SEC Form SC 13G/A filed by Upland Software Inc. (Amendment)

1/31/23 1:58:04 PM ET

Computer Software: Prepackaged Software

Technology

Get the next $UPLD alert in real time by email

SC 13G/A 1 us91544a1097_013123.txt us91544a1097_013123.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 3) Upland Software, Inc. -------------------------------------------------------- (Name of Issuer) Common Stock -------------------------------------------------------- (Title of Class of Securities) 91544A109 -------------------------------------------------------- (CUSIP Number) December 31, 2022 -------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 91544A109 (1)Names of reporting persons. BlackRock, Inc. (2) Check the appropriate box if a member of a group (a) [ ] (b) [X] (3) SEC use only (4) Citizenship or place of organization Delaware Number of shares beneficially owned by each reporting person with: (5) Sole voting power 2211361 (6) Shared voting power 0 (7) Sole dispositive power 2247557 (8) Shared dispositive power 0 (9) Aggregate amount beneficially owned by each reporting person 2247557 (10) Check if the aggregate amount in Row (9) excludes certain shares (11) Percent of class represented by amount in Row 9 7.1% (12) Type of reporting person HC Item 1. Item 1(a) Name of issuer: ----------------------------------------------------------------------- Upland Software, Inc. Item 1(b) Address of issuer's principal executive offices: ----------------------------------------------------------------------- 401 CONGRESS AVE. SUITE 1850 AUSTIN TX 78701 Item 2. 2(a) Name of person filing: ---------------------------------------------------------------------- BlackRock, Inc. 2(b) Address or principal business office or, if none, residence: ----------------------------------------------------------------------- BlackRock, Inc. 55 East 52nd Street New York, NY 10055 2(c) Citizenship: -------------------------------------------------------------------- See Item 4 of Cover Page 2(d) Title of class of securities: ------------------------------------------------------------------- Common Stock 2(e) CUSIP No.: See Cover Page Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: [ ] Broker or dealer registered under Section 15 of the Act; [ ] Bank as defined in Section 3(a)(6) of the Act; [ ] Insurance company as defined in Section 3(a)(19) of the Act; [ ] Investment company registered under Section 8 of the Investment Company Act of 1940; [ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); [ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); [X] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); [ ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); [ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940; [ ] A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J); [ ] Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Item 4. Ownership Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. Amount beneficially owned: 2247557 Percent of class 7.1% Number of shares as to which such person has: Sole power to vote or to direct the vote 2211361 Shared power to vote or to direct the vote 0 Sole power to dispose or to direct the disposition of 2247557 Shared power to dispose or to direct the disposition of 0 Item 5. Ownership of 5 Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following [ ]. Item 6. Ownership of More than 5 Percent on Behalf of Another Person If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Various persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of the common stock of Upland Software, Inc.. No one person's interest in the common stock of Upland Software, Inc. is more than five percent of the total outstanding common shares. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. See Exhibit A Item 8. Identification and Classification of Members of the Group If a group has filed this schedule pursuant to Rule 13d-1(b)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identity of each member of the group. Item 9. Notice of Dissolution of Group Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5. Item 10. Certifications By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Signature. After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: January 31, 2023 BlackRock, Inc. Signature: Spencer Fleming ------------------------------------------- Name/Title Attorney-In-Fact The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001). Exhibit A Subsidiary BlackRock Advisors, LLC Aperio Group, LLC BlackRock Asset Management Canada Limited BlackRock (Netherlands) B.V. BlackRock Fund Advisors BlackRock Asset Management Ireland Limited BlackRock Institutional Trust Company, National Association BlackRock Financial Management, Inc. BlackRock Japan Co., Ltd. BlackRock Investment Management, LLC *Entity beneficially owns 5% or greater of the outstanding shares of the security class being reported on this Schedule 13G. Exhibit B POWER OF ATTORNEY The undersigned, BLACKROCK, INC., a corporation duly organized under the laws of the State of Delaware, United States (the "Company"), does hereby make, constitute and appoint each of Christopher Meade, Daniel Waltcher, Una Neary, Richard Cundiff, Charles Park, Enda McMahon, Arlene Klein, Con Tzatzakis, Karen Clark, David Maryles, Daniel Ronnen, John Stelley, Daniel Riemer, Elizabeth Kogut, Maureen Gleeson, Daniel Kalish and Spencer Fleming acting severally, as its true and lawful attorneys-in-fact, for the purpose of, from time to time, executing in its name and on its behalf, whether the Company individually or as representative of others, any and all documents, is acting certificates, instruments, statements, other filings and amendments to the foregoing (collectively, "documents") determined by such person to be necessary or appropriate to comply with ownership or control-person reporting requirements imposed by any United States or non-United States governmental or regulatory authority, Including without limitation Forms 3, 4, 5, 13D, 13F, 13G and 13H and any amendments to any of the Foregoing as may be required to be filed with the Securities and Exchange Commission, and delivering, furnishing or filing any such documents with the appropriate governmental, regulatory authority or other person, and giving and granting to each such attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Company might or could do if personally present by one of its authorized signatories, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof. Any such determination by an attorney-in-fact named herein shall be conclusively evidenced by such person's execution, delivery, furnishing or filing of the applicable document. This power of attorney shall expressly revoke the power of attorney dated 8th day of December, 2015 in respect of the subject matter hereof, shall be valid from the date hereof and shall remain in full force and effect until either revoked in writing by the Company, or, in respect of any attorney-in-fact named herein, until such person ceases to be an employee of the Company or one of its affiliates. IN WITNESS WHEREOF, the undersigned has caused this power of attorney to be executed as of this 2nd day of January, 2019. BLACKROCK, INC. By:_ /s/ Daniel Waltcher Name: Daniel Waltcher Title: Deputy General Counsel

Get the next $UPLD alert in real time by email

Date	Price Target	Rating	Analyst
11/10/2023	$3.50	Neutral → Sell	ROTH MKM
2/24/2023		Buy → Hold	Needham
2/24/2023	$8.00	Buy → Neutral	ROTH MKM
2/24/2023	$11.00 → $9.00	Buy → Hold	Truist
1/17/2023		Outperform → Mkt Perform	Raymond James
11/22/2022	$8.00	Neutral	Credit Suisse
1/11/2022	$35.00 → $30.00	Outperform	Raymond James
11/4/2021	$48.00 → $35.00	Buy	Canaccord Genuity

SEC Form SC 13G/A filed by Upland Software Inc. (Amendment)

Chat with this insight

Recent Analyst Ratings for
$UPLD

$UPLD
Analyst Ratings

Analyst ratings in real time. Analyst ratings have a very high impact on the underlying stock. See them live in this feed.

Upland Software downgraded by ROTH MKM with a new price target

Upland Software downgraded by Needham

Upland Software downgraded by ROTH MKM with a new price target

$UPLD
Insider Trading

Insider transactions reveal critical sentiment about the company from key stakeholders. See them live in this feed.

General Counsel and Secretary Smith Matthew Harnden covered exercise/tax liability with 1,240 shares, decreasing direct ownership by 1% to 95,836 units (SEC Form 4)

CEO Mcdonald John T covered exercise/tax liability with 17,833 shares (SEC Form 4)

President and COO Cummings Karen covered exercise/tax liability with 7,815 shares, decreasing direct ownership by 2% to 375,364 units (SEC Form 4)

$UPLD
Press Releases

Fastest customizable press release news feed in the world

Upland Software to Release Third Quarter 2024 Financial Results on November 7, 2024

Upland Software Earns 70+ Badges in G2's Fall 2024 Market Reports

Upland Delivers Award-Winning AI Knowledge Management Solutions to Drive Productivity

$UPLD
Large Ownership Changes

This live feed shows all institutional transactions in real time.

SEC Form SC 13G filed by Upland Software Inc.

Amendment: SEC Form SC 13D/A filed by Upland Software Inc.

SEC Form SC 13D/A filed by Upland Software Inc. (Amendment)

$UPLD
Insider Purchases

Insider purchases reveal critical bullish sentiment about the company from key stakeholders. See them live in this feed.

CEO Mcdonald John T bought $196,935 worth of shares (100,000 units at $1.97) (SEC Form 4)

$UPLD
SEC Filings

SEC Form 10-Q filed by Upland Software Inc.

Upland Software Inc. filed SEC Form 8-K: Results of Operations and Financial Condition, Financial Statements and Exhibits

SEC Form S-8 filed by Upland Software Inc.

$UPLD
Financials

Live finance-specific insights

Upland Software to Release Third Quarter 2024 Financial Results on November 7, 2024

Upland Software Reports Second Quarter 2024 Financial Results

Upland Software to Release Second Quarter 2024 Financial Results on August 1, 2024

$UPLD
Market Insights

Live Market Insights

12 Information Technology Stocks Moving In Thursday's Intraday Session

12 Information Technology Stocks Moving In Thursday's Pre-Market Session

12 Information Technology Stocks Moving In Wednesday's Intraday Session

SEC Form SC 13G/A filed by Upland Software Inc. (Amendment)

Chat with this insight

Recent Analyst Ratings for $UPLD

$UPLD Analyst Ratings

Analyst ratings in real time. Analyst ratings have a very high impact on the underlying stock. See them live in this feed.

Upland Software downgraded by ROTH MKM with a new price target

Upland Software downgraded by Needham

Upland Software downgraded by ROTH MKM with a new price target

$UPLD Insider Trading

Insider transactions reveal critical sentiment about the company from key stakeholders. See them live in this feed.

General Counsel and Secretary Smith Matthew Harnden covered exercise/tax liability with 1,240 shares, decreasing direct ownership by 1% to 95,836 units (SEC Form 4)

CEO Mcdonald John T covered exercise/tax liability with 17,833 shares (SEC Form 4)

President and COO Cummings Karen covered exercise/tax liability with 7,815 shares, decreasing direct ownership by 2% to 375,364 units (SEC Form 4)

$UPLD Press Releases

Fastest customizable press release news feed in the world

Upland Software to Release Third Quarter 2024 Financial Results on November 7, 2024

Upland Software Earns 70+ Badges in G2's Fall 2024 Market Reports

Upland Delivers Award-Winning AI Knowledge Management Solutions to Drive Productivity

$UPLD Large Ownership Changes

This live feed shows all institutional transactions in real time.

SEC Form SC 13G filed by Upland Software Inc.

Amendment: SEC Form SC 13D/A filed by Upland Software Inc.

SEC Form SC 13D/A filed by Upland Software Inc. (Amendment)

$UPLD Insider Purchases

Insider purchases reveal critical bullish sentiment about the company from key stakeholders. See them live in this feed.

CEO Mcdonald John T bought $196,935 worth of shares (100,000 units at $1.97) (SEC Form 4)

$UPLD SEC Filings

SEC Form 10-Q filed by Upland Software Inc.

Upland Software Inc. filed SEC Form 8-K: Results of Operations and Financial Condition, Financial Statements and Exhibits

SEC Form S-8 filed by Upland Software Inc.

$UPLD Financials

Live finance-specific insights

Upland Software to Release Third Quarter 2024 Financial Results on November 7, 2024

Upland Software Reports Second Quarter 2024 Financial Results

Upland Software to Release Second Quarter 2024 Financial Results on August 1, 2024

$UPLD Market Insights

Live Market Insights

12 Information Technology Stocks Moving In Thursday's Intraday Session

12 Information Technology Stocks Moving In Thursday's Pre-Market Session

12 Information Technology Stocks Moving In Wednesday's Intraday Session

Recent Analyst Ratings for
$UPLD

$UPLD
Analyst Ratings

$UPLD
Insider Trading

$UPLD
Press Releases

$UPLD
Large Ownership Changes

$UPLD
Insider Purchases

$UPLD
SEC Filings

$UPLD
Financials

$UPLD
Market Insights