0001209191-22-047087.txt : 20220822
0001209191-22-047087.hdr.sgml : 20220822
20220822192936
ACCESSION NUMBER: 0001209191-22-047087
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220818
FILED AS OF DATE: 20220822
DATE AS OF CHANGE: 20220822
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: McCombs Jeff
CENTRAL INDEX KEY: 0001819126
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38678
FILM NUMBER: 221184864
MAIL ADDRESS:
STREET 1: C/O UPWORK INC.
STREET 2: 2625 AUGUSTINE DRIVE, SUITE 601
CITY: SANTA CLARA
STATE: CA
ZIP: 95054
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
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-08-18
0
0001627475
UPWORK, INC
UPWK
0001819126
McCombs Jeff
C/O UPWORK INC.,
475 BRANNAN STREET, SUITE 430
SAN FRANCISCO
CA
94107
0
1
0
0
Chief Financial Officer
Common Stock
2022-08-18
4
M
0
732
A
14160
D
Common Stock
2022-08-18
4
M
0
1471
A
15631
D
Common Stock
2022-08-18
4
M
0
7135
A
22766
D
Common Stock
2022-08-18
4
S
0
4078
18.541
D
18688
D
Restricted Stock Units (RSU)
2022-08-18
4
A
0
12171
0.00
A
Common Stock
12171
12171
D
Restricted Stock Units (RSU)
2022-08-18
4
M
0
732
0.00
D
Common Stock
732
7324
D
Restricted Stock Units (RSU)
2022-08-18
4
M
0
1471
0.00
D
Common Stock
1471
14719
D
Restricted Stock Units (RSU)
2022-08-18
4
M
0
7135
0.00
D
Common Stock
7135
99886
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 $18.43 to $18.59 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 on each quarterly anniversary, beginning on November 18, 2022 over four quarters of continuous service,
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 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 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.
/s/ Jacob McQuown, Attorney-in-Fact
2022-08-22