Upland Software, Inc. — Director's Dealing 2022

Aug 25, 2022

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Upland Software, Inc. (UPLD)
CIK: 0001505155
Period of Report: 2022-08-23

Reporting Person: ULYSSES AGGREGATOR, LP (10% Owner)
Reporting Person: HGGC FUND IV GP, LTD. (10% Owner)
Reporting Person: Chung David H S (Director)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	251727	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Convertible Preferred Stock	$17.50		Common Stock (6571428)		Direct

Footnotes

F1: These securities are held of record by Bloom Acquisitions 1, LP, an affiliate of Ulysses Aggregator, LP.

F2: On August 23, 2022, Ulysses Aggregator, LP completed its acquisition of 115,000 shares of Series A Convertible Preferred Stock (the "Series A Preferred Stock") of the Issuer. The Series A Preferred Stock become convertible into shares common stock of the Issuer, par value $0.0001 per share ("Common Stock"), at a conversion price equal to $17.50 per share subject to certain customary adjustments in the event of certain events affecting the price of the Common Stock.

F3: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F4: David Chung, a member of the board of directors of the Issuer, was elected as representative of Ulysses Aggregator, LP. As a result, this entity may be deemed a director by deputization for Section 16 purposes.