0001094792-21-000018.txt : 20210702
0001094792-21-000018.hdr.sgml : 20210702
20210702180153
ACCESSION NUMBER: 0001094792-21-000018
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210630
FILED AS OF DATE: 20210702
DATE AS OF CHANGE: 20210702
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MCDONALD JOHN T
CENTRAL INDEX KEY: 0001094792
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36720
FILM NUMBER: 211071834
MAIL ADDRESS:
STREET 1: C/O UPLAND SOFTWARE INC.
STREET 2: 401 CONGRESS AVE., SUITE 1850
CITY: AUSTIN
STATE: TX
ZIP: 78701
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Upland Software, Inc.
CENTRAL INDEX KEY: 0001505155
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 272992077
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
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
4
1
wf-form4_162526327749459.xml
FORM 4
X0306
4
2021-06-30
0
0001505155
Upland Software, Inc.
UPLD
0001094792
MCDONALD JOHN T
401 CONGRESS AVE., STE 1850
AUSTIN
TX
78701
1
1
0
0
CEO
Common Stock
2021-06-30
4
M
0
135345
0
A
1490447
D
Common Stock
2021-07-02
4
S
0
52740
41.5772
D
1437707
D
Common Stock
153738
I
By National Financial Services as Cust FBO J. McDonald RRA
Performance Share Unit
0.0
2021-06-30
4
M
0
66297
0
D
Common Stock
66297.0
0
D
Based on the Company's total stockholder return ("TSR") for the 18 month period ending June 30, 2021, approximately 204% of the PSUs awarded on February 24, 2020 vested on June 30, 2021 in accordance with the terms of Mr. McDonald's performance grant.
Does not include 125,000 shares of common stock held in a trust for the benefit of Mr. McDonald's children of which The Bryn Mawr Trust Company of Delaware is the trustee.
Shares were sold pursuant to a 10b5-1 plan to cover the tax withholding obligations in connection with the vesting of restricted stock units.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.55 to $42.04, inclusive. The reporting person undertakes to provide to Upland Software, Inc., any security holder of Upland Software, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.
0% to 300% of these TSR performance PSUs may vest on June 30, 2021 based on the Company's total stockholder return ("TSR") for the 18 month period ending June 30, 2021. The percentage of TSR Performance PSUs that may vest will be (a) 0% if TSR is below 5.0%; (b) 50% if TSR is 5.0%; (c) 100% if TSR is 10%; and (d) 300% if TSR is 20% or greater. If TSR is between 5.0% and 10% or between 10% and 20%, the percentage of TSR Performance RSUs that may vest is determined using linear interpolation.
/s/ Kin Gill (as attorney-in-fact for Mr. McDonald)
2021-07-02