Home/Filings/4/0001753662-25-000007
4//SEC Filing

Brown Hayden 4

Accession 0001753662-25-000007

CIK 0001627475other

Filed

Sep 18, 8:00 PM ET

Accepted

Sep 19, 5:55 PM ET

Size

18.5 KB

Accession

0001753662-25-000007

Insider Transaction Report

Form 4
Period: 2025-09-17
Brown Hayden
DirectorPresident & CEO
Transactions
  • Exercise/Conversion

    Restricted Stock Unit

    2025-09-1817,734177,332 total
    Common Stock (17,734 underlying)
  • Exercise/Conversion

    Common Stock

    2025-09-18+28,6771,124,702 total
  • Exercise/Conversion

    Restricted Stock Unit

    2025-09-1828,677401,485 total
    Common Stock (28,677 underlying)
  • Sale

    Common Stock

    2025-09-18$19.16/sh22,344$428,1981,102,358 total
  • Sale

    Common Stock

    2025-09-18$19.00/sh20,000$380,0001,078,291 total
  • Sale

    Common Stock

    2025-09-19$20.00/sh20,000$400,0001,082,358 total
  • Sale

    Common Stock

    2025-09-17$18.00/sh20,000$360,0001,098,291 total
  • Exercise/Conversion

    Common Stock

    2025-09-18+17,7341,096,025 total
Footnotes (6)
  • [F1]This transaction was effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on December 6, 2024.
  • [F2]Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
  • [F3]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.
  • [F4]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.89 to $19.495 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.
  • [F5]The RSUs vest in equal quarterly installments over four years beginning on June 18, 2024, subject to the continuing employment of the Reporting Person with the Issuer on each vesting date.
  • [F6]The RSUs vest in equal quarterly installments over four years beginning on June 18, 2025, subject to the continuing employment of the Reporting Person with the Issuer on each vesting date.

Issuer

UPWORK, INC

CIK 0001627475

Entity typeother

Related Parties

1
  • filerCIK 0001753662

Filing Metadata

Form type
4
Filed
Sep 18, 8:00 PM ET
Accepted
Sep 19, 5:55 PM ET
Size
18.5 KB