Business Context and Reporting Period
This Form 8-K filing by Upland Software, Inc. (UPLD) was submitted on April 7, 2026, regarding a notice received from The Nasdaq Stock Market LLC. The Company is incorporated in Delaware and its common stock trades on The Nasdaq Global Market.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The only financial metric disclosed is the stock price performance triggering the listing deficiency.
Material Changes
The Company received a deficiency notice from Nasdaq because its common stock closing bid price has been below the minimum $1.00 per share requirement for the last 30 consecutive business days. This is a notice of deficiency, not an immediate delisting, and trading continues under the symbol "UPLD."
Guidance, Outlook, and Risks
- Compliance Timeline: The Company has 180 days, until October 5, 2026, to regain compliance by maintaining a closing bid price of at least $1.00 per share for 10 consecutive business days.
- Secondary Compliance Period: If the initial deadline is missed, the Company may be afforded a second 180-day period, contingent on transferring to The Nasdaq Capital Market and meeting its initial listing standards (excluding the bid price requirement).
- Delisting Risk: Failure to cure the deficiency within the allowed periods may result in delisting. The Company may appeal such a determination to a Nasdaq Hearings Panel, though success is not assured.
- Management Action: Management intends to monitor the stock price and consider plans to regain compliance, but there is no assurance that compliance will be achieved.
Investor Verification Checklist
- Verify the current closing bid price of UPLD stock relative to the $1.00 threshold.
- Monitor the Company's progress toward maintaining the $1.00 price for 10 consecutive business days before the October 5, 2026 deadline.
- Review future filings for any announcements regarding a potential transfer to The Nasdaq Capital Market.
- Assess the Company's liquidity and capital position to evaluate its ability to execute potential compliance strategies.