[Form 4] Qualys, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Navient Corporation (NAVI) President & CEO David L. Yowan filed a Form 4 disclosing an administrative withholding transaction linked to RSU vesting.

• RSU settlement: 55,478 restricted stock units granted on 07/03/2024 vested on 07/03/2025; an additional 2,547.390 shares were issued through dividend-equivalent rights.
• Tax withholding: 23,501 shares were automatically withheld by Navient (Transaction Code "F") at $14.82 to cover taxes. This was not an open-market sale and generated no personal proceeds.
• Post-transaction holdings: Yowan now directly owns 560,567.786 shares of Navient common stock.

The filing is routine and does not signal a directional view on NAVI shares. It does, however, confirm that the CEO maintains a substantial equity position, which helps align management incentives with shareholder interests. Overall investor impact is neutral.

Insights

Corporate Governance Analyst

TL;DR: Routine RSU vesting; 23.5k shares withheld for taxes—neutral signal, CEO still holds 560k+ shares.

The transaction is coded “F,” meaning shares were withheld solely to satisfy tax obligations tied to the vesting of previously granted RSUs. No open-market sale occurred, so supply-and-demand dynamics are unaffected. Post-withholding ownership of roughly 560.6k shares indicates continued insider alignment. Such administrative filings typically carry minimal predictive power for price performance and are viewed as neutral by institutional investors.

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

OMB APPROVAL

OMB Number:			3235-0287
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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)
07/03/2025

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	07/03/2025		S(1)		1,500	D	$147.5589(2)	228,462	D
Common Stock	07/03/2025		S(1)		3,300	D	$148.5009(3)	225,162	D
Common Stock	07/03/2025		S(1)		4,887	D	$149.8442(4)	220,275	D
Common Stock	07/03/2025		S(1)		2,313	D	$150.1761(5)	217,962	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 $147.03 to $147.915 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 $148.03 to $148.8 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 $149.05 to $150.04 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.

5. The sale price represents the weighted average price of the shares sold ranging from $150.05 to $150.34 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	07/07/2025
	** 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 Navient (NAVI) shares did CEO David L. Yowan have withheld for taxes?

A total of 23,501 shares were withheld to cover tax obligations.

What was the price used for the tax-withholding transaction?

The shares were valued at $14.82 each for withholding purposes.

How many shares does the CEO own after the Form 4 transaction?

David L. Yowan now directly owns 560,567.786 Navient common shares.

Were any shares sold on the open market in this Form 4 filing?

No. The filing shows a code "F" tax-withholding transaction, not an open-market sale.

When were the RSUs that vested on 07/03/2025 originally granted?

The 110,957 RSUs were granted on 07/03/2024 under the 2024 Omnibus Incentive Plan.