QUALYS, INC. — Director's Dealing 2014

Jan 8, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: QUALYS, INC. (QLYS)
CIK: 0001107843
Period of Report: 2014-01-07

Reporting Person: Thakar Sumedh S (VP, Engineering)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-01-07	Common Stock	M	1200	$4.40	Acquired	1200	Direct
2014-01-07	Common Stock	S	1200	$26.4433	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-01-07	Stock Option (right to buy)	$4.40	M	1200	Disposed	2021-02-03	Common Stock (1200)	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 $25.74 to $26.85 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: The option is subject to an early exercise provision and is immediately exercisable. One forty-eighth of the shares subject to the option vested on January 1, 2011 and one forty-eighth of the shares subject to the option vest monthly thereafter.