QTWO Form 4: President sold 5,985 shares under 10b5-1 plan at $80.04

Rhea-AI Filing Summary

Coleman Kirk L, identified as an officer (President) of Q2 Holdings, Inc. (QTWO), reported a sale of 5,985 shares of the issuer's common stock on 08/22/2025 at a weighted-average price of $80.04 per share. The filing states the sale was effected under a Rule 10b5-1 trading plan adopted by the reporting person on November 22, 2024. After the reported transaction, the reporting person beneficially owned 317,195 shares. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person and discloses the range of execution prices was $80.00 to $80.14.

Positive

• Sale executed under a Rule 10b5-1 plan, indicating pre-planned, compliant insider trading
• Clear disclosure of weighted-average sale price ($80.04) and price range ($80.00–$80.14)
• Post-transaction beneficial ownership disclosed (317,195 shares) providing transparency

Negative

• Insider disposed of 5,985 shares, representing a reduction in the reporting person's holdings

Insights

Securities Analyst

TL;DR: A routine insider sale under a pre-established 10b5-1 plan; disclosure is timely and quantifies remaining holdings.

The reported transaction appears consistent with a rule-compliant disposition of shares through a 10b5-1 plan adopted in November 2024. The filing specifies the number of shares sold, the weighted-average price, the post-transaction beneficial ownership level, and that multiple executions occurred within a narrow price range. This provides investors transparent, actionable data on insider liquidity while indicating the sale was pre-planned rather than opportunistic trading.

Corporate Governance Expert

TL;DR: The Form 4 shows appropriate use of an affirmative defense plan and clear reporting of disposition and remaining holdings.

The report includes the required explanatory footnote citing the 10b5-1 plan adoption date and offers to provide execution-level detail upon request, which supports governance best practices for insider transactions. The signature by attorney-in-fact is present, completing the required attestations. No additional governance concerns are disclosed in the filing.

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).

X

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^*

Coleman Kirk L

(Last) (First) (Middle)

10355 PECAN PARK BLVD

(Street)

AUSTIN TX 78729

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Q2 Holdings, Inc. [ QTWO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025

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

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

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

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	08/22/2025		S(1)		5,985	D	$80.04(2)	317,195	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. The sale reported was effected pursuant to a Rule 10b5-l trading plan adopted by the reporting person on November 22, 2024.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.00 to $80.14 inclusive. Reporting Person undertakes to provide to Q2 Holdings, Inc., any security holder of Q2 Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Remarks:

	/s/ M. Scott Kerr, attorney-in-fact	08/26/2025
	** 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.

FAQ

What shares did Coleman Kirk L sell in the Form 4 for QTWO?

The filing reports a sale of 5,985 shares of Q2 Holdings common stock executed on 08/22/2025.

At what price were the QTWO shares sold according to the Form 4?

The weighted-average price reported was $80.04 per share, with individual executions ranging from $80.00 to $80.14.

Was the insider sale part of a 10b5-1 trading plan?

Yes. The filing states the sale was effected pursuant to a Rule 10b5-1 trading plan adopted on November 22, 2024.

How many QTWO shares does the reporting person beneficially own after the sale?

The Form 4 discloses 317,195 shares beneficially owned following the reported transaction.

Who signed the Form 4 for the reporting person?

The Form 4 was signed by /s/ M. Scott Kerr, attorney-in-fact on 08/26/2025.