QUALYS, INC. — Director's Dealing 2016

Aug 8, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: QUALYS, INC. (QLYS)
CIK: 0001107843
Period of Report: 2016-08-05

Reporting Person: Schmidt Howard A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-08-05	Common Stock	M	6911	$0.00	Acquired	13084	Direct
2016-08-05	Common Stock	M	3517	$0.00	Acquired	16601	Direct
2016-08-05	Common Stock	S	6911	$32.00	Disposed	9690	Direct
2016-08-05	Common Stock	S	3517	$31.8517	Disposed	6173	Direct
2016-08-08	Common Stock	M	4635	$0.00	Acquired	10808	Direct
2016-08-08	Common Stock	S	4635	$31.80	Disposed	6173	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-08-05	Stock Option (right to buy)	$8.90	M	6911	Disposed	2022-06-18	Common Stock (6911)	Direct
2016-08-05	Stock Option (right to buy)	$8.90	M	3517	Disposed	2022-06-18	Common Stock (3517)	Direct
2016-08-08	Stock Option (right to buy)	$8.90	M	4635	Disposed	2022-06-18	Common Stock (4635)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	57688	Indirect

Footnotes

F1: The purchase price represents the weighted average sale price of the shares purchased ranging from $31.85 to $31.86 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 purchased at each separate price within the range set forth in this Form 4.

F2: Shares are held directly by the Howard A. Schmidt and Raemarie J. Schmidt Revocable Trust, dated August 5, 2015, for which the Reporting Person serves as Trustee.

F3: The shares subject to the option vested in 36 equal monthly installments following the June 18, 2012 vesting commencement date.