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).

1. Name and Address of Reporting Person* Valenti Douglas (Last) (First) (Middle) 950 TOWER LANE, 6TH FLOOR (Street) FOSTER CITY CA 94404 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol QUINSTREET, INC [ QNST ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) Chief Executive Officer
	3. Date of Earliest Transaction (Month/Day/Year) 09/16/2021
	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	08/10/2021		G	V	40,587	D	$0.0	375,778	D
Common Stock	09/16/2021		S		2,083(1)	D	$18.07(2)	373,695	D
Common Stock	10/07/2021		G	V	2,083	A	$0.0	375,778	D
Common Stock	11/10/2021		G	V	18,528	D	$0.0	357,250	D
Common Stock	08/10/2021		G	V	40,587(3)	A	$0.0	2,657,607	I	by Trust
Common Stock	07/27/2021		G	V	638,344(4)	D	$0.0	2,019,263	I	by Trust
Common Stock	09/01/2021		G	V	165,723(5)	D	$0.0	1,853,540	I	by Trust
Common Stock	10/07/2021		G	V	2,083	D	$0.0	1,851,457	I	by Trust
Common Stock	11/10/2021		G	V	18,528(3)	A	$0.0	1,869,985	I	by Trust
Common Stock	11/19/2021		G	V	2,000(6)	D	$0.0	1,867,985	I	by Trust
Common Stock								6,903	I	by Son(7)

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. These sales were effected pursuant to a Rule 10b5-1 trading plan. The plan was implemented to meet long-term estate planning and diversification objectives of the reporting person, and extend over a multi-year period. The shares sold represent less than 1% of the shares beneficially owned by the reporting person as of December 31, 2021.

2. The shares were sold at prices between $17.44 and $18.56. The reporting person will provide upon request to the SEC, the issuer, or security holder of the issuer, full information regarding the number of shares sold at each price.

3. Reflects shares transferred to The Valenti Living Trust from the reporting person's direct holdings.

4. The reporting person transferred shares of common stock to four of his five sons in equal proportion and to each in their individual capacity. This transaction represents a transfer of shares that were beneficially owned by the reporting person for the purposes of estate planning and not a sale of securities.

5. The reporting person transferred shares of common stock to an irrevocable trust of which the reporting person is the sole trustee and one of his five sons is the sole beneficiary. This transaction represents a transfer of shares that were beneficially owned by the reporting person for the purposes of estate planning and not a sale of securities.

6. This transaction represents a transfer of shares that were beneficially owned by the reporting person for the purposes of a donation to a charity and not a sale of securities.

7. Shares held by Mr. Valenti's children.

	By: Martin J. Collins For: Douglas Valenti	02/11/2022
	** 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.
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