Q2 officer to sell 636 shares for tax withholding

An officer of Q2 Holdings, Inc. filed a Form 144 for a small, issuer-mandated share sale to cover taxes tied to vested performance stock units.

Rhea-AI Filing Summary

Q2 Holdings, Inc. (QTWO) received a Form 144 notice indicating that officer Scott Kerr plans to sell 636 shares of common stock through Morgan Stanley on September 11, 2026, with an aggregate market value of $38,770.56.

The sale is described as an issuer-mandated transaction to cover tax withholding obligations upon the vesting and settlement of Performance Stock Units, and not a discretionary trade by the reporting person.

Key Figures

Shares proposed to be sold: 636 shares Aggregate market value: $38,770.56 Planned sale date: September 11, 2026 +2 more

5 metrics

Shares proposed to be sold 636 shares Common stock to be sold under Form 144 by officer Scott Kerr

Aggregate market value $38,770.56 Estimated value of the 636 QTWO shares covered by the notice

Planned sale date September 11, 2026 Date associated with the proposed sale and RSU transaction

Security type Restricted Stock Units / Performance Stock Units Underlying awards whose vesting and settlement trigger tax withholding

Form 144 notice date September 11, 2026 Date on which the Form 144 notice was signed

Key Terms

Rule 144, Restricted Stock Units, Performance Stock Units, tax withholding obligations, +1 more

5 terms

Rule 144 regulatory

"See the definition of "person" in paragraph (a) of Rule 144."

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

Restricted Stock Units financial

"Common | 09/11/2026 | Restricted Stock Units | Issuer"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Performance Stock Units financial

"in connection with the vesting and settlement of Performance Stock Units"

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

tax withholding obligations financial

"sale ... to cover tax withholding obligations in connection with the vesting"

issuer mandated sale financial

"represents an Issuer mandated sale by the Reporting Person"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does Q2 Holdings, Inc. (QTWO) disclose in this Form 144 filing?

The filing states that officer Scott Kerr filed a Form 144 to sell 636 shares of QTWO common stock through Morgan Stanley on September 11, 2026, with an aggregate market value of $38,770.56, subject to Rule 144 conditions.

How many QTWO shares are proposed to be sold under this Form 144?

The notice covers a proposed sale of 636 shares of Q2 Holdings, Inc. common stock. The shares are associated with Performance Stock Units and will be sold to satisfy tax withholding obligations at vesting and settlement.

What is the value of the QTWO shares covered by this Form 144?

The aggregate market value of the Q2 Holdings, Inc. shares covered by the Form 144 is $38,770.56. This amount corresponds to the planned sale of 636 shares of common stock through Morgan Stanley.

Is the QTWO Form 144 sale by Scott Kerr a discretionary trade?

No. The remarks explain that the sale represents an issuer-mandated transaction by the reporting person to cover tax withholding obligations tied to the vesting and settlement of Performance Stock Units and does not represent a discretionary trade.

What type of equity awards are involved in this QTWO Form 144 filing?

The filing links the sale to Performance Stock Units, with the securities to be sold described as Restricted Stock Units that vest and settle, triggering tax withholding obligations that the issuer-mandated sale is intended to cover.

Which broker is listed for the planned QTWO share sale in this Form 144?

The planned sale of Q2 Holdings, Inc. shares is listed as being through Morgan Stanley, located at 1585 Broadway in New York. The securities are identified as common stock listed on the NYSE.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/11/2026 - 07:18 PM EDT Accepted by SEC EDGAR 09/11/2026 - 07:18 PM EDT 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 1585 Broadway New York NY 10036	636	38770.56	62354695	09/11/2026	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	09/11/2026	Restricted Stock Units	Issuer			636	09/11/2026	N/A

* 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

Nothing to Report

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 Performance Stock Units, and it does not represent a discretionary trade by the Reporting Person.
Date of Notice	09/11/2026
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/ Scott Kerr
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)