QUINSTREET, INC — Director's Dealing 2010

Feb 17, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: QUINSTREET, INC (QNST)
CIK: 0001117297
Period of Report: 2010-02-17

Reporting Person: Solomon Glenn (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-02-17	Common Stock	C	1590911	—	Acquired	2666975	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-02-17	Series B Convertible Preferred Stock	$	C	1590911	Disposed		Common Stock (1590911)	Indirect

Footnotes

F1: Automatic conversion, in connection with the Issuer's initial public offering, of Series B Preferred Stock at a rate of 1-for-1, resulting in the issuance of 1,590,911 shares of common stock. The shares were issued as follows: 186,571 to Granite Global Ventures II L.P. ("GGV II L.P."), 1,367,105 to Granite Global Ventures III L.P. ("GGV III L.P."), 3,905 to GGV II Entrepreneurs Fund L.P. ("GGV II Entrepreneurs") and 33,330 to 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").

F2: The Series B Convertible Preferred Stock converted into the Issuer's common stock at a rate of 1-for-1.

F3: The shares are held as follows: 1,114,187 by GGV II L.P., 1,493,068 by GGV III L.P., 23,319 by GGV II Entrepreneurs and 36,401 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 Entrepreneurs. 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 benefial ownership of the shares held by the Funds except to the extent of his proportionate pecuniary interest therein.

F4: The securities are preferred stock of the Issuer and do not have an expiration date. The securities automatically converted into common stock upon the closing of the Issuer's initial public offering.

F5: The shares were 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 Series B Convertible Preferred Stock converted into the Issuer's common stock at a rate of 1-for-1.