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Filing Details

Accession Number:: 0000899243-17-029014
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2017-12-18 16:20:06
Reporting Period:: 2017-12-14

Accepted Time:: 2017-12-18 16:20:06
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1505155	Upland Software Inc.	UPLD	Computer Peripheral Equipment, Nec (3577)	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
919013	Wave Systems Corp	401 Congress Ave., Suite 2650 Austin TX 78701	No	No	Yes	No
1295389	Joseph Liemandt	401 Congress Ave., Suite 2650 Austin TX 78701	No	No	Yes	No
1477025	Esw Capital, Llc	401 Congress Ave., Suite 2650 Austin TX 78701	No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Disposition	2017-12-14	1,460,862	$22.00	661,166	No	4	S	Direct
Common Stock	Disposition	2017-12-15	301,166	$22.02	360,000	No	4	S	Direct
Common Stock	Disposition	2017-12-18	360,000	$22.00	0	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	2,803,574	Indirect	See Footnote

Footnotes

Wave Systems Corp. ("Wave") is a wholly-owned subsidiary of ESW Capital, LLC ("ESW"). The sole voting member of ESW is Joseph A. Liemandt ("Mr. Liemandt"). Each of ESW and Mr. Liemandt disclaim Section 16 beneficial ownership of the reported shares except to the extent of their respective pecuniary interest therein, if any.
Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $22.00 to $22.26. The Reporting Person undertakes to provide to the Issuer, the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $22.00 to $22.20. The Reporting Person undertakes to provide to the Issuer, the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
These shares include no shares directly held by Wave, 1,803,574 shares directly held by Acorn Performance Group, Inc. ("Acorn") and 1,000,000 shares directly held by EPM Live, Inc. ("EPM"). Acorn and EPM are controlled subsidiaries of ESW. Each of ESW and Mr. Liemandt disclaim Section 16 beneficial ownership of the reported shares except to the extent of their respective pecuniary interest therein, if any.