Welcome to our dedicated page for Upland Software SEC filings (Ticker: UPLD), 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.
Upland Software's SEC filings document a cloud software issuer focused on AI-powered knowledge and content management applications. Recent Form 8-K reports furnish quarterly results and guidance, correct annual-report materials, disclose Nasdaq listing-compliance notices, changes in the independent registered public accounting firm, and chief executive transition and compensation arrangements.
Proxy materials cover annual meeting matters, board governance, executive compensation, equity awards, and pay-versus-performance disclosures. The filings also frame the company's capital structure through common stock and preferred stock purchase rights, while operating disclosures tie revenue and cash-flow measures to subscription and support software operations and completed divestitures.
Upland Software, Inc. reported a Form 4 for CFO, Treasurer & Secretary Michael Douglass Hill. On June 16, 2026, 8,931 shares of common stock were disposed of at $0.6064 per share to satisfy tax withholding obligations tied to vesting restricted stock units, which is not an open-market sale. After this tax-withholding disposition, Hill directly holds 383,360 common shares and indirectly holds 160,042 common shares through the MDH Trust, where he serves as trustee for his family.
Upland Software, Inc. CEO and President Nathaniel Sean reported a routine tax-related share disposition. On 2026-06-16, 18,605 shares of common stock were withheld by the company to cover tax obligations from vesting restricted stock units, at $0.6064 per share. This was explicitly described as not being an open market sale. After the withholding, Sean directly held 502,146 shares of Upland Software common stock.
Upland Software, Inc. Chief Operating & Product Officer Dan Doman reported a routine tax-related share disposition. On June 16, 2026, 29,515 shares of common stock were withheld by the company at $0.6064 per share to cover tax obligations from vesting restricted stock units. This was explicitly stated as not being an open-market sale. After this withholding, Doman directly holds 894,251 shares of Upland Software common stock.
Nathaniel Sean reported acquisition or exercise transactions in this Form 4 filing.
Upland Software CEO Nathaniel Sean received new equity awards. He was granted 500,000 shares of common stock at no cost, bringing his direct holdings to 520,751 shares. He was also granted 133,333 performance-based restricted stock units tied to stock-price hurdles between $2.00 and $5.00 over a three-year period, with time-based RSUs vesting quarterly from June 16, 2026 and potential acceleration after certain terminations following a Change in Control.
Upland Software, Inc. reported that stockholders approved several key proposals at the June 3, 2026 annual meeting. The company adopted an amendment to its 2024 Omnibus Incentive Plan, increasing the shares of common stock reserved for equity awards by 2,000,000 shares, effective June 3, 2026.
Stockholders also approved a reverse stock split, and the company filed a Certificate of Amendment that will implement a 1-for-10 reverse split of its common stock effective at 12:01 a.m. Eastern Time on June 17, 2026. The split will affect all holders uniformly, keep the same par value and authorized share count, and provide cash instead of fractional shares based on the average closing price before filing. KPMG LLP was ratified as independent auditor, executive compensation was approved on an advisory basis, and all meeting proposals passed by substantial majorities.
Upland Software director John T. McDonald reported equity compensation changes involving common stock and performance share units. He received a grant of 250,000 restricted stock units, which will vest on the earliest of February 28, 2028, his termination from the board without Cause as defined in his employment agreement, or a Change in Control under the company’s 2024 Omnibus Incentive Plan. At the same time, 250,000 performance stock units were canceled effective April 30, 2026 under a Transition Agreement between McDonald and the company. Following these transactions, he holds 2,640,887 shares of common stock directly and 363,738 shares indirectly through a custodial account, in addition to 125,000 shares held in a trust for his children that are noted but not included in the reported totals.
Upland Software, Inc. executive Nathaniel Sean, the company’s CEO and President, filed an initial Form 3 showing his existing holdings. He reports beneficial ownership of 20,751 shares of Upland common stock held directly, establishing his baseline equity position as an officer.
Upland Software reported first‑quarter 2026 revenue of $48.7 million, down 24% from $63.7 million a year earlier, mainly due to prior divestitures and discontinued “Sunset” products. Subscription and support revenue was $46.1 million, still 95% of total revenue.
Net loss narrowed sharply to $1.2 million from $25.8 million, helped by the absence of 2025 divestiture losses and lower operating expenses, though interest expense rose. Adjusted EBITDA was $12.7 million, slightly below $13.1 million last year. Upland ended the quarter with $30.4 million in cash and $227.7 million of term‑loan debt, and subsequently received a Nasdaq notice because its share price stayed below $1.00 for 30 business days.
Upland Software reported first‑quarter 2026 revenue of $48.7 million, down 24% from $63.7 million a year earlier, mainly due to prior divestitures and discontinued “Sunset” products. Subscription and support revenue was $46.1 million, still 95% of total revenue.
Net loss narrowed sharply to $1.2 million from $25.8 million, helped by the absence of 2025 divestiture losses and lower operating expenses, though interest expense rose. Adjusted EBITDA was $12.7 million, slightly below $13.1 million last year. Upland ended the quarter with $30.4 million in cash and $227.7 million of term‑loan debt, and subsequently received a Nasdaq notice because its share price stayed below $1.00 for 30 business days.
Upland Software reported first quarter 2026 revenue of $48.7 million, down 24% from $63.7 million a year earlier, mainly because it sold businesses in 2025. Subscription and support revenue fell 23% to $46.1 million.
Despite lower revenue, profitability improved sharply. GAAP net loss narrowed to $1.2 million from $25.8 million, and net loss per share to $0.09 from $0.97. Adjusted EBITDA was $12.7 million, or 26% of revenue, versus $13.1 million and a 21% margin. Free cash flow was $5.5 million, and cash on hand was $29.8 million at quarter end.
For 2026, the company expects total revenue between $192.5 million and $201.5 million, about a 9% decline at the midpoint, primarily from prior divestitures, and full-year Adjusted EBITDA between $51.7 million and $56.3 million with a 27% margin midpoint.
Upland Software reported first quarter 2026 revenue of $48.7 million, down 24% from $63.7 million a year earlier, mainly because it sold businesses in 2025. Subscription and support revenue fell 23% to $46.1 million.
Despite lower revenue, profitability improved sharply. GAAP net loss narrowed to $1.2 million from $25.8 million, and net loss per share to $0.09 from $0.97. Adjusted EBITDA was $12.7 million, or 26% of revenue, versus $13.1 million and a 21% margin. Free cash flow was $5.5 million, and cash on hand was $29.8 million at quarter end.
For 2026, the company expects total revenue between $192.5 million and $201.5 million, about a 9% decline at the midpoint, primarily from prior divestitures, and full-year Adjusted EBITDA between $51.7 million and $56.3 million with a 27% margin midpoint.
Upland Software, Inc. reported that its Annual Report to Stockholders for the year ended December 31, 2025 inadvertently attached a version of its Form 10-K containing preliminary financial information for the quarter ended March 31, 2026.
The company has filed a corrected Annual Report to Stockholders with the SEC and is mailing corrected copies to stockholders who requested them for the 2026 Annual Meeting. It emphasized that any March 31, 2026 quarterly figures in the earlier report were preliminary, unaudited, subject to change, not reviewed by its independent registered public accounting firm, and should not be relied upon. Upland plans to report its first-quarter 2026 financial results in the ordinary course after completing normal quarter-end close and review processes.