Qualys (QLYS) chief legal officer sells 481 shares under Rule 10b5-1 plan

Rhea-AI Filing Summary

Qualys, Inc. chief legal officer Bruce K. Posey reported selling 481 shares of common stock in open‑market transactions under a pre‑arranged Rule 10b5‑1 trading plan. The sales on February 20, 2026 were executed at weighted average prices ranging from about $102.88 to $105.32 per share. Following these sales, he directly holds 71,120 Qualys shares, including 194 shares recently acquired through the company’s employee stock purchase plan.

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^*

POSEY BRUCE K

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF LEGAL OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		S(1)		210	D	$103.1348(2)	71,391(3)	D
Common Stock	02/20/2026		S(1)		175	D	$104.0151(4)	71,216	D
Common Stock	02/20/2026		S(1)		96	D	$105.0895(5)	71,120	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 August 21, 2025.

2. The sale price represents the weighted average price of the shares sold ranging from $102.88 to $103.78 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. Includes 194 shares that were acquired on February 15, 2026 through the Issuer's Employee Stock Purchase Plan in a transaction that was exempt under both Rule 16b-3(d) and Rule 16b-3(c).

4. The sale price represents the weighted average price of the shares sold ranging from $103.90 to $104.30 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 $105.02 to $105.32 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 K. Posey	02/24/2026
	** 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

What did Qualys (QLYS) insider Bruce K. Posey report in this Form 4?

Bruce K. Posey reported selling 481 shares of Qualys common stock. The transactions were open‑market sales on February 20, 2026 under a Rule 10b5‑1 trading plan, reflecting pre‑scheduled diversification rather than spontaneous trading activity.

At what prices did the Qualys (QLYS) shares sell in Bruce Posey’s Form 4?

The reported Qualys sales occurred at weighted average prices between about $102.88 and $105.32 per share. Specific ranges were disclosed in the footnotes, and Posey offered to provide detailed trade breakdowns upon request to regulators, the issuer, or security holders.

How many Qualys (QLYS) shares does Bruce Posey own after these transactions?

After the reported sales, Bruce Posey directly owns 71,120 shares of Qualys common stock. This total includes 194 shares acquired on February 15, 2026 through the company’s employee stock purchase plan in transactions exempt under Rule 16b‑3.

Was Bruce Posey’s sale of Qualys (QLYS) shares made under a trading plan?

Yes. The Form 4 states the sale was made under a Rule 10b5‑1 trading plan adopted on August 21, 2025. Such plans allow insiders to schedule trades in advance, helping separate their transactions from short‑term market or information considerations.

Did Bruce Posey buy any Qualys (QLYS) shares around this reporting period?

Yes, but through a program, not open‑market purchases. Footnotes note 194 shares were acquired on February 15, 2026 via Qualys’ employee stock purchase plan, in transactions exempt under Rule 16b‑3, contributing to his post‑sale ownership balance.