Ulysses Aggregator, Lp - Aug 23, 2022 Form 3 Insider Report for Upland Software, Inc. (UPLD)

Role: 10%+ Owner
Signature: Ulysses Aggregator, LP; By: Ulysses Aggregator GP, LLC, its general partner; By: /s/ David Chung, President
Stock symbol: UPLD
Transactions as of: Aug 23, 2022
Transactions value $: $0
Form type: 3
Date filed: 8/25/2022, 04:20 PM

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	UPLD	Common Stock						252K	Aug 23, 2022	See footnote	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	UPLD	Series A Convertible Preferred Stock							Aug 23, 2022	Common Stock	6.57M	$17.50	Direct	F2, F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	These securities are held of record by Bloom Acquisitions 1, LP, an affiliate of Ulysses Aggregator, LP.
F2	On August 23, 2022, Ulysses Aggregator, LP completed its acquisition of 115,000 shares of Series A Convertible Preferred Stock (the "Series A Preferred Stock") of the Issuer. The Series A Preferred Stock become convertible into shares common stock of the Issuer, par value $0.0001 per share ("Common Stock"), at a conversion price equal to $17.50 per share subject to certain customary adjustments in the event of certain events affecting the price of the Common Stock.
F3	Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
F4	David Chung, a member of the board of directors of the Issuer, was elected as representative of Ulysses Aggregator, LP. As a result, this entity may be deemed a director by deputization for Section 16 purposes.