Olivier Marie - 18 Mar 2024 Form 4 Insider Report for UPWORK, INC (UPWK)

Signature
/s/ Jacob McQuown, Attorney-in-Fact
Issuer symbol
UPWK
Transactions as of
18 Mar 2024
Net transactions value
-$11,799
Form type
4
Filing time
20 Mar 2024, 19:03:34 UTC
Previous filing
26 Feb 2024
Next filing
22 Apr 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction UPWK Common Stock Options Exercise +2,635 +48% 8,163 18 Mar 2024 Direct F1
transaction UPWK Common Stock Sale $11,799 -967 -12% $12.20 7,196 18 Mar 2024 Direct F2, F3

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
transaction UPWK Restricted Stock Units Award $0 +16,962 $0.000000 16,962 18 Mar 2024 Common Stock 16,962 Direct F1, F4
transaction UPWK Restricted Stock Units Options Exercise $0 -2,635 -10% $0.000000 23,712 18 Mar 2024 Common Stock 2,635 Direct F1, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
F2 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.
F3 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.12 to $12.31 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.
F4 The RSUs vest in equal quarterly installments over three years beginning on June 18, 2024, subject to the continuing employment of the Reporting Person with the Issuer on each vesting date.
F5 The RSUs vest in equal quarterly installments over four years beginning on September 18, 2022, subject to the continuing employment of the Reporting Person with the Issuer on each vesting date.