QUALYS, INC. — Director's Dealing 2013

Jun 11, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: QUALYS, INC. (QLYS)
CIK: 0001107843
Period of Report: 2013-06-07

Reporting Person: Thakar Sumedh S (VP, Engineering)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-06-07	Common Stock	S	1200	$14.1521	Disposed	3139	Direct
2013-06-10	Common Stock	S	861	$15.0013	Disposed	2278	Direct
2013-06-10	Common Stock	M	3139	$1.40	Acquired	5417	Direct
2013-06-10	Common Stock	S	3139	$15.0013	Disposed	2278	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-06-10	Stock Option (right to buy)	$1.40	M	3139	Disposed	2016-06-30	Common Stock (3139)	Direct

Footnotes

F1: The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on February 28, 2013.

F2: The sale price reported for this transaction in column 4 of Table I represents the weighted average sale price of the shares sold, ranging from $13.93 to $14.32 per share. Upon request by the Commission staff, the Issuer or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.

F3: Note that, due to a scrivener's error, the total securities held by the Reporting Person were underreported in his Form 4 that was filed on May 17, 2013 by 3,000 shares. This Form 4 restates the total securities held by the Reporting Person.

F4: The sale price reported for this transaction in column 4 of Table I represents the weighted average sale price of the shares sold, ranging from $15.00 to $15.02 per share. Upon request by the Commission staff, the Issuer or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.

F5: The option is fully vested and immediately exercisable.