Olivier Marie - 14 Aug 2025 Form 4 Insider Report for UPWORK, INC (UPWK)

Reporting relationship: Chief Accounting Officer
Issuer ticker: UPWK
Reported as of: 14 Aug 2025
Net transaction value: -$31,136
SEC form: 4
Accepted by SEC: 18 Aug 2025, 19:43:56 UTC
Prior SEC filing: 24 Jun 2025
Next SEC filing: 21 Aug 2025
Source filing: View source filing
Reporting owner signature: /s/ Jacob McQuown, Attorney-in-Fact

Key filing fact

Olivier Marie filed Form 4 for UPWORK, INC (UPWK) on 18 Aug 2025.

Key facts

This page summarizes Olivier Marie's Form 4 filing for UPWORK, INC (UPWK).
6 reported transactions and 2 derivative rows are listed below.
Accepted by SEC: 18 Aug 2025, 19:43.

Change

Previous filing in this sequence was filed on 24 Jun 2025.
Current net transaction value: -$31,136.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001932860 Primary reporting owner

Marie Olivier

Relationship: Chief Accounting Officer
Address: C/O UPWORK INC., 530 LYTTON AVENUE, SUITE 301, PALO ALTO
Signature: /s/ Jacob McQuown, Attorney-in-Fact
Signature date: 18 Aug 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

UPWK transaction

Common Stock

Sale

Transaction value: $18,116
Shares: -1,294
Change %: -63%
Price: $14.00
Shares after: 748
Date: 14 Aug 2025
Ownership: Direct
Footnotes: F1

UPWK transaction

Common Stock

Options Exercise

Transaction value
Shares: +1,427
Change %: +191%
Price
Shares after: 2,175
Date: 18 Aug 2025
Ownership: Direct
Footnotes: F2

UPWK transaction

Common Stock

Options Exercise

Transaction value
Shares: +1,200
Change %: +55%
Price
Shares after: 3,375
Date: 18 Aug 2025
Ownership: Direct
Footnotes: F2

UPWK transaction

Common Stock

Sale

Transaction value: $13,020
Shares: -941
Change %: -28%
Price: $13.84
Shares after: 2,434
Date: 18 Aug 2025
Ownership: Direct
Footnotes: F3, F4

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

UPWK transaction Derivative

Restricted Stock Units

Options Exercise

Transaction value: $0
Shares: -1,427
Change %: -33%
Price: $0.000000
Shares after: 2,854
Date: 18 Aug 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 1,427
Exercise price
Footnotes: F2, F5

UPWK transaction Derivative

Restricted Stock Units

Options Exercise

Transaction value: $0
Shares: -1,200
Change %: -33%
Price: $0.000000
Shares after: 2,400
Date: 18 Aug 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 1,200
Exercise price
Footnotes: F2, F6

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Rule 10b5-1 trading plan

These transactions were reported as open-market trades under a Rule 10b5-1 plan. The plan lets an insider set trading instructions in advance, which can reduce the risk of trading while in possession of material nonpublic information.

Original filing language: transaction made pursuant to a contract, instruction, or written plan intended to satisfy Rule 10b5-1(c).

Explanation of responses 6 footnotes

Footnote F1

This transaction was effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on May 15, 2025.

Footnote F2

Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.

Footnote F3

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.

Footnote F4

The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.74 to $13.987 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.

Footnote F5

The RSUs vest in equal quarterly installments over four years beginning on May 18, 2022, subject to the continuing employment of the Reporting Person on each vesting date.

Footnote F6

The RSUs vest in equal quarterly installments over three years beginning on May 18, 2023, subject to the continuing employment of the Reporting Person with the Issuer on each vesting date.