X0306 4 2020-08-06 0 0001627475 Upwork Inc. UPWK 0001809355 Gilpin Eric C/O UPWORK INC. 2625 AUGUSTINE DRIVE, SUITE 601 SANTA CLARA CA 95054 0 1 0 0 Senior VP, Sales Common Stock 2020-08-06 4 S 0 3355 14.0565 D 2706 D Common Stock 2020-08-06 4 S 0 100 14.98 D 2606 D This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted 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 $13.81 to $14.37 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. /s/ Jacob McQuown, Attorney-in-Fact 2020-08-10