4//SEC Filing
Bottoms Dave 4
Accession 0002019194-25-000006
CIK 0001627475other
Filed
Sep 21, 8:00 PM ET
Accepted
Sep 22, 4:33 PM ET
Size
22.8 KB
Accession
0002019194-25-000006
Insider Transaction Report
Form 4
UPWORK, INCUPWK
Bottoms Dave
GM, VP Marketplace
Transactions
- Exercise/Conversion
Restricted Stock Units
2025-09-18−5,904→ 82,658 total→ Common Stock (5,904 underlying) - Exercise/Conversion
Common Stock
2025-09-18+5,904→ 21,253 total - Sale
Common Stock
2025-09-19$19.96/sh−10,014$199,867→ 345 total - Exercise/Conversion
Restricted Stock Units
2025-09-18−8,980→ 35,920 total→ Common Stock (8,980 underlying) - Exercise/Conversion
Common Stock
2025-09-18+8,980→ 9,325 total - Exercise/Conversion
Common Stock
2025-09-18+6,024→ 15,349 total - Sale
Common Stock
2025-09-18$19.16/sh−10,894$208,779→ 10,359 total - Exercise/Conversion
Restricted Stock Units
2025-09-18−6,024→ 60,235 total→ Common Stock (6,024 underlying)
Footnotes (8)
- [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 $18.89 to $19.495 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]This transaction was effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on May 30, 2025.
- [F5]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.64 to $20.35 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.
- [F6]The RSUs vest in equal quarterly installments over four years beginning on December 18, 2022, subject to the continuing employment of the Reporting Person with the Issuer on each vesting date.
- [F7]The RSUs vest in equal quarterly installments over four years beginning on June 18, 2024, subject to the continuing employment of the Reporting Person with the Issuer on each vesting date.
- [F8]The RSUs vest in equal quarterly installments over four years beginning on June 18, 2025, subject to the continuing employment of the Reporting Person with the Issuer on each vesting date.
Issuer
UPWORK, INC
CIK 0001627475
Entity typeother
Related Parties
1- filerCIK 0002019194
Filing Metadata
- Form type
- 4
- Filed
- Sep 21, 8:00 PM ET
- Accepted
- Sep 22, 4:33 PM ET
- Size
- 22.8 KB