UPLD — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-08-14

• Upland Software, Inc. provides an intelligence layer that unifies and contextualizes enterprise knowledge, content, and data, turning isolated information into actionable outcomes for every human and agent. More than 1,100 enterprise customers rely on Upland's deep domain expertise to drive measurab…

• On June 3, 2026, we filed a Certificate of Amendment to our charter with the Secretary of State of the State of Delaware, which effected a 1-for-10 reverse stock split of our issued and outstanding common stock (the "Reverse Stock Split"). As a result of the Reverse Stock Split, every ten shares of …

• AmountPercent of RevenueAmountPercent of RevenueAmountPercent of RevenueAmountPercent of Revenue

• Comparison of the Three and Six Months Ended June 30, 2026 and 2025

• See Note 12. Divestitures regarding product lines divested in the three and six months ended June 30, 2025.

Text removed vs the prior filing · source: 10-Q · 2026-05-01

• Upland Software, Inc. is a leader in AI-powered knowledge and content management software. Our solutions help enterprises unlock critical knowledge, automate content workflows, and drive measurable ROI—enhancing customer and employee experiences while supporting regulatory compliance. More than 1,10…

• Weighted-average common shares outstanding, basic and diluted29,159,015 28,220,936

• (2) Includes general and administrative stock-based compensation of $0.8 million and $2.0 million for the three months ended March 31, 2026 and March 31, 2025, respectively. General and administrative expense excluding stock-based compensation as a percentage of total revenues was 16% and 15% for th…

• (3) Includes depreciation and amortization of $1.0 million and $1.7 million for the three months ended March 31, 2026 and March 31, 2025, respectively.

• Comparison of the Three Months Ended March 31, 2026 and 2025

Text added vs the prior filing · source: 10-Q · 2026-08-14

• On July 31, 2026, we received a notification letter from Nasdaq notifying us that we no longer meet Nasdaq’s $15 million minimum market value of publicly held shares requirement under Nasdaq Listing Rule 5450(b)(2&3)(C) (the “MVPHS Requirement”) based on Nasdaq’s review of the market value of the Co…

• Nasdaq has provided us a period of 180 calendar days to regain compliance with the MVPHS Requirement, or until January 27, 2027 (the “Compliance Date”). If, at any time before the Compliance Date, our market value of publicly held shares closes at $15 million or more for a minimum of ten consecutive…

• We intend to actively monitor the market value of our publicly held shares. We may evaluate and consider available options for regaining compliance with the MVPHS Requirement, as well as applying for a transfer to The Nasdaq Capital Market. However, there can be no assurance that we will take any sp…

• If we are unable to regain compliance by the Compliance Date, including any available extension, our common stock would be subject to delisting from Nasdaq. Further, even if we regain compliance, we may not be able to sustain compliance with the MVPHS Requirement in the long term or with the additio…

Text removed vs the prior filing · source: 10-Q · 2026-05-01

• If the closing bid price of our common stock continues to trade below $1.00 per share, we intend to implement a reverse stock split to attempt to regain compliance, as disclosed in our definitive proxy statement filed with the SEC on April 20, 2026. However, a reverse stock split requires stockholde…

• If we are unable to regain compliance within the applicable cure period, including any available extension, our common stock would be subject to delisting from Nasdaq. Further, even if we regain compliance, we may not be able to sustain compliance with Rule 5450(a)(1) in the long term. A delisting c…

Text added vs the prior filing · source: 10-Q · 2026-08-14

• During the three months ended June 30, 2026, none of our officers (as defined in Rule 16a-1(f)) or directors adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K under the Securities Act).

Text removed vs the prior filing · source: 10-Q · 2026-05-01

• On March 9, 2026, Timothy Mattox, who serves on the Company’s Board of Directors, adopted a written plan for the sale of up to 58,481 shares of the Company’s Common Stock that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. The written plan will ex…

• During the three months ended March 31, 2026, none of our other officers (as defined in Rule 16a-1(f)) or directors adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K under the Securities Act).