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 * Solomon Glenn   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 _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O QUINSTREET, INC., 1051 EAST HILLSDALE BLVD., 8TH FLOOR 3. Date of Earliest Transaction (Month/Day/Year) 02/17/2010 (Street) FOSTER CITY, CA 94404 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 02/17/2010   C   1,590,911 (1) A (2) 2,666,975 I See FN (3)

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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

Series B Convertible Preferred Stock

(2)

02/17/2010

C

1,590,911

(4)

(4)

Common Stock

1,590,911

$ 0

0

I

See FN (5)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Solomon Glenn C/O QUINSTREET, INC. 1051 EAST HILLSDALE BLVD., 8TH FLOOR FOSTER CITY, CA 94404	X

Signatures

/s/ Daniel E. Caul, Attorney-in-fact		02/17/2010
**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)	Automatic conversion, in connection with the Issuer's initial public offering, of Series B Preferred Stock at a rate of 1-for-1, resulting in the issuance of 1,590,911 shares of common stock. The shares were issued as follows: 186,571 to Granite Global Ventures II L.P. ("GGV II L.P."), 1,367,105 to Granite Global Ventures III L.P. ("GGV III L.P."), 3,905 to GGV II Entrepreneurs Fund L.P. ("GGV II Entrepreneurs") and 33,330 to GGV III Entrepreneurs Fund L.P. ("GGV III Entrepreneurs" and collectively with GGV II L.P., GGV III L.P. and GGV II Entrepreneurs, the "Funds").
(2)	The Series B Convertible Preferred Stock converted into the Issuer's common stock at a rate of 1-for-1.
(3)	The shares are held as follows: 1,114,187 by GGV II L.P., 1,493,068 by GGV III L.P., 23,319 by GGV II Entrepreneurs and 36,401 by GGV III Entrepreneurs. The Reporting Person is a Managing Director of Granite Global Ventures III L.L.C., the general partner of GGV III L.P. and GGV III Entrepreneurs. The Reporting Person is also a Managing Director of Granite Global Ventures II L.L.C., the general partner of GGV II L.P. and GGV II Entrepreneurs. The Reporting Person has shared voting and investment authority over the shares held by the Funds. The Reporting Person disclaims benefial ownership of the shares held by the Funds except to the extent of his proportionate pecuniary interest therein.
(4)	The securities are preferred stock of the Issuer and do not have an expiration date. The securities automatically converted into common stock upon the closing of the Issuer's initial public offering.
(5)	The shares were held as follows: 186,571 by GGV II L.P., 1,367,105 by GGV III L.P., 3,905 by GGV II Entrepreneurs and 33,330 by GGV III Entrepreneurs. The Series B Convertible Preferred Stock converted into the Issuer's common stock at a rate of 1-for-1.

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