Breeden John E 4

What Happened

• John E. Breeden, Chief Delivery Officer of Q2 Holdings (QTWO), sold a total of 74,783 shares in two transactions: 68,707 shares on 2026-03-05 at a reported weighted-average price of $51.73 (proceeds $3,554,213), and 6,076 shares on 2026-03-09 at a reported weighted-average price of $51.35 (proceeds $312,003). Total proceeds were about $3.87 million. These were sales (not purchases).

Key Details

• Transaction dates and reported weighted-average prices:
  • 2026-03-05 — 68,707 shares @ $51.73 (weighted avg; range reported $50.63–$52.48).
  • 2026-03-09 — 6,076 shares @ $51.35 (weighted avg; range reported $51.34–$51.70).
• Total shares sold: 74,783; total proceeds: ~$3,866,216.
• Shares owned after the transactions: not disclosed in the provided filing.
• Footnotes in the Form 4:
  • Sales were effected pursuant to a Rule 10b5-1 trading plan adopted May 19, 2025.
  • One sale was an issuer‑mandated sale to cover tax withholding in connection with RSU vesting (i.e., a withholding/cashless-type disposition), and the reported prices are weighted averages across multiple trades; the filer will provide per-price breakdowns on request.
• Filing timeliness: The Form 4 was filed on 2026-03-09 reporting a primary transaction on 2026-03-05 — this appears to be filed late (reported after the typical 2-business-day window for officers).

Context

• A 10b5-1 trading plan allows scheduled trades while insulators trading decisions from insider information; such plan-driven sales are generally considered routine.
• Issuer-mandated sales to cover tax withholding for vested RSUs are administrative and do not necessarily indicate a change in the insider’s view of the company.