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Upwork SEC Filings

UPWK NASDAQ

Welcome to our dedicated page for Upwork SEC filings (Ticker: UPWK), 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.

The Upwork Inc. (Nasdaq: UPWK) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures, giving investors and researchers a structured view of how the human and AI-powered work marketplace reports its financial performance, governance, and material events. As a U.S.-listed issuer, Upwork files a variety of documents with the Securities and Exchange Commission that together outline its business, risks, and capital allocation decisions.

Among the most closely watched filings for Upwork are its annual reports on Form 10-K and quarterly reports on Form 10-Q. These documents typically include detailed discussions of marketplace and enterprise revenue, gross services volume (GSV), active clients, adjusted EBITDA, and other key metrics that Upwork highlights in its earnings materials. They also provide management’s discussion and analysis of results, descriptions of the Upwork Marketplace and Lifted, and risk factors related to the freelance economy, AI adoption, and broader macroeconomic conditions.

Upwork also files current reports on Form 8-K to disclose material events. Recent 8-K filings referenced in public disclosures include announcements of quarterly financial results, corrections to non-GAAP earnings guidance, authorization of a share repurchase program, and changes in executive leadership such as the appointment of a Chief Operating Officer and a Chief Accounting Officer. These filings can give timely insight into capital allocation decisions, leadership transitions, and updates to financial outlooks.

Investors interested in ownership and governance can review proxy statements and, where applicable, Form 4 insider transaction reports to understand how executives and directors are compensated and how they transact in UPWK shares. While the specific forms are filed with EDGAR, Stock Titan’s interface is designed to surface these documents quickly and pair them with AI-powered summaries that explain complex sections in plain language.

On this page, users can follow real-time updates as new filings are posted to EDGAR, including 10-Ks, 10-Qs, 8-Ks, and other relevant forms. AI-generated highlights help clarify topics such as Upwork’s non-GAAP financial measures, share repurchase authorizations, and severance or change-in-control arrangements described in executive employment disclosures. For anyone analyzing UPWK, this filings hub offers a focused view of the company’s regulatory history and ongoing reporting obligations.

Rhea-AI Summary

Upwork Inc. (UPWK) disclosed that its President & CEO, who is also a director, reported selling 60,000 shares of common stock on 11/21/2025. The shares were sold at a weighted average price of $18.2019 per share, with individual trade prices ranging from $18.08 to $18.22. After this transaction, the reporting person beneficially owns 1,047,894 shares of Upwork common stock, held directly. The filer has committed to provide detailed trade breakdowns upon written request to the company, its shareholders, or the SEC staff.

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Upwork Inc. director reports stock sale in a Form 4 filing. On 11/21/2025, the reporting person, a director of Upwork, Inc. (UPWK), sold 12,500 shares of common stock in an open-market transaction. The weighted average sale price was $17.5079 per share, with individual trades executed between $17.40 and $17.62 per share. Following this sale, the director beneficially owns 85,129 shares of Upwork common stock held directly.

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Rhea-AI Summary

Upwork Inc. (UPWK) President & CEO reported multiple equity transactions on 11/18/2025 tied to restricted stock units (RSUs). Several RSU awards vested and were converted into common stock, including 9,589, 7,610, 14,850, and 18,333 shares, all at an exercise price of $0.00 per share. Following these transactions, the reporting person directly owned 1,107,894 shares of common stock and held additional RSUs covering 9,589, 7,611, 74,250, and 91,667 shares.

To cover tax withholding obligations from the RSU vesting, the CEO sold 12,114 shares at a weighted average price of $16.1385 and 12,732 shares at a weighted average price of $17.2405. The filing states these sales were mandated "sell to cover" transactions under Upwork’s equity incentive plans and do not represent discretionary trades by the executive. The RSUs vest over time based on continued employment, with various schedules beginning on February 18, 2023, May 18, 2022, February 18, 2024, and May 18, 2023.

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Rhea-AI Summary

Upwork Inc. (UPWK) filed a Form 4 reporting equity transactions by its Chief Financial Officer. On 11/18/2025, 37,500 restricted stock units (RSUs) vested and were converted into the same number of common shares. These RSUs were part of an award that began vesting 25% on May 18, 2024, with additional vesting in equal quarterly installments.

To cover tax withholding obligations from this vesting, the CFO had 9,059 shares sold at a weighted average price of $16.1382 per share and 9,434 shares sold at a weighted average price of $17.2402 per share under a mandated “sell to cover” arrangement, which the filing states was not a discretionary trade. Following these transactions, the CFO directly owned 237,612 shares of Upwork common stock and held 225,000 RSUs representing contingent rights to receive an equal number of shares.

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Upwork Inc. (UPWK) executive GM, Marketplace reported several equity transactions. On November 17, 2025, the reporting person sold 561 shares of common stock at $16.45 per share under a Rule 10b5-1 trading plan. On November 18, 2025, 3,750 restricted stock units (RSUs) were converted into common shares, and the person then sold 955 shares at a weighted average price of $16.1426 and 1,047 shares at a weighted average price of $17.2393. On November 19, 2025, an additional 1,748 shares were sold at a weighted average price of $18.1293.

Some of the sales were required to cover tax withholding obligations tied to RSU vesting, described as “sell to cover” transactions rather than discretionary trades. Following these transactions, the reporting person directly owned 345 shares of Upwork common stock and 18,750 RSUs, each RSU representing one share that vests quarterly over four years beginning on May 18, 2023.

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Rhea-AI Summary

Upwork Inc. reported stronger Q3 2025 results. Revenue rose to $201.7 million from $193.8 million, and net income increased to $29.3 million from $27.8 million. Operating income improved to $29.8 million, supported by lower sales and marketing spend and higher gross profit.

Marketplace revenue was $174.6 million and Enterprise revenue was $27.2 million. Management noted Marketplace take rate increased to 18.9%, reflecting contributions from ads and monetization products. Year to date, operating cash flow reached $184.6 million.

Liquidity remained solid with cash and cash equivalents of $260.8 million and marketable securities of $382.3 million. The company reclassified its $359.3 million convertible senior notes due 2026 to current liabilities. Upwork repurchased 2.1 million shares for $31.0 million in Q3 and 7.3 million shares for $101.9 million year to date; a new $100.0 million authorization was approved in September. Lifted completed two acquisitions: Bubty ($20.4 million) and Ascen ($42.2 million), adding developed technology and customer relationships.

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quarterly report
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Upwork Inc. furnished an 8-K to announce its financial results for the quarter ended September 30, 2025. The company will host a conference call on November 3, 2025, and the full earnings press release is included as Exhibit 99.1.

The furnished materials are not deemed “filed” under Section 18 of the Exchange Act and are not incorporated by reference except as specifically stated. The release includes certain non-GAAP financial measures, with GAAP reconciliations provided in Exhibit 99.1. Upwork also notes it uses its investor website, blog, and select X/LinkedIn channels to share business and financial updates in line with Regulation FD.

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Erica Gessert, Chief Financial Officer of Upwork, Inc. (UPWK), reported multiple equity transactions on 09/18/2025. The filing shows acquisition of 8,433 and 9,700 restricted stock units (RSUs) that vest quarterly over four years, increasing RSU-based claims on common stock. Concurrently, 8,730 shares were sold as a mandatory "sell-to-cover" to satisfy tax-withholding obligations at a weighted-average price of $19.1641 per share. Following these events, the reporting person beneficially owned 218,605, 227,335, and other figures shown per transaction line, and held 84,329 and 135,796 shares attributable to vested RSUs in Table II. The sale was described as required by the company’s equity plan and not a discretionary trade.

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Rhea-AI Summary

Erica Gessert, Chief Financial Officer of Upwork, Inc. (UPWK), reported multiple equity transactions on 09/18/2025. The filing shows acquisition of 8,433 and 9,700 restricted stock units (RSUs) that vest quarterly over four years, increasing RSU-based claims on common stock. Concurrently, 8,730 shares were sold as a mandatory "sell-to-cover" to satisfy tax-withholding obligations at a weighted-average price of $19.1641 per share. Following these events, the reporting person beneficially owned 218,605, 227,335, and other figures shown per transaction line, and held 84,329 and 135,796 shares attributable to vested RSUs in Table II. The sale was described as required by the company’s equity plan and not a discretionary trade.

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Dave Bottoms, GM, Marketplace at Upwork, Inc. (UPWK), reported issuance and sales tied to restricted stock units (RSUs) and a Rule 10b5-1 plan. On 09/18/2025 and 09/19/2025 the reporting person had multiple non-derivative and derivative transactions: vesting RSUs were recorded (8,980; 6,024; 5,904 RSUs) that convert one-for-one into common shares when vested. To satisfy tax-withholding, 10,894 shares were sold on 09/18/2025 at a weighted average price of $19.1646 and 10,014 shares were sold on 09/19/2025 under a 10b5-1 plan at a weighted average price of $19.9588. Following these transactions the reporting person beneficially owned 345 shares (after the 09/19 sale). The RSUs vest quarterly over four years per the stated grant schedules.

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Rhea-AI Summary

Dave Bottoms, GM, Marketplace at Upwork, Inc. (UPWK), reported issuance and sales tied to restricted stock units (RSUs) and a Rule 10b5-1 plan. On 09/18/2025 and 09/19/2025 the reporting person had multiple non-derivative and derivative transactions: vesting RSUs were recorded (8,980; 6,024; 5,904 RSUs) that convert one-for-one into common shares when vested. To satisfy tax-withholding, 10,894 shares were sold on 09/18/2025 at a weighted average price of $19.1646 and 10,014 shares were sold on 09/19/2025 under a 10b5-1 plan at a weighted average price of $19.9588. Following these transactions the reporting person beneficially owned 345 shares (after the 09/19 sale). The RSUs vest quarterly over four years per the stated grant schedules.

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Rhea-AI Summary

Hayden Brown, President & CEO and Director of Upwork, Inc. (UPWK), reported multiple stock transactions in mid-September 2025. The Form 4 shows Rule 10b5-1 plan sales and vesting of restricted stock units (RSUs). On 09/17/2025 she sold 20,000 shares at $18. On 09/18/2025 she sold 20,000 shares at $19 and sold 22,344 shares at a weighted-average $19.1639 after receiving 17,734 and 28,677 vested RSUs that same day. On 09/19/2025 she sold another 20,000 shares at $20. After these transactions, she beneficially owned 1,082,358 shares. The filer adopted the 10b5-1 plan on December 6, 2024, and some sales were "sell to cover" for tax withholding in connection with RSU vesting.

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Rhea-AI Summary

Hayden Brown, President & CEO and Director of Upwork, Inc. (UPWK), reported multiple stock transactions in mid-September 2025. The Form 4 shows Rule 10b5-1 plan sales and vesting of restricted stock units (RSUs). On 09/17/2025 she sold 20,000 shares at $18. On 09/18/2025 she sold 20,000 shares at $19 and sold 22,344 shares at a weighted-average $19.1639 after receiving 17,734 and 28,677 vested RSUs that same day. On 09/19/2025 she sold another 20,000 shares at $20. After these transactions, she beneficially owned 1,082,358 shares. The filer adopted the 10b5-1 plan on December 6, 2024, and some sales were "sell to cover" for tax withholding in connection with RSU vesting.

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FAQ

How many Upwork (UPWK) SEC filings are available on StockTitan?

StockTitan tracks 84 SEC filings for Upwork (UPWK), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Upwork (UPWK)?

The most recent SEC filing for Upwork (UPWK) was filed on November 25, 2025.