H. Chung David - Jul 31, 2023 Form 4 Insider Report for Upland Software, Inc. (UPLD)

Role: Director
Signature: /s/ Kin Gill (as attorney-in-fact for Mr. Chung)
Stock symbol: UPLD
Transactions as of: Jul 31, 2023
Transactions value $: $0
Form type: 4
Date filed: 8/2/2023, 07:45 PM
Previous filing: May 4, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	UPLD	Common Stock	Award	$0	+62.8K	+538.36%	$0.00	74.5K	Jul 31, 2023	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 in 4 equal installments on each of 9/16/2023, 12/16/2023, 3/16/2024 and 6/16/2024, 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 in 4 equal installments on each of 9/16/2023, 12/16/2023, 3/16/2024 and 6/16/2024, 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.