QUALYS, INC. — Director's Dealing 2014

Nov 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: QUALYS, INC. (QLYS)
CIK: 0001107843
Period of Report: 2014-10-30

Reporting Person: MCCAULEY DONALD C (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-10-31	Common Stock	S	3100	$31.0922	Disposed	33899	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-10-30	Stock Option (right to buy)	$30.58	A	150000	Acquired	2024-10-30	Common Stock (150000)	Direct

Footnotes

F1: The sale transaction reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on February 21, 2014.

F2: The sale price for this transaction reported in column 4 of Table I represents the weighted average sale price of the shares sold, ranging from $31.00 to $31.37 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: One twenty-fourth of the shares subject to the option vest on November 30, 2014 and one twenty-fourth of the shares subject to the option vest monthly thereafter.