0001562180-23-006520.txt : 20230822
0001562180-23-006520.hdr.sgml : 20230822
20230822190844
ACCESSION NUMBER: 0001562180-23-006520
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230818
FILED AS OF DATE: 20230822
DATE AS OF CHANGE: 20230822
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Brown Hayden
CENTRAL INDEX KEY: 0001753662
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38678
FILM NUMBER: 231194838
MAIL ADDRESS:
STREET 1: C/O UPWORK INC.
STREET 2: 441 LOGUE AVENUE
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: UPWORK, INC
CENTRAL INDEX KEY: 0001627475
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374]
IRS NUMBER: 464337682
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 475 BRANNAN STREET
STREET 2: SUITE 430
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94107
BUSINESS PHONE: 650-316-7500
MAIL ADDRESS:
STREET 1: 475 BRANNAN STREET
STREET 2: SUITE 430
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94107
FORMER COMPANY:
FORMER CONFORMED NAME: Upwork Inc.
DATE OF NAME CHANGE: 20180427
FORMER COMPANY:
FORMER CONFORMED NAME: Elance-oDesk, Inc.
DATE OF NAME CHANGE: 20141209
4
1
primarydocument.xml
PRIMARY DOCUMENT
X0508
4
2023-08-18
false
0001627475
UPWORK, INC
UPWK
0001753662
Brown Hayden
C/O UPWORK INC.
475 BRANNAN STREET, SUITE 430
SAN FRANCISCO
CA
94107
true
true
false
false
President & CEO
false
Common Stock
2023-08-18
4
M
false
5100.00
A
1017362.00
D
Common Stock
2023-08-18
4
M
false
2563.00
A
1019925.00
D
Common Stock
2023-08-18
4
M
false
9589.00
A
1029514.00
D
Common Stock
2023-08-18
4
M
false
7610.00
A
1037124.00
D
Common Stock
2023-08-18
4
M
false
18333.00
A
1055457.00
D
Common Stock
2023-08-18
4
S
false
22520.00
13.8599
D
1032937.00
D
Restricted Stock Units
2023-08-18
4
M
false
2563.00
0.00
D
Common Stock
2563.00
15375.00
D
Restricted Stock Units
2023-08-18
4
M
false
5100.00
0.00
D
Common Stock
5100.00
30598.00
D
Restricted Stock Units
2023-08-18
4
M
false
9589.00
0.00
D
Common Stock
9589.00
95890.00
D
Restricted Stock Units
2023-08-18
4
M
false
7610.00
0.00
D
Common Stock
7610.00
76104.00
D
Restricted Stock Units
2023-08-18
4
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false
18333.00
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Common Stock
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D
Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
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.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.79 to
$13.905 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.
The RSUs vest in equal quarterly installments over four years beginning on May 18, 2021, subject to the continuing employment of the Reporting Person with the Issuer on each vesting date.
The RSUs vest 25% on February 18, 2022, and then 6.25% of the total shares vest on each quarterly anniversary thereafter, subject to the Reporting Person's continued employment with the Issuer on each vesting date.
The RSUs vest 25% on February 18, 2023, and then 6.25% of the total shares vest on each quarterly anniversary thereafter, subject to the Reporting Person's continued employment with the Issuer on each vesting date.
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.
The RSUs vest in equal quarterly installments over four years beginning on May 18, 2023, subject to the continuing employment of the Reporting Person with the Issuer on each vesting date.
/s/ Jacob McQuown, Attorney-in-Fact
2023-08-22