H. Chung David - Nov 4, 2024 Form 4 Insider Report for Upland Software, Inc. (UPLD)

Role: Director
Signature: /s/ Matthew Smith (as attorney-in-fact for D. Chung)
Stock symbol: UPLD
Transactions as of: Nov 4, 2024
Transactions value $: $0
Form type: 4
Date filed: 11/4/2024, 05:11 PM
Previous filing: Aug 2, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	UPLD	Common Stock	Award	$0	+25K	+33.56%	$0.00	99.5K	Nov 4, 2024	Direct	F1

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

Explanation of Responses:

Id	Content
F1	Represents restricted stock units vesting as follows: one-half (1/2) shall vest on 12/16/24 and the remaining shall vest in two equal quarterly installments on each of 3/16/25 and 6/16/25, provided Mr. Chung continues to serve as a Director of Upland Software, Inc. (the "Issuer") as of each date. Upon any subsequent disposition of common stock of the Issuer covered by the RSUs, Mr. Chung will transfer the proceeds from any such disposition to HGGC, LLC or its affiliates ("HGGC") as required by an agreement between Mr. Chung and HGGC. As such, Mr. Chung disclaims all pecuniary interest in the reported securities.

Content

Represents restricted stock units vesting as follows: one-half (1/2) shall vest on 12/16/24 and the remaining shall vest in two equal quarterly installments on each of 3/16/25 and 6/16/25, provided Mr. Chung continues to serve as a Director of Upland Software, Inc. (the "Issuer") as of each date. Upon any subsequent disposition of common stock of the Issuer covered by the RSUs, Mr. Chung will transfer the proceeds from any such disposition to HGGC, LLC or its affiliates ("HGGC") as required by an agreement between Mr. Chung and HGGC. As such, Mr. Chung disclaims all pecuniary interest in the reported securities.