QuinStreet (QNST) CFO relinquishes shares to cover RSU tax bill

Rhea-AI Filing Summary

QuinStreet CFO Gregory Wong reported exempt transactions in company common stock tied to restricted stock unit (RSU) vesting. On May 10, 2026, he relinquished a total of 7,541 shares at $13.21 per share to cover federal and state tax withholding obligations. According to the filing, there was no open-market sale; the shares were cancelled by QuinStreet in exchange for paying the tax liability, leaving Wong with 429,159 shares held directly.

Insider Trade Summary

5 transactions reported

Mixed 5 txns

Insider Wong Gregory

Role CFO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	1,121	$13.21	$15K
Tax Withholding	Common Stock	1,682	$13.21	$22K
Tax Withholding	Common Stock	1,528	$13.21	$20K
Tax Withholding	Common Stock	1,528	$13.21	$20K
Tax Withholding	Common Stock	1,682	$13.21	$22K

Holdings After Transaction: Common Stock — 429,159 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares relinquished for taxes: 7,541 shares Tax-withholding share value: $13.21 per share Shares held after transactions: 429,159 shares +2 more

5 metrics

Shares relinquished for taxes 7,541 shares Total F-coded tax-withholding dispositions on May 10, 2026

Tax-withholding share value $13.21 per share Valuation used for all F-code transactions

Shares held after transactions 429,159 shares Direct ownership by Gregory Wong following tax-withholding dispositions

Tax-withholding transactions 5 transactions All coded F, exempt under Section 16b-3

Total tax-withholding shares (summary) 7,541 shares Reflected in transactionSummary as taxWithholdingShares

Key Terms

Section 16b-3, Rule 16b-3, RSUs, tax-withholding disposition, +1 more

5 terms

Section 16b-3 regulatory

"Exempt transaction pursuant to Section 16b-3 for payment of exercise price or tax liability"

Rule 16b-3 regulatory

"vesting of a security issued in accordance with Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

RSUs financial

"resulting from the vesting of RSUs. The Reporting Person did not sell"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

F transaction code regulatory

"transaction_code": "F""

Form 4 Insider Transactions: What Each Field Means →

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
Estimated average burden
hours per response:			0.5

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

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^*

Wong Gregory

(Last) (First) (Middle)

950 TOWER LANE, 12TH FLOOR

(Street)

FOSTER CITY CALIFORNIA 94404

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
QUINSTREET, INC [ QNST ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/10/2026

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

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

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

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	05/10/2026(1)		F		1,121	D	$13.21	429,159	D
Common Stock	05/10/2026(1)		F		1,682	D	$13.21	427,477	D
Common Stock	05/10/2026(1)		F		1,528	D	$13.21	425,949	D
Common Stock	05/10/2026(1)		F		1,528	D	$13.21	424,421	D
Common Stock	05/10/2026(1)		F		1,682	D	$13.21	422,739	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. Exempt transaction pursuant to Section 16b-3 for payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were relinquished to the Issuer by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of RSUs. The Reporting Person did not sell or otherwise dispose of any of the shares in this Form 4 for any reason other than to cover required taxes.

	Gregory Wong	05/12/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did QuinStreet (QNST) CFO Gregory Wong report in this Form 4?

Gregory Wong reported exempt transactions where shares were surrendered to QuinStreet to pay taxes on RSU vesting. These were coded as F transactions and did not involve any open-market share sales or purchases.

How many QuinStreet (QNST) shares were relinquished for tax withholding?

A total of 7,541 QuinStreet common shares were relinquished. Multiple F-coded transactions, each at $13.21 per share, were used to satisfy federal and state tax obligations from the vesting of RSUs.

At what price were the QuinStreet (QNST) shares valued for the tax withholding?

The shares used for tax withholding were valued at $13.21 per share. This value applied across all reported F-coded transactions related to RSU vesting and tax obligations on May 10, 2026.

Did QuinStreet (QNST) CFO Gregory Wong sell shares on the open market?

No, the filing states he did not sell shares on the open market. All reported shares were relinquished back to QuinStreet and cancelled solely to cover required tax withholding on vested RSUs.

How many QuinStreet (QNST) shares does the CFO hold after these transactions?

After these tax-withholding dispositions, Gregory Wong directly holds 429,159 QuinStreet common shares. This figure reflects his remaining position following cancellation of 7,541 shares to cover RSU-related tax obligations.

Why are these QuinStreet (QNST) Form 4 transactions coded with transaction code F?

Transaction code F indicates shares were used to pay an exercise price or tax liability. Here, all F-coded entries reflect shares relinquished and cancelled to satisfy federal and state tax withholding on vested RSUs under Rule 16b-3.