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Q2 Holdings, Inc.·4

Mar 13, 4:15 PM ET

Flake Matthew P 4

Research Summary

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Updated

Q2 (QTWO) CEO Matthew Flake Receives 192,716-Share Award

What Happened

  • Matthew P. Flake, CEO of Q2 Holdings (QTWO), was granted a total of 192,716 restricted stock units (RSUs) on March 11, 2026. The grants are reported at $0.00 per share (award/grant), so the Form 4 lists no immediate purchase price or cash value. These are compensation awards (not open-market purchases or sales) and vest over time and/or upon achievement of performance targets.

Key Details

  • Transaction date: March 11, 2026; Form 4 filed March 13, 2026 (timely within the usual 2-business-day window).
  • Grants (aggregate): 192,716 RSUs broken into four awards: 96,358; 38,542; 38,542; and 19,274 (each reported as acquisition code "A" — award/grant).
  • Price reported: $0.00 per share (awarded, not purchased); no immediate cash exchanged.
  • Shares owned after transaction: Not specified in the provided filing excerpt.
  • Notable footnotes:
    • F1: One award is time-based RSUs vesting 25% starting March 3, 2027, then quarterly over the next three years (service-based vesting).
    • F2 & F3: Two awards are performance-based RSUs with vesting tied to attainment of Adjusted EBITDA as a % of Revenue (F2) and Subscription Revenue year-over-year growth (F3). Attainment is measured on the second anniversary (up to 100% vests then) with above-target amounts vesting on the third anniversary; subject to continued employment.
    • F4: One award is a performance-based RSU tied to Q2’s stock performance vs. the S&P Software & Services Select Index, with vesting (0%–200%) determined on the third anniversary; subject to continued employment.
  • Filing timeliness: Filed March 13 for a March 11 transaction — appears timely.

Context

  • These awards are standard executive compensation (time- and performance-conditioned RSUs). Because they are grants, they do not represent an open-market purchase or sale by the insider; their ultimate value depends on Q2’s stock price and achievement of performance targets at vesting dates. Performance RSUs include multi-year measurement periods (second or third anniversaries) and may vest at different percentages depending on results.