X0304 4 2011-12-01 0 0001036188 QAD INC QADA, QADB 0001169918 ROBERTS LEE D 9010 NE 47TH STREET YARROW POINT WA 98004 1 0 0 0 Class A Common Stock ($0.001 par value) 2011-04-25 5 J 0 33 10.79 A 16667 D Class A Common Stock ($0.001 par value) 2011-07-12 5 J 0 35 10.49 A 16702 D Class A Common Stock ($0.001 par value) 2011-10-10 5 J 0 48 10.64 A 16750 D Class A Common Stock ($0.001 par value) 2011-12-01 4 S 0 2700 11.08 D 14050 D Class B Common Stock ($0.001 par value) 2011-12-01 4 S 0 784 10.87 D 2368 D Class A Common Stock ($0.001 par value) 2011-12-02 4 S 0 4300 11.04 D 9750 D This filing on Form 4 discloses the acquisition of shares of QAD Class A Common Stock pursuant to a dividend which is exempt from the reporting requirements of Section 16 pursuant to Rule 16a-9(a). Received pursuant to a dividend paid on QAD's outstanding stock which was payable either in cash or QAD Class A Common Stock at the election of the holder. This Form 4 reports a stock dividend received. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.07 to $11.10 inclusive. The reporting person undertakes to provide to QAD Inc., and security holders of QAD Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in Footnotes #3, #4 and #5 to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.83 to $10.90, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.00 to $11.08, inclusive. Betty Weinert, attorney in fact for Lee D. Roberts 2011-12-02