Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
ADAMS STREET PARTNERS LLC
  2. Issuer Name and Ticker or Trading Symbol
Q2 Holdings, Inc. [QTWO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
1 NORTH WACKER DRIVE, SUITE 2200
3. Date of Earliest Transaction (Month/Day/Year)
03/25/2014
(Street)

CHICAGO, IL 60606
4. If Amendment, Date 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
(City)
(State)
(Zip)
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 03/25/2014   C   3,038,895 A (1) 3,076,278 I By Adams Street 2006 Direct Fund, L.P. (2)
Common Stock 03/25/2014   C   3,431,749 A (1) 3,473,966 I By Adams Street 2007 Direct Fund, L.P. (3)
Common Stock 03/25/2014   C   832,531 A (1) 1,163,877 I By Adams Street 2008 Direct Fund, L.P. (4)
Common Stock 03/25/2014   C   728,730 A (1) 1,006,672 I By Adams Street 2009 Direct Fund, L.P. (5)
Common Stock 03/25/2014   C   413,958 A (1) 571,845 I By Adams Street 2010 Direct Fund, L.P. (6)
Common Stock 03/25/2014   C   332,574 A (1) 459,420 I By Adams Street 2011 Direct Fund LP (7)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: 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
Junior Preferred Stock (1) 03/25/2014   C     25,673   (1)   (1) Common Stock 25,673 $ 0 0 I By Adams Street 2008 Direct Fund, L.P. (4)
Junior Preferred Stock (1) 03/25/2014   C     22,206   (1)   (1) Common Stock 22,206 $ 0 0 I By Adams Street 2009 Direct Fund, L.P. (5)
Junior Preferred Stock (1) 03/25/2014   C     12,614   (1)   (1) Common Stock 12,614 $ 0 0 I By Adams Street 2010 Direct Fund, L.P. (6)
Junior Preferred Stock (1) 03/25/2014   C     10,134   (1)   (1) Common Stock 10,134 $ 0 0 I By Adams Street 2011 Direct Fund LP (7)
Series A Preferred Stock (1) 03/25/2014   C     2,780,677   (1)   (1) Common Stock 2,780,677 $ 0 0 I By Adams Street 2006 Direct Fund, L.P. (2)
Series A Preferred Stock (1) 03/25/2014   C     3,140,150   (1)   (1) Common Stock 3,140,150 $ 0 0 I By Adams Street 2007 Direct Fund, L.P. (3)
Series A Preferred Stock (1) 03/25/2014   C     225,496   (1)   (1) Common Stock 225,496 $ 0 0 I By Adams Street 2008 Direct Fund, L.P. (4)
Series A Preferred Stock (1) 03/25/2014   C     195,037   (1)   (1) Common Stock 195,037 $ 0 0 I By Adams Street 2009 Direct Fund, L.P. (5)
Series A Preferred Stock (1) 03/25/2014   C     110,792   (1)   (1) Common Stock 110,792 $ 0 0 I By Adams Street 2010 Direct Fund, L.P. (6)
Series A Preferred Stock (1) 03/25/2014   C     89,010   (1)   (1) Common Stock 89,010 $ 0 0 I By Adams Street 2011 Direct Fund LP (7)
Series B Preferred Stock (1) 03/25/2014   C     231,030   (1)   (1) Common Stock 231,030 $ 0 0 I By Adams Street 2006 Direct Fund, L.P. (2)
Series B Preferred Stock (1) 03/25/2014   C     260,896   (1)   (1) Common Stock 260,896 $ 0 0 I By Adams Street 2007 Direct Fund, L.P. (3)
Series B Preferred Stock (1) 03/25/2014   C     423,012   (1)   (1) Common Stock 423,012 $ 0 0 I By Adams Street 2008 Direct Fund, L.P. (4)
Series B Preferred Stock (1) 03/25/2014   C     365,876   (1)   (1) Common Stock 365,876 $ 0 0 I By Adams Street 2009 Direct Fund, L.P. (5)
Series B Preferred Stock (1) 03/25/2014   C     207,837   (1)   (1) Common Stock 207,837 $ 0 0 I By Adams Street 2010 Direct Fund, L.P. (6)
Series B Preferred Stock (1) 03/25/2014   C     166,977   (1)   (1) Common Stock 166,977 $ 0 0 I By Adams Street 2011 Direct Fund LP (7)
Series C Preferred Stock (1) 03/25/2014   C     27,188   (1)   (1) Common Stock 27,188 $ 0 0 I By Adams Street 2006 Direct Fund, L.P. (2)
Series C Preferred Stock (1) 03/25/2014   C     30,703   (1)   (1) Common Stock 30,703 $ 0 0 I By Adams Street 2007 Direct Fund, L.P. (3)
Series C Preferred Stock (1) 03/25/2014   C     168,350   (1)   (1) Common Stock 168,350 $ 0 0 I By Adams Street 2008 Direct Fund, L.P. (4)
Series C Preferred Stock (1) 03/25/2014   C     145,611   (1)   (1) Common Stock 145,611 $ 0 0 I By Adams Street 2009 Direct Fund, L.P. (5)
Series C Preferred Stock (1) 03/25/2014   C     82,715   (1)   (1) Common Stock 82,715 $ 0 0 I By Adams Street 2010 Direct Fund, L.P. (6)
Series C Preferred Stock (1) 03/25/2014   C     66,453   (1)   (1) Common Stock 66,453 $ 0 0 I By Adams Street 2011 Direct Fund LP (7)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
ADAMS STREET PARTNERS LLC
1 NORTH WACKER DRIVE, SUITE 2200
CHICAGO, IL 60606
    X    

Signatures

 /s/ Sara A. Robinson - Vice President, Adams Street Partners, LLC   03/27/2014
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The Junior Preferred Stock, Series A Preferred Stock, Series B Preferred Stock, and Series C Preferred Stock (collectively, the "Preferred Stock"), respectively, was converted into Common Stock on a one-for-one basis and has no expiration date.
(2) The reported securities are owned directly by Adams Street 2006 Direct Fund, L.P. ("AS 2006") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2006. The securities owned by AS 2006 (the "Shares") may be deemed to be beneficially owned by Adams Street Partners, LLC. David Brett, Jeffrey T. Diehl, Elisha P. Gould, Michael S. Lynn, Robin Murray, Sachin Tulyani, Craig D. Waslin, and David S. Welsh, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the Shares. Adams Street Partners, LLC and David Brett, Jeffrey T. Diehl, Elisha P. Gould, Michael S. Lynn, Robin Murray, Sachin Tulyani, Craig D. Waslin, and David S. Welsh disclaim beneficial ownership of the Shares except to the extent of their pecuniary interest therein.
(3) The reported securities are owned directly by Adams Street 2007 Direct Fund, L.P. ("AS 2007") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2007. The securities owned by AS 2007 (the "Shares") may be deemed to be beneficially owned by Adams Street Partners, LLC. David Brett, Jeffrey T. Diehl, Elisha P. Gould, Michael S. Lynn, Robin Murray, Sachin Tulyani, Craig D. Waslin, and David S. Welsh, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the Shares. Adams Street Partners, LLC and David Brett, Jeffrey T. Diehl, Elisha P. Gould, Michael S. Lynn, Robin Murray, Sachin Tulyani, Craig D. Waslin, and David S. Welsh disclaim beneficial ownership of the Shares except to the extent of their pecuniary interest therein.
(4) The reported securities are owned directly by Adams Street 2008 Direct Fund, L.P. ("AS 2008") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2008. The securities owned by AS 2008 (the "Shares") may be deemed to be beneficially owned by Adams Street Partners, LLC. David Brett, Jeffrey T. Diehl, Elisha P. Gould, Michael S. Lynn, Robin Murray, Sachin Tulyani, Craig D. Waslin, and David S. Welsh, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the Shares. Adams Street Partners, LLC and David Brett, Jeffrey T. Diehl, Elisha P. Gould, Michael S. Lynn, Robin Murray, Sachin Tulyani, Craig D. Waslin, and David S. Welsh disclaim beneficial ownership of the Shares except to the extent of their pecuniary interest therein.
(5) The reported securities are owned directly by Adams Street 2009 Direct Fund, L.P. ("AS 2009") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2009. The securities owned by AS 2009 (the "Shares") may be deemed to be beneficially owned by Adams Street Partners, LLC. David Brett, Jeffrey T. Diehl, Elisha P. Gould, Michael S. Lynn, Robin Murray, Sachin Tulyani, Craig D. Waslin, and David S. Welsh, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the Shares. Adams Street Partners, LLC and David Brett, Jeffrey T. Diehl, Elisha P. Gould, Michael S. Lynn, Robin Murray, Sachin Tulyani, Craig D. Waslin, and David S. Welsh disclaim beneficial ownership of the Shares except to the extent of their pecuniary interest therein.
(6) The reported securities are owned directly by Adams Street 2010 Direct Fund, L.P. ("AS 2010") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2010. The securities owned by AS 2010 (the "Shares") may be deemed to be beneficially owned by Adams Street Partners, LLC. David Brett, Jeffrey T. Diehl, Elisha P. Gould, Michael S. Lynn, Robin Murray, Sachin Tulyani, Craig D. Waslin, and David S. Welsh, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the Shares. Adams Street Partners, LLC and David Brett, Jeffrey T. Diehl, Elisha P. Gould, Michael S. Lynn, Robin Murray, Sachin Tulyani, Craig D. Waslin, and David S. Welsh disclaim beneficial ownership of the Shares except to the extent of their pecuniary interest therein.
(7) The reported securities are owned directly by Adams Street 2011 Direct Fund LP ("AS 2011") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2011's general partner. The securities owned by AS 2011 (the "Shares") may be deemed to be beneficially owned by Adams Street Partners, LLC. David Brett, Jeffrey T. Diehl, Elisha P. Gould, Michael S. Lynn, Robin Murray, Sachin Tulyani, Craig D. Waslin, and David S. Welsh, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the Shares. Adams Street Partners, LLC and David Brett, Jeffrey T. Diehl, Elisha P. Gould, Michael S. Lynn, Robin Murray, Sachin Tulyani, Craig D. Waslin, and David S. Welsh disclaim beneficial ownership of the Shares except to the extent of their pecuniary interest therein.

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