SEC Form 3 · accession 0001567619-18-003545
UPWORK, INC · UPWK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephane Kasriel
Officer — President & CEO · Director
Period of report
Oct 2, 2018
Accepted (ET)
Oct 2, 2018 · 5:33 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001627475
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 201,848 | D | ||
| Common StockF1 | holding | — | — | — | 18,152 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F2 | $2.76 | holding | — | — | — | — | Apr 6, 2024 | Common Stock | 18,450 | — | D |
| Employee Stock Option (right to buy)F3 | $2.76 | holding | — | — | — | — | Apr 6, 2024 | Common Stock | 572,741 | — | D |
| Employee Stock Option (right to buy)F2 | $2.76 | holding | — | — | — | — | Jun 23, 2024 | Common Stock | 831 | — | D |
| Employee Stock Option (right to buy)F2 | $3.04 | holding | — | — | — | — | Jun 24, 2022 | Common Stock | 595,432 | — | D |
| Employee Stock Option (right to buy)F2 | $3.04 | holding | — | — | — | — | Oct 30, 2023 | Common Stock | 18,450 | — | D |
| Employee Stock Option (right to buy)F4 | $3.58 | holding | — | — | — | — | Apr 22, 2025 | Common Stock | 3,070,324 | — | D |
| Employee Stock Option (right to buy)F5 | $3.23 | holding | — | — | — | — | Apr 19, 2026 | Common Stock | 1,000,000 | — | D |
| Employee Stock Option (right to buy)F6 | $6.61 | holding | — | — | — | — | Jun 30, 2028 | Common Stock | 1,860,000 | — | D |
Explanation of responses
- F1Held directly by the Reporting Person as custodian for his children.
- F2The stock option is fully vested and immediately exercisable.
- F3The stock option vested and became exercisable, and shall continue to vest and become exercisable, with respect to 5,929 shares on the last day of each month beginning in April 2014 and ending in March 2016, 9,879 shares on the last day of April 2016, 17,787 shares on the last day of each of May 2016 and June 2016, 18,333 shares on the last day of each month beginning in July 2016 and ending in February 2019, and 18,346 shares on the last day of March 2019, subject to the continuing employment of the Reporting Person on each vesting date.
- F4The stock option vested and became exercisable, and shall continue to vest and become exercisable, at a rate of 1/60th of the shares each month following the April 20, 2015 vesting commencement date, subject to the continuing employment of the Reporting Person on each vesting date.
- F5The stock option vested and became exercisable, and shall continue to vest and become exercisable, at a rate of 1/60th of the shares each month following the April 20, 2016 vesting commencement date, subject to the continuing employment of the Reporting Person on each vesting date.
- F6The stock option will vest and become exercisable with respect to 620,000 shares on January 1, 2022, 620,000 shares on January 1, 2023, and the remaining unvested shares on January 1, 2024, subject to the Reporting Person's achievement of certain performance objectives and continuing employment on each vesting date.