X0306
4/A
2019-08-08
2019-08-12
1
0001627475
Upwork Inc.
UPWK
0001190193
SPURLOCK STEVEN M
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001190192
BALKANSKI ALEXANDRE
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001190211
DUNLEVIE BRUCE
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001219230
FENTON PETER H
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001190191
GURLEY J WILLIAM
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001183234
KAGLE ROBERT
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001091435
LASKY MITCHELL
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
Common Stock
2019-08-08
4
J
0
3000000
0.00
D
9852570
I
See footnote
Common Stock
2019-08-08
4
J
0
31971
0.00
A
31971
I
See footnote
Common Stock
2019-08-09
4
S
0
1517
15.7725
D
30454
I
See footnote
Common Stock
2019-08-08
4
J
0
113272
0.00
A
113272
I
See footnote
Common Stock
2019-08-08
4
J
0
16305
0.00
A
16305
I
See footnote
Common Stock
2019-08-08
4
J
0
106285
0.00
A
106285
I
See footnote
Common Stock
2019-08-09
4
S
0
70608
15.3971
D
35677
I
See footnote
Common Stock
2019-08-08
4
J
0
38820
0.00
A
38820
I
See footnote
Common Stock
2019-08-09
4
S
0
25789
15.3971
D
13031
I
See footnote
Common Stock
2019-08-08
4
J
0
120118
0.00
A
120118
I
See footnote
Common Stock
2019-08-09
4
S
0
6069
15.7725
D
114049
I
See footnote
Common Stock
2019-08-08
4
J
0
126485
0.00
A
126485
I
See footnote
Common Stock
2019-08-09
4
S
0
6069
15.7725
D
120416
I
See footnote
Common Stock
2019-08-08
4
J
0
1398
0.00
A
1398
I
See footnote
Common Stock
2019-08-08
4
J
0
121813
0.00
A
121813
I
See footnote
Common Stock
2019-08-08
4
J
0
56365
0.00
A
56365
I
See footnote
Represents a pro-rata, in-kind distribution by BCP V and its affiliated funds and associated persons, without additional consideration, to their respective partners, members and assigns.
Shares are held directly by Benchmark Capital Partners V, L.P. ("BCP V"), as nominee for BCP V, Benchmark Founders' Fund V, L.P. ("BFF V"), Benchmark Founders' Fund V-A, L.P. ("BFF V-A"), Benchmark Founders' Fund V-B, L.P. ("BFF V-B") and related persons. Benchmark Capital Management Co. V, L.L.C. ("BCMC V"), the general partner of BCP V, BFF V, BFF V-A and BFF V-B, may be deemed to have sole voting and dispositive power over such shares. Alexandre Balkanski, Bruce W. Dunlevie, Peter H. Fenton, J. William Gurley, Kevin R. Harvey, Robert C. Kagle, Mitchell H. Lasky and Steven M. Spurlock, the managing members of BCMC V, may be deemed to share voting and dispositive power over these shares. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pecuniary interest in such securities).
Shares are held by Steven M. Spurlock's family trust.
The price reported in Column 4 is a weighed average price. These shares were sold in multiple transactions at prices ranging from $15.51 to $16.00, 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 request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
Shares are held by Alexandre Balkanski's family trust.
Shares are held by a limited partnership controlled by Alexandre Balkanski.
Shares are held by Bruce W. Dunlevie's family trust.
The price reported in Column 4 is a weighed average price. These shares were sold in multiple transactions at prices ranging from $15.04 to $16.01, 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 request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
Shares are held by a limited partnership controlled by Bruce W. Dunlevie.
Shares are held by Peter H. Fenton's trust.
Shares are held by J. William Gurley's trust.
Shares are held by a limited partnership controlled by J. William Gurley.
Shares are held by Robert C. Kagle.
Shares are held by Mitchell H. Lasky's family trust.
This report is one of three reports, each on a separate Form 4, but relating to the same transaction being filed by entities affiliated with Benchmark and their applicable members.
This amended Form 4 is filed to check the box that the Reporting Persons are no longer subject to Section 16.
/s/ Steven M. Spurlock
2019-09-17
/s/ Steven M. Spurlock, by power of attorney for Alexandre Balkanski
2019-09-17
/s/ Steven M. Spurlock, by power of attorney for Bruce W. Dunlevie
2019-09-17
/s/ Steven M. Spurlock, by power of attorney for Peter H. Fenton
2019-09-17
/s/ Steven M. Spurlock, by power of attorney for J. William Gurley
2019-09-17
/s/ Steven M. Spurlock, by power of attorney for Robert C. Kagle
2019-09-17
/s/ Steven M. Spurlock, by power of attorney for Mitchell H. Lasky
2019-09-17