STOCK TITAN
  1. Home
  2. Sec-filings
  3. UPWK
  4. [Form 3] UPWORK, INC Initial Statement of Beneficial Ownership

Upwork (UPWK) COO Anthony Kappus reports large RSU grants and 2026 vesting

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Upwork, Inc. executive Anthony Ray Kappus, GM & Chief Operating Officer, filed an initial ownership report showing holdings of restricted stock units (RSUs) tied to the company’s common stock. One RSU grant covers 81,833 underlying shares, the other 459,442, both vesting in scheduled quarterly installments starting in 2026.

Positive

  • None.

Negative

  • None.
Insider Kappus Anthony Ray
Role GM & Chief Operating Officer
Type Security Shares Price Value
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding No securities beneficially owned -- -- --
Holdings After Transaction: Restricted Stock Units — 459,442 shares (Direct, null); No securities beneficially owned — 0 shares (Direct, null)
Footnotes (1)
  1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock. The RSUs vest 25% on September 18, 2026, and then 1/16th of the total number of shares on each quarterly anniversary thereafter, subject to the continuing employment of the Reporting Person with the Issuer on each vesting date. The RSUs vest in equal quarterly installments over four years beginning on May 18, 2026, subject to the continuing employment of the Reporting Person with the Issuer on each vesting date.
RSU underlying shares (grant 1) 81,833 shares Underlying Upwork common stock for one RSU award
RSU underlying shares (grant 2) 459,442 shares Underlying Upwork common stock for second RSU award
Initial vesting date for first RSU grant September 18, 2026 25% vests then, followed by quarterly 1/16 installments
Initial vesting date for second RSU grant May 18, 2026 Vests in equal quarterly installments over four years
Restricted Stock Units financial
"security_title": "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.
contingent right financial
"represents a contingent right to receive one share of the Issuer's common stock"
vest financial
"The RSUs vest 25% on September 18, 2026, and then 1/16th of the total"
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
quarterly installments financial
"The RSUs vest in equal quarterly installments over four years"
Understanding Insider Trading Forms →
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Kappus Anthony Ray
(Last)(First)(Middle)
C/O UPWORK INC.
530 LYTTON AVENUE, SUITE 301
(Street)
PALO ALTO CALIFORNIA 94301
(City)(State)(Zip)
UNITED STATES
(Country)		2. Date of Event Requiring Statement (Month/Day/Year)
04/17/2026		3. Issuer Name and Ticker or Trading Symbol
UPWORK, INC [ UPWK ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
GM & Chief Operating Officer
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
No securities beneficially owned0.00D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1) (2) (2)Common Stock459,442$0.00(1)D
Restricted Stock Units(1) (3) (3)Common Stock81,833$0.00(1)D
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
2. The RSUs vest 25% on September 18, 2026, and then 1/16th of the total number of shares on each quarterly anniversary thereafter, subject to the continuing employment of the Reporting Person with the Issuer on each vesting date.
3. The RSUs vest in equal quarterly installments over four years beginning on May 18, 2026, subject to the continuing employment of the Reporting Person with the Issuer on each vesting date.
Remarks:
Exhibit 24.1 - Power of Attorney
/s/ Jacob McQuown, Attorney-in-Fact04/21/2026
** Signature of Reporting PersonDate
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 5 (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 3: SEC 1473 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What does the Form 3 filing by Upwork (UPWK) executive Anthony Ray Kappus show?

The Form 3 shows Anthony Ray Kappus’ initial holdings in restricted stock units tied to Upwork common stock. It outlines his RSU grants, underlying share counts, and vesting schedules that begin in 2026, rather than reporting any stock purchases or sales.

How many Upwork (UPWK) shares are covered by Anthony Ray Kappus’ RSUs?

The filing shows RSU awards covering 81,833 and 459,442 underlying shares of Upwork common stock. Each RSU represents a contingent right to receive one share if vesting conditions, mainly continued employment, are satisfied over future quarterly vesting dates.

When do Anthony Ray Kappus’ Upwork (UPWK) RSUs begin to vest?

One RSU grant vests 25% on September 18, 2026, then 1/16 of the total on each quarterly anniversary. Another grant vests in equal quarterly installments over four years beginning May 18, 2026, assuming his continued employment with Upwork on each vesting date.

Does the Upwork (UPWK) Form 3 for Anthony Ray Kappus report any stock trades?

The Form 3 functions as an initial ownership statement and lists restricted stock unit positions rather than buy or sell transactions. It focuses on the number of underlying shares and vesting terms, not on open-market purchases, sales, or option exercises.

What is a restricted stock unit (RSU) in the Upwork (UPWK) Form 3 filing?

The filing explains that each restricted stock unit represents a contingent right to receive one share of Upwork common stock. Those rights convert into shares only if the vesting schedule is met and the executive remains employed through required vesting dates.