0001104659-25-007405.txt : 20250130 0001104659-25-007405.hdr.sgml : 20250130 20250130080007 ACCESSION NUMBER: 0001104659-25-007405 CONFORMED SUBMISSION TYPE: SCHEDULE 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20250130 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Upland Software, Inc. CENTRAL INDEX KEY: 0001505155 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] ORGANIZATION NAME: 06 Technology IRS NUMBER: 272992077 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SCHEDULE 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-88404 FILM NUMBER: 25571206 BUSINESS ADDRESS: STREET 1: 401 CONGRESS AVE. STREET 2: SUITE 1850 CITY: AUSTIN STATE: TX ZIP: 78701 BUSINESS PHONE: 512-960-1010 MAIL ADDRESS: STREET 1: 401 CONGRESS AVE. STREET 2: SUITE 1850 CITY: AUSTIN STATE: TX ZIP: 78701 FORMER COMPANY: FORMER CONFORMED NAME: Silverback Acquisition Corp DATE OF NAME CHANGE: 20101105 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: van Schaick Petrus Paulus CENTRAL INDEX KEY: 0002052865 ORGANIZATION NAME: FILING VALUES: FORM TYPE: SCHEDULE 13G MAIL ADDRESS: STREET 1: NOORDDAMMERWEG 68A CITY: AMSTELVEEN STATE: P7 ZIP: 1187 ZT SCHEDULE 13G 1 primary_doc.xml SCHEDULE 13G 0002052865 XXXXXXXX LIVE Common Stock 01/27/2025 0001505155 Upland Software, Inc. 91544A109 401 Congress Ave. Suite 1850 Austin TX 78701 Rule 13d-1(c) Jalak Investments B.V. P7 0.00 1442204.00 0.00 1442204.00 1442204.00 N 5.1 OO * Percentage is based upon 28,168,127 shares of common stock outstanding as of January 22, 2025 as confirmed by the issuer and its transfer agent. Petrus van Schaick P7 0.00 1442204.00 0.00 1442204.00 1442204.00 N 5.1 IN * Percentage is based upon 28,168,127 shares of common stock outstanding as of January 22, 2025 as confirmed by the issuer and its transfer agent. Upland Software, Inc. 401 Congress Ave., Suite 1850, Austin, TX 78701 This Schedule 13G is being filed by: (i) Jalak Investments B.V., a besloten vennootschap (or private limited company) formed in the Netherlands; and (ii) Petrus van Schaick, a Dutch citizen. The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons". The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed as Exhibit 99.1 to this Schedule 13G, pursuant to which they have agreed to file this Schedule 13G and all subsequent amendments jointly in accordance with the provisions of Rule 13d-1(k) of the Act. The filing of this Schedule 13G should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the securities reported herein. The principal business address of each Reporting Person is Beethovenstraat 475, 1083 HK Amsterdam, The Netherlands Incorporated by reference from Item 4 of the Cover Pages. Y (i) Jalak Investments B.V. is the direct record and beneficial owner of 1,442,204 shares of common stock of the issuer. (ii) Voting and investment power with respect to the shares of common stock owned by Jalak Investments B.V. may be deemed to be held by Mr. van Schaick as the sole shareholder of Jalak Investments B.V. Mr. van Schaick does not directly own the shares of common stock. Incorporated by reference from Item 11 of the Cover Pages. Incorporated by reference from Item 5 of the Cover Pages. Incorporated by reference from Item 6 of the Cover Pages. Incorporated by reference from Item 7 of the Cover Pages. Incorporated by reference from Item 8 of the Cover Pages. Y Y Y Y Y N By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. Exhibit 99.1 - Agreement of Joint Filing, dated as of January 29, 2025, by and between the Reporting Persons. Jalak Investments B.V. /s/ Petrus van Schaick Petrus van Schaick/ Sole Shareholder 01/30/2025 Petrus van Schaick /s/ Petrus van Schaick Petrus van Schaick 01/30/2025 EX-99.1 2 tm254825d1_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

JOINT FILING AGREEMENT

PURSUANT TO RULE 13d-1(k)

 

Each undersigned acknowledges and agrees that the foregoing Schedule 13G is filed on behalf of the undersigned and that all subsequent amendments to this Schedule 13G shall be filed on behalf of each undersigned without the necessity of filing additional joint filing agreements. Each undersigned acknowledges that each undersigned shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it or him contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. Each undersigned hereby further agrees that this Joint Filing Agreement may be executed in any number of counterparts, each of which when so executed shall be deemed to be an original, but all of which counterparts shall together constitute one and the same instrument.

  

 

Date: January 29, 2025   Jalak Investments B.V.
       
    /s/ Petrus van Schaick
    By:      Petrus van Schaick
    Title:   Sole Shareholder
       
       
       
    Petrus van Schaick
       
    /s/ Petrus van Schaick