QTWO Rule 144 Filing: 641 Shares Proposed Sale via Morgan Stanley

Rhea-AI Filing Summary

This Form 144 notice states that 641 shares of the issuer's common stock are proposed for sale through Morgan Stanley (address listed) with an aggregate market value of $52,975.74. The filing lists 57,195 shares outstanding. The securities were reported as restricted stock acquired on 09/11/2025 and paid in cash on that same date. The filing also discloses that Michael Kerr sold 605 shares on 06/16/2025 for $51,836.40. The notice includes the standard representation that the seller is not aware of any undisclosed material adverse information about the issuer.

Positive

• None.

Negative

• Insider sale disclosed: Proposed sale of 641 shares (aggregate value $52,975.74) and prior sale of 605 shares by Michael Kerr for $51,836.40.

Insights

Securities Analyst

TL;DR: Insider-related sale notice for a small block of shares; limited market impact stated.

The Form 144 documents a proposed sale of 641 common shares via Morgan Stanley valued at $52,975.74, and records a recent sale of 605 shares by Michael Kerr realizing $51,836.40. The securities to be sold are described as restricted stock acquired and paid for on 09/11/2025. The filing is procedural under Rule 144 and contains the seller's representation regarding lack of undisclosed material adverse information. The disclosure is factual and routine; it does not provide context on issuer fundamentals, relative stake size, or motives for sale.

Corporate Governance Expert

TL;DR: Routine compliance filing showing insider-related transactions with no additional governance disclosures.

The notice satisfies Rule 144 reporting by identifying the class, broker, number of shares, and aggregate value. It also lists prior short-term sales by an identified individual. No executive departures, new agreements, or governance actions are disclosed. The filing offers no information on lock-up exceptions, trading plans, or restrictive legends beyond stating the shares were restricted stock and paid in cash.

FAQ

What does the Form 144 for QTWO report?

The filing reports a proposed sale of 641 common shares via Morgan Stanley with an aggregate market value of $52,975.74 and prior sale of 605 shares on 06/16/2025 for $51,836.40.

Who is listed as having sold shares in the past three months?

Michael Kerr is listed as selling 605 common shares on 06/16/2025 for $51,836.40.

What type of shares are being sold according to the filing?

Restricted stock is identified as the nature of the acquisition for the securities to be sold.

Which broker is handling the proposed sale?

Morgan Stanley at the address shown (3 Edison Drive, Alpharetta, GA) is listed as the broker for the proposed sale.

Does the filer state any undisclosed material adverse information?

The filer represents by signature that they do not know of any material adverse information about the issuer that has not been publicly disclosed.

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Accepted by SEC EDGAR 09/11/2025 - 06:33 PM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001938943
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Q2 Holdings, Inc.
SEC File Number	001-36350
Address of Issuer	10355 PECAN PARK BOULEVARD Austin TEXAS 78729
Phone	1-833-444-3469
Name of Person for Whose Account the Securities are To Be Sold	Kerr Michael S
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Officer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley 3 Edison Drive Alpharetta GA 30005	641	52975.74	57195	09/11/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	09/11/2025	Restricted Stock	Issuer			641	09/11/2025	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Michael Kerr 10355 Pecan Park Blvd Austin TX 78729	Common	06/16/2025	605	51836.40

144: Remarks and Signature

Remarks	The sale reported on this Form 144 represents an Issuer mandated sale by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of Restricted Stock Units, and it does not represent a discretionary trade by the Reporting Person.
Date of Notice	09/11/2025
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Michael S Kerr
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)