Upland Software (NASDAQ: UPLD) COO reports RSU tax-related share withholding

Rhea-AI Filing Summary

Upland Software, Inc. Chief Operating & Product Officer Dan Doman reported a routine tax-related share disposition. On June 16, 2026, 29,515 shares of common stock were withheld by the company at $0.6064 per share to cover tax obligations from vesting restricted stock units. This was explicitly stated as not being an open-market sale. After this withholding, Doman directly holds 894,251 shares of Upland Software common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Doman Dan

Role Chief Operating & Product Ofcr

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	29,515	$0.6064	$18K

Holdings After Transaction: Common Stock — 894,251 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares withheld for taxes: 29,515 shares Withholding price: $0.6064 per share Shares held after transaction: 894,251 shares

3 metrics

Shares withheld for taxes 29,515 shares Tax-withholding disposition on June 16, 2026

Withholding price $0.6064 per share Value used for tax-withholding shares

Shares held after transaction 894,251 shares Direct ownership after tax-withholding event

Key Terms

restricted stock units, tax withholding obligations, tax-withholding disposition, Form 4

4 terms

restricted stock units financial

"in connection with the vesting of restricted stock units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"Shares withheld by the issuer to satisfy tax withholding obligations"

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Doman Dan

(Last) (First) (Middle)

900 S. CAPITAL OF TEXAS HWY

LAS CIMAS IV, SUITE 300

(Street)

AUSTIN TEXAS 78746

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Upland Software, Inc. [ UPLD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating & Product Ofcr

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/16/2026		F(1)		29,515	D	$0.6064	894,251	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares withheld by the issuer to satisfy tax withholding obligations in connection with the vesting of restricted stock units. This is not an open market sale of securities.

Remarks:

	/s/ Michael D. Hill (as attorney-in-fact for D. Doman)	06/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Upland Software (UPLD) report for Dan Doman?

Upland Software reported that Chief Operating & Product Officer Dan Doman had 29,515 common shares withheld to cover tax obligations from vesting restricted stock units. This was a Form 4 filing reflecting a non-market, tax-related disposition.

Was the Upland Software (UPLD) Form 4 a stock sale by Dan Doman?

No. The Form 4 states the 29,515 shares were withheld by Upland Software to satisfy tax withholding obligations from RSU vesting. The footnote clarifies this was not an open market sale of securities.

How many Upland Software (UPLD) shares does Dan Doman hold after this Form 4?

After the tax-withholding transaction, Dan Doman directly holds 894,251 shares of Upland Software common stock. This figure comes from the Form 4’s post-transaction ownership line and shows his continuing equity stake after RSU-related tax withholding.

What was the price used for the Upland Software (UPLD) tax-withholding shares?

The withheld shares were valued at $0.6064 per share according to the Form 4. This per-share amount is used solely for reporting the value of the 29,515 shares applied to satisfy tax obligations on vesting restricted stock units.

What transaction code appears on the Upland Software (UPLD) Form 4 for Dan Doman?

The filing shows transaction code F, described as payment of tax liability by delivering securities. It indicates tax-withholding disposition related to vesting restricted stock units, not a discretionary purchase or sale in the open market.