QUINSTREET, INC — Director's Dealing 2010

Feb 10, 2010

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: QUINSTREET, INC (QNST)
CIK: 0001117297
Period of Report: 2010-02-10

Reporting Person: Solomon Glenn (Director)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1076064	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series B Convertible Preferred Stock	$		Common Stock (1590911)		Indirect
Stock Option (Right to Buy)	$19.00	2016-11-16	Common Stock (25000)		Direct

Footnotes

F1: The shares are held as follows: 927,616 by Granite Global Ventures II L.P. ("GGV II L.P."), 125,963 by Granite Global Ventures III L.P. ("GGV III L.P."), 19,414 by GGV II Entrepreneurs Fund L.P. ("GGV II Entrepreneurs") and 3,071 by GGV III Entrepreneurs Fund L.P. ("GGV III Entrepreneurs" and collectively with GGV II L.P., GGV III, L.P. and GGV II Entrepreneurs, the "Funds"). The Reporting Person is a Managing Director of Granite Global Ventures III L.L.C., the general partner of GGV III L.P. and GGV III Entrpreneurs. The Reporting Person is also a Managing Director of Granite Global Ventures II L.L.C., the general partner of GGV II L.P. and GGV II Entrepreneurs. The Reporting Person has shared voting and investment authority over the shares held by the Funds. The Reporting Person disclaims beneficial ownership of the shares held by the Funds except to the extent of his proportionate pecuniary interest therein.

F2: These securities are preferred stock of the Issuer and do not have an expiration date. These securities will automatically convert into shares of common stock in connection with the Issuer's initial public offering.

F3: The shares are held as follows: 186,571 by GGV II L.P., 1,367,105 by GGV III L.P., 3,905 by GGV II Entrepreneurs and 33,330 by GGV III Entrepreneurs. The Reporting Person is a Managing Director of Granite Global Ventures III L.L.C., the general partner of GGV III L.P. and GGV III Entrpreneurs. The Reporting Person is also a Managing Director of Granite Global Ventures II L.L.C., the general partner of GGV II L.P. and GGV II Entrepreneurs. The Reporting Person has shared voting and investment authority over the shares held by the Funds. The Reporting Person disclaims beneficial ownership of the shares held by the Funds except to the extent of his proportionate pecuniary interest therein.

F4: Each share of Series B Convertible Preferred Stock will convert automatically into shares of Common Stock on a 1-for-1 basis in connection with the Issuer's initial public offering.

F5: The shares subject to the option are fully vested and exercisable.