Upland Software, Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Upland Software, Inc. on March 9, 2026. The report discloses a material change in the Company's independent registered public accounting firm.
Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on the change in auditors and does not contain financial performance data.
Material Changes
- Dismissal of Auditor: The Audit Committee approved the dismissal of Ernst & Young LLP (EY) as the independent registered public accounting firm, effective immediately on March 9, 2026.
- Appointment of New Auditor: KPMG LLP was appointed as the independent registered public accounting firm for the fiscal year ending December 31, 2026, and related interim periods, subject to customary acceptance procedures.
- Audit History: EY's reports for the fiscal years ended December 31, 2025, and 2024 contained no adverse opinions, disclaimers, or qualifications.
- No Disagreements: There were no disagreements between the Company and EY regarding accounting principles, financial statement disclosures, or auditing scope during the 2024 and 2025 fiscal years or the interim period through March 10, 2026.
Guidance, Outlook, and Risks
The filing does not contain updated financial guidance, management commentary on future outlook, or specific risk factors beyond the standard disclosure of the auditor change. The Company confirmed that no consultations with KPMG occurred regarding accounting principles or reportable events prior to the appointment.
Key Facts for Investor Verification
- Verify the effective date of the auditor transition (March 9, 2026) and the completion of KPMG's client acceptance procedures.
- Review the letter from Ernst & Young LLP (Exhibit 16.1) to confirm their agreement with the statements regarding the dismissal and lack of disagreements.
- Monitor future filings for the first financial statements audited by KPMG to ensure continuity in reporting standards.
- Confirm that the change in auditors was not precipitated by any undisclosed accounting disputes or regulatory issues.