Welcome to our dedicated page for Upland Software SEC filings (Ticker: UPLD), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Upland Software's SEC filings document a cloud software issuer focused on AI-powered knowledge and content management applications. Recent Form 8-K reports furnish quarterly results and guidance, correct annual-report materials, disclose Nasdaq listing-compliance notices, changes in the independent registered public accounting firm, and chief executive transition and compensation arrangements.
Proxy materials cover annual meeting matters, board governance, executive compensation, equity awards, and pay-versus-performance disclosures. The filings also frame the company's capital structure through common stock and preferred stock purchase rights, while operating disclosures tie revenue and cash-flow measures to subscription and support software operations and completed divestitures.
Upland Software Inc Schedule 13G/A: The Vanguard Group reports it beneficially owns 0 shares of Upland Software Inc Common Stock (CUSIP 91544A109) and holds 0% of the class as reported in this amendment.
The filing states that following an internal realignment on 01/12/2026, certain Vanguard subsidiaries will report ownership separately and The Vanguard Group no longer is deemed to beneficially own those securities. The form is signed on 03/27/2026.
Upland Software CEO John T. McDonald reported a routine tax-related share disposition. On the vesting of restricted stock units, 18,605 shares of Common Stock were withheld by the company at $0.54 per share to cover tax obligations, which the filing specifies is not an open market sale. After this withholding, McDonald directly owns 2,390,887 shares of Upland Software common stock. He also has an additional 363,738 shares held indirectly through an account at National Financial Services, and a footnote notes a separate 125,000 shares held in a trust for his children.
Upland Software, Inc. CFO, Treasurer & Secretary Michael Douglass Hill reported a routine tax-related share disposition. On March 16, 2026, 8,931 shares of common stock were withheld by the company at $0.54 per share to cover tax obligations from vesting restricted stock units. This was explicitly described as not an open-market sale. After this withholding, Hill directly owned 392,291 common shares and indirectly held 160,042 shares through the MDH Trust, where he serves as trustee for his family.
Upland Software, Inc. Chief Operating & Product Officer Dan Doman reported a routine tax-related share disposition. On the reported date, 33,491 shares of common stock were withheld by the company at a price of $0.54 per share to cover tax obligations tied to vesting restricted stock units. This was explicitly described as not being an open-market sale. After the withholding, Doman directly owned 923,766 shares of Upland common stock, indicating he continues to hold a substantial equity position in the company.
Upland Software, Inc. has changed its independent auditor. The audit committee dismissed Ernst & Young LLP as the company’s independent registered public accounting firm and approved the appointment of KPMG LLP for the fiscal year ending December 31, 2026, subject to KPMG’s customary client acceptance procedures and an engagement letter.
The company states that EY’s reports on its 2025 and 2024 consolidated financial statements contained no adverse opinions, disclaimers, or qualifications. It also reports no disagreements with EY on accounting principles, financial statement disclosure, or audit scope or procedures through March 10, 2026.
Upland Software, Inc. reported that Chief Operating & Product Officer Dan Doman acquired 100,000 shares of common stock through a grant of restricted stock units. The award was priced at $0.00 per share, increasing his directly held stake to 957,257 shares.
The restricted stock units vest in twelve equal quarterly installments starting on the three‑month anniversary of the vesting commencement date of December 16, 2025, with potential accelerated vesting under certain change‑of‑control conditions.
Upland Software, Inc. filed its annual report describing an AI‑powered knowledge and content management business built around cloud applications and recurring subscriptions. The company serves more than 1,100 enterprise customers across diverse industries, emphasizing high‑touch customer success, quality‑focused R&D, and global support.
Upland highlights a recurring revenue model, with 88% of 2025 recurring revenue from major accounts and a 96% annual net dollar retention rate as of December 31, 2025. As of March 2, 2026, it had 29,118,178 common shares outstanding and a non‑affiliate market value of about $47.8 million as of June 30, 2025.
The company outlines growth plans around enhancing AI capabilities, expanding within existing customers, and adding new customers, supported by 760 full‑time employees and a "work anywhere" model. It also discloses extensive risk factors, including execution and integration of AI, intense competition, cybersecurity, international operations, seasonality, reliance on key personnel, and a leveraged capital structure with $238.5 million of variable‑rate debt subject to covenants.
Upland Software reported sharply lower revenue but improved profitability in Q4 2025. Total revenue was $49.3 million, down 28% from $68.0 million a year earlier, mainly because of divestitures completed in early 2025. Subscription and support revenue fell 27% to $46.7 million.
Despite the revenue decline, Upland posted GAAP net income of $1.1 million versus a $3.4 million loss in Q4 2024, while net loss attributable to common stockholders narrowed to $0.4 million, or $0.01 per share. Adjusted EBITDA rose to $15.3 million, or a 31% margin, up from $14.9 million and a 22% margin. Free cash flow was $7.2 million, and cash on hand at quarter-end was $29.4 million.
For Q1 2026, Upland expects revenue of $47.0–$50.0 million, about 24% lower year over year at the midpoint, with Adjusted EBITDA of $11.9–$13.4 million and a 26% margin. For full-year 2026, it guides to revenue of $194.2–$206.2 million, down 8% at the midpoint, and Adjusted EBITDA of $52.6–$58.6 million, down 4% at the midpoint but with margin improving to 28%. Management highlights growing traction in its AI-powered portfolio, 110 new customers in Q4, and multiple third-party recognitions for its AI knowledge and proposal management products.
Hill Michael Douglass reported acquisition or exercise transactions in this Form 4 filing.
Upland Software’s CFO, Treasurer & Secretary Michael Douglass Hill received an equity grant of 70,000 shares of common stock on February 23, 2026. The award was made at a stated price of $0.00 per share as a grant, not an open‑market purchase.
According to a footnote, these restricted stock units vest in twelve equal quarterly installments starting on the three‑month anniversary of the Vesting Commencement Date of December 16, 2025, subject to continued service or as otherwise specified in his executive employment agreement. Following the grant, Hill directly owns 401,222 common shares. He also has indirect ownership of 160,042 common shares held by the MDH Trust, a trust for the benefit of his family for which he serves as trustee.
Doman Dan reported acquisition or exercise transactions in this Form 4 filing.
Upland Software’s Chief Operating & Product Officer Dan Doman received an equity award of 150,000 shares of common stock at a stated price of $0.00 per share. After this grant, his directly held stake increased to 857,257 shares.
According to the accompanying footnote, these are restricted stock units that vest in twelve equal quarterly installments starting on the three‑month anniversary of a vesting commencement date of December 16, 2025. Vesting requires Mr. Doman to remain a service provider through each vesting date, except as otherwise provided in his executive employment agreement.