QUALYS, INC. — Director's Dealing 2015

May 28, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: QUALYS, INC. (QLYS)
CIK: 0001107843
Period of Report: 2015-05-26

Reporting Person: Thakar Sumedh S (Chief Product Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-05-26	Common Stock	M	389	$4.40	Acquired	389	Direct
2015-05-26	Common Stock	M	1111	$5.90	Acquired	1500	Direct
2015-05-26	Common Stock	S	1500	$39.845	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-05-26	Stock Option (right to buy)	$4.40	M	389	Disposed	2021-02-02	Common Stock (389)	Direct
2015-05-26	Stock Option (right to buy)	$5.90	M	1111	Disposed	2021-11-03	Common Stock (1111)	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 26, 2015.

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 $39.39 to $40.17 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.

F4: 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 December 4, 2011 and one forty-eighth of the shares subject to the option vest monthly thereafter.