Upwork Inc. Files 8-K on Shareholder Matters

TL;DR

Upwork filed an 8-K on shareholder votes. Standard governance update.

AI Summary

Upwork Inc. filed an 8-K on June 10, 2024, reporting on matters submitted to a vote of security holders as of June 7, 2024. The filing details the company's corporate actions and governance, as is standard for this type of report.

Why It Matters

This filing provides transparency into Upwork's corporate governance and decisions made by its security holders, which can impact company direction and shareholder value.

Risk Assessment

Risk Level: low — This is a routine filing related to corporate governance and shareholder votes, not indicating any immediate financial distress or significant operational change.

Key Players & Entities

• UPWORK, INC (company) — Registrant
• 0001627475-24-000024 (filing_id) — Accession Number
• June 7, 2024 (date) — Earliest event reported
• June 10, 2024 (date) — Date of report
• 475 Brannan Street, Suite 430 San Francisco, California 94107 (address) — Principal Executive Office

FAQ

Key Financial Figures

• $0.0001 — nge on Which Registered Common Stock, $0.0001 par value per share UPWK The Nasdaq S

Filing Documents

• upwork-20240607.htm (8-K) — 34KB
• 0001627475-24-000024.txt ( ) — 155KB
• upwork-20240607.xsd (EX-101.SCH) — 2KB
• upwork-20240607_lab.xml (EX-101.LAB) — 21KB
• upwork-20240607_pre.xml (EX-101.PRE) — 12KB
• upwork-20240607_htm.xml (XML) — 3KB

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. On June 7, 2024, Upwork Inc., or the Company, held its annual meeting of stockholders, or the Annual Meeting. At the Annual Meeting, there were present, in person or by proxy, holders of 105,055,621 shares of common stock, or approximately 79% of the total outstanding shares entitled to vote at the Annual Meeting, which constituted a quorum for the transaction of business. The holders present voted on the three proposals presented at the Annual Meeting as follows: Proposal One - Election of Directors The Company's stockholders approved the election of three directors, each to serve for a three-year term expiring at the 2027 annual meeting of stockholders and until such director's successor is elected and qualified, by the following votes: Nominee Votes For Votes Against Abstentions Hayden Brown 74,055,928 18,405,369 613,348 Gregory C. Gretsch 73,174,745 19,302,333 597,567 Anilu Vazquez-Ubarri 73,809,747 18,574,660 690,238 There were also 11,980,976 broker non-votes on Proposal One. Proposal Two - Ratification of Appointment of Independent Registered Accounting Firm The Company's stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered accounting firm for the year ending December 31, 2024 by the following votes: Votes For Votes Against Abstentions 104,497,424 460,415 97,782 There were no broker non-votes on Proposal Two. Proposal Three - Advisory Vote on the Compensation of our Named Executive Officers The Company's stockholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers. Votes For Votes Against Abstentions 87,153,759 5,853,964 66,922 There were also 11,980,976 broker non-votes on Proposal Three.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. UPWORK INC. Date: June 10, 2024 By: /s/ Jacob McQuown Jacob McQuown VPII, Deputy General Counsel

View Full Filing

View this 8-K filing on SEC EDGAR