Qualys (QLYS) CEO Thakar sells 5,000 shares under 10b5-1 plan

Rhea-AI Filing Summary

Qualys CEO and president Sumedh S. Thakar reported planned stock sales in his role as an insider of Qualys, Inc. On January 14, 2026, he sold a total of 5,000 shares of Qualys common stock in several open-market transactions at reported weighted-average prices ranging from about the low $130s to mid $130s per share. These transactions were marked with code “S” for sales.

All sales were made pursuant to a Rule 10b5-1 trading plan that he adopted on February 26, 2025, which is designed to pre-schedule trades. After these transactions, Thakar beneficially owned 247,800 shares of Qualys common stock in direct form.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Thakar Sumedh S

(Last) (First) (Middle)

C/O QUALYS, INC.

919 E. HILLSDALE BLVD.

(Street)

FOSTER CITY CA 94404

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
QUALYS, INC. [ QLYS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO & PRESIDENT

3. Date of Earliest Transaction (Month/Day/Year)
01/14/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/14/2026		S(1)		400	D	$131.9839(2)	252,400	D
Common Stock	01/14/2026		S(1)		1,200	D	$133.0087(3)	251,200	D
Common Stock	01/14/2026		S(1)		3,200	D	$134.2072(4)	248,000	D
Common Stock	01/14/2026		S(1)		200	D	$134.75	247,800	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sale transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on February 26, 2025.

2. The sale price represents the weighted average price of the shares sold ranging from $131.53 to $132.38 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 sold at each separate price within the range set forth in this Form 4.

3. The sale price represents the weighted average price of the shares sold ranging from $132.65 to $133.40 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 sold at each separate price within the range set forth in this Form 4.

4. The sale price represents the weighted average price of the shares sold ranging from $133.68 to $134.67 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 sold at each separate price within the range set forth in this Form 4.

	/s/ Bruce Posey by power of attorney for Sumedh S. Thakar	01/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many Qualys (QLYS) shares did CEO Sumedh Thakar sell in this Form 4?

CEO and president Sumedh S. Thakar reported selling a total of 5,000 shares of Qualys, Inc. common stock on January 14, 2026, across several open-market transactions.

At what prices were the Qualys (QLYS) shares sold by the CEO?

The reported sales on January 14, 2026 were executed at weighted-average prices per share of $131.9839, $133.0087, and $134.2072, plus a sale at $134.75 per share. Footnotes note ranges for the weighted-average prices.

Were the Qualys CEO’s stock sales made under a Rule 10b5-1 plan?

Yes. A footnote states that the sale transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 26, 2025.

How many Qualys (QLYS) shares does Sumedh Thakar own after these transactions?

Following the reported January 14, 2026 sales, Sumedh S. Thakar beneficially owned 247,800 shares of Qualys common stock, held in direct ownership.

What is Sumedh Thakar’s relationship to Qualys (QLYS)?

The reporting person, Thakar Sumedh S, is listed as both a director and an officer of Qualys, Inc., with the officer title CEO & PRESIDENT, and is not marked as a 10% owner.

Were any derivative securities reported in this Qualys Form 4 filing?

No derivative securities are shown with transactions in Table II of this Form 4 excerpt; the reported activity pertains to non-derivative common stock only.

Are the Qualys CEO’s reported holdings direct or indirect after the sales?

The Form 4 indicates that after the reported transactions, the 247,800 shares of Qualys common stock are held with ownership form marked as Direct (D), with no nature of indirect beneficial ownership specified.