Q2 Holdings (QTWO) Form 144 Notice — 786-Share Sale Disclosed

Rhea-AI Filing Summary

Q2 Holdings, Inc. (QTWO) Form 144 notice reports a proposed sale of 786 common shares handled by Morgan Stanley Smith Barney LLC, with an aggregate market value of $57,676.68 and an approximate sale date of 08/12/2025 on the NYSE. The shares were acquired as Restricted Stock Units on 06/09/2018. The filing also discloses a 10b5-1 sale by James Offerdahl of 1,000 shares on 05/22/2025 generating $87,770.50 in gross proceeds.

The notice includes the standard insider representation that the selling person does not possess undisclosed material information and references Rule 10b5-1 trading-plan mechanics. The filing provides transaction dates, acquisition type, broker name, share counts, and stated values but does not include additional commentary or valuation context beyond the tables.

Insights

Securities Analyst

TL;DR: Routine insider resale filing; the 786-share proposed sale is immaterial to the company float and is disclosed under Rule 144.

The filing shows a planned sale of 786 common shares valued at $57,676.68 against total outstanding shares of 62,442,411, representing roughly 0.0013% of outstanding common shares. That scale suggests negligible immediate market impact. The broker is identified as Morgan Stanley Smith Barney LLC. The filer documents the shares were acquired as RSUs on 06/09/2018, which clarifies the origin of the holdings and supports compliance with transfer restrictions and holding period considerations. Prior 10b5-1 sales of 1,000 shares on 05/22/2025 are also disclosed, indicating prior structured sales activity.

Corporate Governance Expert

TL;DR: Form 144 appears procedurally complete for a Rule 144 notice and includes the customary no-material-nonpublic-information representation.

The form identifies the nature of acquisition (Restricted Stock Units), acquisition date (06/09/2018), broker details, and planned sale date (08/12/2025). It also lists a recent 10b5-1 executed sale by James Offerdahl, which can indicate use of prearranged trading instructions. The filing contains the statutory attestation about material nonpublic information, consistent with compliance expectations. The disclosure is standard and does not present governance concerns by itself given the small size of the proposed sale relative to outstanding shares.

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

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

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

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 Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	786	57676.68	62442411	08/12/2025	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	06/09/2018	Restricted Stock Units	Issuer			786	06/09/2018	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

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for JAMES OFFERDAHL 10355 Pecan Park Blvd Austin TX 78729	Common	05/22/2025	1000	87770.50

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

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

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the QTWO Form 144 disclose about the planned sale?

The filing discloses a proposed sale of 786 common shares valued at $57,676.68, with an approximate sale date of 08/12/2025 on the NYSE.

Who is the broker handling the sale reported on the QTWO Form 144?

The broker listed is Morgan Stanley Smith Barney LLC, located at 1 New York Plaza, 8th Floor, New York, NY 10004.

How and when were the shares being sold on QTWO acquired?

The 786 shares were acquired as Restricted Stock Units on 06/09/2018.

Does the Form 144 show any recent related sales for QTWO insiders?

Yes. It discloses a 10b5-1 sale by James Offerdahl of 1,000 shares on 05/22/2025 with gross proceeds of $87,770.50.

Does the filer represent they possess undisclosed material information in the QTWO Form 144?

No. The filing contains the standard representation that the person selling the securities does not know any material adverse information about the issuer that has not been publicly disclosed.