Form 4: Upland Software CFO Reports Routine Stock Withholding
Insider Transaction Report
Upland Software's CFO, Michael D. Hill, reported the disposition of 11,152 common shares to cover tax obligations related to restricted stock unit vesting.
Summary
- Michael D. Hill, CFO, Treasurer & Secretary of Upland Software, Inc., reported a transaction on September 16, 2025.
- 11,152 shares of Common Stock were disposed of at a deemed price of $2.48 per share.
- This disposition was due to shares being withheld by the issuer to satisfy tax withholding obligations in connection with the vesting of restricted stock units, and it was not an open market sale.
- Following this transaction, Michael D. Hill directly beneficially owns 340,078 shares of Common Stock.
- Additionally, 160,042 shares are indirectly beneficially owned through the MDH Trust, for which Michael D. Hill serves as the trustee.
- A Power of Attorney, dated September 8, 2025, authorizes Michael D. Hill, Jonanna Mikulenka, and Melanie Marshall to execute SEC Forms 3, 4, and 5 on behalf of Michael D. Hill.
Sentiment
Score: 5
Explanation: Neutral. This is a routine insider transaction for tax purposes, not indicative of positive or negative company performance or management sentiment towards the stock.
Future Outlook
NA
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Authorization for SEC Filings | A Power of Attorney was executed, authorizing specific individuals to prepare and file Forms 3, 4, and 5 on behalf of Michael D. Hill to ensure compliance with Section 16(a) of the Securities Exchange Act of 1934. | 09/08/2025 | Enhances efficiency and ensures timely compliance with SEC reporting requirements for insider transactions. |
Related Party Transactions
- 160,042 shares of Common Stock are indirectly beneficially owned through the MDH Trust, for which Michael D. Hill is the trustee for the benefit of his family.
Key Dates
| Date | Description |
|---|---|
| 09/08/2025 | Execution date of Power of Attorney for SEC filings. |
| 09/16/2025 | Date of reported transaction for share disposition. |
| 09/17/2025 | Signature date of the Form 4 filing. |
Recommendation
holdThis Form 4 filing details a routine disposition of shares by Upland Software's CFO to cover tax obligations related to restricted stock unit vesting. Such a transaction is a common and expected event for executive compensation and does not reflect a change in the company's fundamentals, operational performance, or the insider's long-term view of the stock. Therefore, it provides no new information to warrant a change in investment thesis, leading to a 'hold' recommendation for existing positions.
Keywords
Upland Software, UPLD, Form 4, Insider Transaction, Michael D. Hill, CFO, Stock Withholding, Restricted Stock Units, Tax Obligations
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