Form 4 for UPLD Upland Software, Inc.
Accepted 2021-07-02 00:00:00 ET · period of report 2021-06-30 · accession 0001094792-21-000018 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2021-07-02 | 2021-07-02 | UPLD | MCDONALD JOHN T | CEO, Dir | S - Sale+OE | $41.58 | -52.7K | 1.44M | -4% | -$2.19M |
| D | 2021-07-02 | 2021-06-30 | UPLD | MCDONALD JOHN T | CEO, Dir | M - OptEx | $0.00 | +135.3K | 1.49M | +10% | $0 |
| D | 2021-07-02 | 2021-06-30 | UPLD | MCDONALD JOHN T | CEO, Dir | M - OptEx | $0.00 | -66.3K | 0 | -100% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2021-07-02 | S | D | 52,740 | $41.58 | 1,437,707 | D | — | — | (F4) 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. (F2) 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. |
| 2 | Common | Common Stock | 2021-06-30 | M | A | 135,345 | $0.00 | 1,490,447 | D | — | — | (F1) 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. (F2) 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. |
| 3 | Derivative | Performance Share Unit | 2021-06-30 | M | D | 66,297 | $0.00 | 0 | D | $0.00 · — to — | 66,297 Common Stock | (F5) 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. |