QUINSTREET, INC — Director's Dealing 2013

Aug 12, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: QUINSTREET, INC (QNST)
CIK: 0001117297
Period of Report: 2013-08-08

Reporting Person: Smith Margo (SVP & Chief Legal Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-08-08	Common Stock	M	20188	$6.90	Acquired	20188	Direct
2013-08-08	Common Stock	S	20188	$9.40	Disposed	0	Direct
2013-08-09	Common Stock	M	17312	$6.90	Acquired	17312	Direct
2013-08-09	Common Stock	S	17312	$9.40	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-08-08	Non-Qualified Employee Stock Option (right to buy)	$6.90	M	20188	Disposed	2019-10-25	Common Stock (20188)	Direct
2013-08-09	Non-Qualified Employee Stock Option (right to buy)	$6.90	M	17312	Disposed	2019-10-25	Common Stock (17312)	Direct

Footnotes

F1: The shares of common stock subject to the option vest and become exercisable as follows: 15% of the shares underlying the option (37,500 shares) vested on March 31, 2013, 10% of the shares underlying the option shall vest on August 29, 2013, and 1/36th of the remaining shares underlying the option shall vest monthly on the 10th day of each month thereafter such that, subject to certain conditions, the options will be 100% vested on August 10, 2016.

F2: A portion of the proceeds from the sale were used to pay the exercise price of stock options, pursuant to a broker-assisted cashless exercise, and applicable withholding taxes.