{"url_path":"/sec/qlys/8-k/2026-06-11/item-5-07","section_key":"item-5-07","section_title":"Item 5.07 Submission of Matters to a Vote of Security Holders.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-11","source_url":"https://www.sec.gov/Archives/edgar/data/1107843/0001107843-26-000024-index.html","accession_number":"0001107843-26-000024","cik":"0001107843","ticker":"QLYS","issuer_name":"QUALYS, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1107843/0001107843-26-000024-index.html","primary_entity_key":"0001107843","primary_entity_name":"QUALYS, INC."},"word_count":318,"has_tables":true,"body_markdown":"Item 5.07           Submission of Matters to a Vote of Security Holders.\n\nOn June 10, 2026, the Company held its 2026 annual meeting of stockholders (the “Annual Meeting”). Present at the Annual Meeting in person or by proxy were holders of 31,972,103 shares of the Company’s common stock, or approximately 90.60% of the shares outstanding and entitled to vote at the Annual Meeting. The voting results for each of the proposals considered at the Annual Meeting are provided below.\n\nProposal One – Election of Directors\n\nThe stockholders elected each of the following nominees as Class II directors to serve on the Company’s board of directors (the “Board”) until the Company’s 2029 annual meeting of stockholders or until their respective successors are duly elected and qualified.\n\nNomineeVotes ForVotes WithheldBroker Non-Votes\n\nBradford L. Brooks28,669,493237,8233,064,787\n\nWendy M. Pfeiffer26,419,9042,487,4123,064,787\n\nJohn A. Zangardi27,326,9561,580,3603,064,787\n\nThe Board is comprised of seven members who are divided into three classes with overlapping three-year terms. The term of the Company’s Class III directors, Jeffrey P. Hank, and Sumedh S. Thakar, will expire at the Company’s 2027 annual meeting of stockholders. The term of the Company’s Class I directors, Thomas P. Berquist, and Kristi M. Rogers, will expire at the Company’s 2028 annual meeting of stockholders.\n\nProposal Two – Ratification of the Appointment of Independent Registered Public Accounting Firm\n\nThe stockholders ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2026.\n\nVotes ForVotes AgainstAbstentionsBroker Non-Votes\n\n29,290,2782,666,20215,623—\n\nProposal Three – Advisory Approval of Executive Compensation\n\nThe stockholders cast their votes with respect to the advisory vote to approve the compensation of the Company’s named executive officers as described in the Company’s Proxy Statement, as follows:\n\nVotes ForVotes AgainstAbstentionsBroker Non-Votes\n\n26,459,4182,401,82846,0703,064,787\n\nProposal Four – Approval of 2012 Equity Incentive Plan, as amended and restated\n\nThe stockholders approved the Plan, as amended and restated.\n\nVotes ForVotes AgainstAbstentionsBroker Non-Votes\n\n26,727,2992,143,32236,6953,064,787"}