Thomas Layton - Jun 7, 2024 Form 4 Insider Report for UPWORK, INC (UPWK)

Role
Director
Signature
/s/ Jacob McQuown, Attorney-in-Fact
Stock symbol
UPWK
Transactions as of
Jun 7, 2024
Transactions value $
$0
Form type
4
Date filed
6/11/2024, 07:05 PM
Previous filing
Jun 13, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction UPWK Common Stock Award $0 +16.3K +62.91% $0.00 42.2K Jun 7, 2024 Direct F1
transaction UPWK Common Stock Award $0 +4.85K +11.48% $0.00 47.1K Jun 7, 2024 Direct F2
transaction UPWK Common Stock Award $0 +5.29K +11.23% $0.00 52.3K Jun 7, 2024 Direct F2
holding UPWK Common Stock 2.09M Jun 7, 2024 See Footnote F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents an award of Restricted Stock Units ("RSUs"). The RSUs vest 100% on the earlier of (a) the date immediately prior to the Issuer's 2025 annual meeting of stockholders and (b) June 7, 2025, in each case subject to the continuing service of the Reporting Person through such date.
F2 Represents an award of RSUs. The RSUs vest quarterly over four quarters (with the first such vesting date occurring on September 30, 2024), subject to the continuing service of the Reporting Person on each vesting date; provided, however, that the final quarterly installment shall fully vest on the earlier of (a) the date immediately prior to the Issuer's 2025 annual meeting of stockholders and (b) the date that is the last day of the last full quarter of the vesting of such award, in each case subject to the continuing service of the Reporting Person through such date.
F3 Reflects (i) the gift of 3,484 shares by the Reporting Person to a trust for the benefit of the Reporting Person and (ii) the transfer of 2,055,651 shares to the Reporting Person's ex-spouse pursuant to a divorce settlement. The securities owned by the ex-spouse are not beneficially owned by the Reporting Person.
F4 Shares are held by a trust for the benefit of the Reporting Person.