QUINSTREET, INC — Director's Dealing 2019

May 18, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: QUINSTREET, INC (QNST)
CIK: 0001117297
Period of Report: 2019-05-15

Reporting Person: SANDS GREGORY P (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-05-15	Non-Qualified Stock Option (right to buy)	$15.72	A	2389	Acquired	2026-05-14	Common Stock (2389)	Direct

Footnotes

F1: The shares of common stock subject to this option are fully vested and exercisable.

F2: Mr. Sands elected to receive options in lieu of cash compensation as consideration for his service as a member of QuinStreet, Inc.'s (the "Company") board of directors and a member of the Company's Nominating and Corporate Governance and Compensation Committees for the quarter ended March 31, 2019. The number of options granted was determined by dividing the cash compensation otherwise payable with respect to the quarter by the Black-Scholes value of a single option calculated as of the date of grant. The election is available to independent directors, is made annually and applies to the entire fiscal year.