QUALYS, INC. — Director's Dealing 2016

Nov 4, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: QUALYS, INC. (QLYS)
CIK: 0001107843
Period of Report: 2016-11-01

Reporting Person: Deeba Amer (VP Corp Dev & Strat Alliances)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-11-01	Common Stock	M	2000	$2.80	Acquired	60293	Direct
2016-11-01	Common Stock	S	2000	$37.055	Disposed	58293	Direct
2016-11-01	Common Stock	F	455	$37.00	Disposed	57838	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-11-01	Stock Option (right to buy)	$2.80	M	2000	Disposed	2019-07-30	Common Stock (2000)	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 May 27, 2016.

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 $36.60 to $37.45 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 reported shares were withheld to cover the Reporting Person's tax liability in connection with the vesting of restricted stock units.

F4: The option is fully vested and immediately exercisable.