QuinStreet (QNST) CEO Valenti reports share gifts and RSU tax dispositions
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
QuinStreet, Inc. CEO Douglas Valenti reported routine equity movements involving gifts and tax-related share dispositions. On 2026-05-10, he made bona fide gifts of a total of 69,994 shares of common stock, split between direct holdings and a trust, and reported 6,903 shares held indirectly by his children.
He also disposed of 36,253 shares at $13.2100 per share through tax-withholding transactions, where shares were surrendered to QuinStreet to cover federal and state tax obligations from vesting RSUs under Rule 16b-3. According to the filing, no shares were sold on the open market, and Valenti continued to hold substantial direct and indirect positions after these transactions.
Positive
- None.
Negative
- None.
Insider Trade Summary
69,994 shares gifted
Mixed
8 txns
Insider
Valenti Douglas
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Tax Withholding | Common Stock | 6,042 | $13.21 | $80K |
| Tax Withholding | Common Stock | 12,085 | $13.21 | $160K |
| Tax Withholding | Common Stock | 6,042 | $13.21 | $80K |
| Tax Withholding | Common Stock | 6,042 | $13.21 | $80K |
| Tax Withholding | Common Stock | 6,042 | $13.21 | $80K |
| Gift | Common Stock | 34,997 | $0.00 | -- |
| Gift | Common Stock | 34,997 | $0.00 | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 658,964 shares (Direct, null);
Common Stock — 1,747,909 shares (Indirect, by Trust)
Footnotes (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. Shares held by Mr. Valenti's children.
Key Figures
Gifted shares: 69,994 shares
Tax-withholding shares: 36,253 shares
Tax-withholding price: $13.2100 per share
+3 more
6 metrics
Gifted shares
69,994 shares
Bona fide gifts of common stock on May 10, 2026
Tax-withholding shares
36,253 shares
Shares relinquished to cover RSU-related taxes
Tax-withholding price
$13.2100 per share
Price used for tax-withholding dispositions
Trust holdings after gift
1,747,909 shares
Indirect ownership by trust following gift transfer
Direct holdings after gift
593,756 shares
Direct ownership after a 34,997-share gift
Children’s holdings
6,903 shares
Indirect holdings reported as shares held by children
Key Terms
bona fide gift, tax-withholding disposition, Section 16b-3, Rule 16b-3, +1 more
5 terms
bona fide gift financial
"transaction_code_description: "Bona fide gift""
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
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.
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"
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.
