Form 4 for UPLD Upland Software, Inc.
Accepted 2025-01-30 00:00:00 ET · period of report 2025-01-28 · accession 0001505155-25-000006 · 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 | 2025-01-30 | 2025-01-28 | UPLD | MCDONALD JOHN T | CEO, Dir | A - Grant | $0.00 | +250.0K | 2.51M | +11% | $0 |
| D | 2025-01-30 | 2025-01-28 | UPLD | MCDONALD JOHN T | CEO, Dir | A - Grant | $0.00 | +250.0K | 250.0K | New | $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 | 2025-01-28 | A | A | 250,000 | $0.00 | 2,513,793 | D | — | — | (F1) The restricted stock units vest in twelve equal quarterly installments starting on the three (3) month anniversary of the Vesting Commencement Date of December 16, 2024, provided that the participant continues to be a service provider through each such vesting date, except as otherwise specified in the Executive Employment Agreement between the Company and participant. |
| 2 | Derivative | Performance Share Unit | 2025-01-28 | A | A | 250,000 | $0.00 | 250,000 | D | $0.00 · — to 2028-02-28 | 250,000 Common Stock | (F3) 0% to 300% of these Performance Stock Units ("PSUs") may vest based on the achievement of the Company's total stockholder return ("TSR") goals for any 30 consecutive trading days immediately preceding any such date during the period beginning on February 28, 2025, and ending on February 28, 2028, the Performance Period. The percentage of PSUs that may vest will be a) 0% if TSR is below 5%, b) 50% if TSR is 5%, c) 62.5% if TSR is 6.25%, d) 75% if TSR is 7.50%, e) 87.5% if TSR is 8.75%, f) 100% if TSR is 10%, g) 125% if TSR is 11.25%, h) 150% if TSR is 12.50%, i) 175% if TSR is 13.75%, j) 200% if TSR is 15%, k) 225% if TSR is 16.75%, l) 250% if TSR is 18.50%, m) 275% if TSR is 19.25%, and n) 300% if TSR is 20% or greater. The percentage of PSUs that may vest is determined using linear interpolation. |