McCombs Jeff 4
4 · UPWORK, INC · Filed Oct 3, 2022
Insider Transaction Report
Form 4
UPWORK, INCUPWK
McCombs Jeff
Chief Financial Officer
Transactions
- Sale
Common Stock
2022-09-29$13.82/sh−71,753$991,404→ 84,109 total - Exercise/Conversion
Common Stock
2022-09-29+137,174→ 155,862 total - Exercise/Conversion
Restricted Stock Units (RSU)
2022-09-29−137,174→ 137,174 total→ Common Stock (137,174 underlying)
Footnotes (4)
- [F1]Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
- [F2]Represents the number of shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of the RSUs listed in Table II. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the Reporting Person.
- [F3]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.63 to $14.08 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- [F4]Pursuant to the Transition and Separation Agreement entered into by and between the Issuer and the Reporting Person dated as of September 21, 2022, 137,174 of the shares initially subject to the restricted stock unit award granted to the Reporting Person on August 4, 2020 accelerated and became fully vested as of September 29, 2022.