X0306 4/A 2022-02-18 2022-02-23 0 0001627475 UPWORK, INC UPWK 0001819126 McCombs Jeff C/O UPWORK INC., 475 BRANNAN STREET, SUITE 430 SAN FRANCISCO CA 94107 0 1 0 0 Chief Financial Officer Restricted Stock Units (RSU) 2022-02-18 4 A 0 114155 0.00 A Common Stock 114155 114155 D Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock. The RSUs vest in equal quarterly installments over four years beginning on May 18, 2022, subject to the continuing employment of the Reporting Person with the Issuer on each vesting date. This amended Form 4 is being filed solely to report the award of the above-referenced restricted stock units, which award was inadvertently omitted from the Form 4 filed on February 23, 2022. All other information reported in the originally filed Form 4 remains the same. /s/ Jacob McQuown, Attorney-in-Fact 2022-02-24