Simons James R. 4

Accession 0001235802-18-000158

CIK 0001117297other

View on SEC.gov Company Profile

Filed

Nov 1, 8:00 PM ET

Accepted

Nov 2, 4:51 PM ET

Size

34.2 KB

Accession

0001235802-18-000158

Insider Transaction Report

Form 4

Period: 2018-10-31

QUINSTREET, INCQNST

Simons James R.

Director10% Owner

Transactions

Exercise/Conversion
Common Stock
2018-10-31$11.26/sh+21,780$245,243→ 43,401 total
Exercise/Conversion
Common Stock
2018-11-02$6.90/sh+25,000$172,500→ 46,621 total
Exercise/Conversion
Common Stock
2018-11-02$4.31/sh+25,000$107,750→ 96,621 total
Sale
Common Stock
2018-11-02$17.07/sh−100,000$1,707,370→ 21,621 total
Sale
Common Stock
2018-11-02$17.07/sh−18$307→ 0 total(indirect: By LLC)
Exercise/Conversion
Nonstatutory Stock Option (right to buy)
2018-11-02−25,000→ 0 total
Exercise: $6.90Exp: 2019-10-25→ Common Stock (25,000 underlying)
Exercise/Conversion
Nonstatutory Stock Option (right to buy)
2018-11-02−25,000→ 0 total
Exercise: $4.31Exp: 2021-10-28→ Common Stock (25,000 underlying)
Sale
Common Stock
2018-10-31$15.17/sh−21,780$330,331→ 21,621 total
Exercise/Conversion
Common Stock
2018-11-02$5.80/sh+25,000$145,000→ 121,621 total
Sale
Common Stock
2018-11-02$17.07/sh−872$14,888→ 0 total(indirect: SPVC Affiliates Fund)
Exercise/Conversion
Common Stock
2018-11-02$9.24/sh+25,000$231,000→ 71,621 total
Exercise/Conversion
Nonstatutory Stock Option (right to buy)
2018-10-31−21,780→ 0 total
Exercise: $11.26Exp: 2018-11-02→ Common Stock (21,780 underlying)
Exercise/Conversion
Nonstatutory Stock Option (right to buy)
2018-11-02−25,000→ 0 total
Exercise: $9.24Exp: 2020-10-27→ Common Stock (25,000 underlying)
Exercise/Conversion
Nonstatutory Stock Option (right to buy)
2018-11-02−25,000→ 0 total
Exercise: $5.80Exp: 2022-10-25→ Common Stock (25,000 underlying)

Holdings

Common Stock
(indirect: By Trust)
34,841

Footnotes (10)

[F1]Represents an option that was exercised and the purchased shares were sold by the reporting person, for the sole benefit of SPVC V, LLC pursuant to the letter agreement with SPVC V, LLC, under a pre-arranged sales plan pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended.
[F10]This option is fully vested and exercisable.
[F2]Includes 7,733 shares of common stock that are issuable pursuant to a Restricted Stock Unit (RSU) award. The vesting commencement date of the RSU award is November 10, 2018 and it vests daily over one year. These shares are beneficially owned by the reporting person and are not subject to the letter agreement with SPVC V, LLC where the reporting person holds securities for the sole benefit of SPVC V, LLC.
[F3]Includes 13,888 shares of common stock that are issuable pursuant to a RSU award. The vesting commencement date of the RSU award is November 10, 2017 and it vests daily over one year. This RSU award is held by the reporting person for the sole benefit of SPVC V, LLC pursuant to a letter agreement with SPVC V, LLC.
[F4]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.00 to $15.47, inclusive. The reporting person undertakes to provide to QuinStreet, Inc., any security holder of QuinStreet, 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 ranges set forth in this footnote (4) to this Form 4.
[F5]Represents an option that was exercised and the purchased shares were sold by the reporting person for the sole benefit of SPVC V, LLC pursuant to the letter agreement with SPVC V, LLC.
[F6]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.77 to $17.45, inclusive. The reporting person undertakes to provide to QuinStreet, Inc., any security holder of QuinStreet, 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 ranges set forth in this footnote (6) to this Form 4.
[F7]Represents securities held directly by SPVC Affiliates Fund I, LLC, which is jointly managed by Split Rock Partners, LLC and Vesbridge Partners, LLC. Voting and investment power over the shares, however, has been delegated solely to Split Rock Partners, LLC. Split Rock Partners, LLC has delegated voting and investment decisions with respect to the shares to three individuals (one of whom is the reporting person) who require a two-thirds vote to act. The reporting person disclaims beneficial ownership of the reported securities, except to the extent of any pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
[F8]Represents securities held directly by SPVC V, LLC, which is jointly managed by Split Rock Partners, LLC and Vesbridge Partners, LLC. Voting and investment power over the shares, however, has been delegated solely to Split Rock Partners, LLC. Split Rock Partners, LLC has delegated voting and investment decisions with respect to the shares to three individuals (one of whom is the reporting person) who require a two-thirds vote to act. The reporting person disclaims beneficial ownership of the reported securities, except to the extent of any pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
[F9]Represents securities held directly by the James Rexroad Simons Trust, which the reporting person is the trustee. The reporting person disclaims beneficial ownership of the reported securities, except to the extent of any pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

Documents

1 file

4
primary_doc.xmlPrimary
PRIMARY DOCUMENT

Issuer

QUINSTREET, INC

CIK 0001117297

→

Entity typeother

Related Parties

filerCIK 0001476267

Filing Metadata

Form type: 4
Filed: Nov 1, 8:00 PM ET
Accepted: Nov 2, 4:51 PM ET
Size: 34.2 KB

View on SEC.gov