0001209191-20-033450.txt : 20200602 0001209191-20-033450.hdr.sgml : 20200602 20200602160208 ACCESSION NUMBER: 0001209191-20-033450 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200531 FILED AS OF DATE: 20200602 DATE AS OF CHANGE: 20200602 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LAYTON THOMAS CENTRAL INDEX KEY: 0001079457 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38678 FILM NUMBER: 20936927 MAIL ADDRESS: STREET 1: C/O TICKETMASTER ONLINE CITYSEARCH INC STREET 2: 790 E COLORADO BLVD STE 200 CITY: PASADENA STATE: CA ZIP: 91101 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: 2625 AUGUSTINE DRIVE STREET 2: SUITE 601 CITY: SANTA CLARA STATE: CA ZIP: 95054 BUSINESS PHONE: 650-316-7500 MAIL ADDRESS: STREET 1: 2625 AUGUSTINE DRIVE STREET 2: SUITE 601 CITY: SANTA CLARA STATE: CA ZIP: 95054 FORMER COMPANY: FORMER CONFORMED NAME: Elance-oDesk, Inc. DATE OF NAME CHANGE: 20141209 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-05-31 0 0001627475 Upwork Inc. UPWK 0001079457 LAYTON THOMAS C/O UPWORK INC. 2625 AUGUSTINE DRIVE, SUITE 601 SANTA CLARA CA 95054 1 0 0 1 Chairman Common Stock 2020-05-31 4 J 0 6396 0.00 A 137099 I See footnote Common Stock 2020-06-01 4 A 0 12952 0.00 A 35739 D Common Stock 2020-06-01 4 A 0 3022 0.00 A 38761 D Common Stock 2020-06-01 4 A 0 1727 0.00 A 40488 D Common Stock 4151777 I See footnote Pro rata distribution from Benchmark Founders' Fund V, L.P. of which the Reporting Person is a limited partner. Held by Thomas Layton, Trustee of the Thomas H Layton Separate Property Revocable Trust dtd 11/29/99. Represents an award of RSUs. The RSUs vest 100% on the earlier of (a) the date immediately prior to the Issuer's 2021 annual meeting of stockholders and (b) June 1, 2021, in each case subject to the continuing service of the Reporting Holder through such date. Represents an award of RSUs. The RSUs vest quarterly over four quarters (with the first such vesting date occurring on September 30, 2020), subject to the continuing service of the Reporting Holder on each vesting date; provided, however, that the final quarterly installment shall fully vest on the earlier of (a) the date immediately prior to the Issuer's 2021 annual meeting of stockholders and (b) the date that is the last day of the last full quarter of the vesting of such award, in each case subject to the continuing service of the Reporting Holder through such date. Held by Thomas H. Layton or Gabrielle M. Layton, or their successors, as trustees of the Layton Community Property Trust dated November 29, 1999, as amended. /s/Jacob McQuown, Attorney-in-Fact 2020-06-02