 | A | 71,638 | $0.00 | A | 247,466 | D | |
| Common StockF2 | Mar 6, 2019 | A | 71,638 | $0.00 | A | 319,104 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents a grant of performance-based restricted stock units ("Units") under the 2014 Equity Incentive Plan. The target number of Units is presented in the table ("Target Amount"). Subject to continued employment, one-third (1/3) of the Target Amount is scheduled to vest annually ("Scheduled Amount"), on or about March 6th of each of 2020, 2021 and 2022. In each of the first two years the number of Units that actually vests will be 0% to 100% of the Scheduled Amount, and in the third year the number of Units that actually will vest will be 0% to 200% of the Target Amount, less the amount of any vesting in the first two years, in each case depending upon the performance of Q2 Holdings, Inc.'s common stock price as compared to the Russell 2000 Index, as more specifically set forth in the grant agreement. The maximum number of Units that may vest over three years is 200% of the Target Amount. Vested Units will be paid in an equal number of shares of Q2 Holdings, Inc. common stock.
- F2Shares of stock acquired represent shares underlying Restricted Stock Units. The Restricted Stock Units vest annually in four equal installments beginning March 3, 2020.