Filing Details
- Accession Number:
- 0001094792-21-000018
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2021-07-02 18:01:53
- Reporting Period:
- 2021-06-30
- Accepted Time:
- 2021-07-02 18:01:53
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1505155 | Upland Software Inc. | UPLD | () | 4 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1094792 | T John Mcdonald | 401 Congress Ave., Ste 1850 Austin TX 78701 | Ceo | Yes | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2021-06-30 | 135,345 | $0.00 | 1,490,447 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2021-07-02 | 52,740 | $41.58 | 1,437,707 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Performance Share Unit | Disposition | 2021-06-30 | 66,297 | $0.00 | 66,297 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | No | 4 | M | Direct |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Common Stock | 153,738 | Indirect | By National Financial Services as Cust FBO J. McDonald RRA |
Footnotes
- Based on the Company's total stockholder return ("TSR") for the 18 month period ending June 30, 2021, approximately 204% of the PSUs awarded on February 24, 2020 vested on June 30, 2021 in accordance with the terms of Mr. McDonald's performance grant.
- Does not include 125,000 shares of common stock held in a trust for the benefit of Mr. McDonald's children of which The Bryn Mawr Trust Company of Delaware is the trustee.
- Shares were sold pursuant to a 10b5-1 plan to cover the tax withholding obligations in connection with the vesting of restricted stock units.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.55 to $42.04, inclusive. The reporting person undertakes to provide to Upland Software, Inc., any security holder of Upland Software, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.
- 0% to 300% of these TSR performance PSUs may vest on June 30, 2021 based on the Company's total stockholder return ("TSR") for the 18 month period ending June 30, 2021. The percentage of TSR Performance PSUs that may vest will be (a) 0% if TSR is below 5.0%; (b) 50% if TSR is 5.0%; (c) 100% if TSR is 10%; and (d) 300% if TSR is 20% or greater. If TSR is between 5.0% and 10% or between 10% and 20%, the percentage of TSR Performance RSUs that may vest is determined using linear interpolation.
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