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 July 17, 2026. The filing primarily addresses the appointment of a new Chief Financial Officer and the associated executive employment agreement.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on personnel changes and compensation arrangements.
Material Changes
The Board of Directors appointed Jennifer Simon as Chief Financial Officer, effective August 17, 2026. Ms. Simon succeeds the current CFO and will serve as the Company's principal financial and accounting officer. Her prior experience includes roles as Senior Vice President Finance at NextGen Healthcare and various finance leadership positions at Quest Software.
Compensation and Employment Terms
An executive employment agreement was entered into on July 17, 2026, with the following terms effective August 17, 2026:
- Base Salary: $350,000 annually.
- Annual Bonus: Eligible for up to 75% of base salary based on performance objectives.
- Restricted Stock Units (RSUs): Grant of 30,000 units vesting in 12 equal installments over three years.
- Performance-Based RSUs (PRSUs): 6,666 units eligible at target performance; up to 25,000 units eligible at maximum performance.
- Severance: In the event of termination without cause or resignation for good reason, Ms. Simon is entitled to 12 months of base salary and COBRA premium reimbursement. No additional compensation is provided for termination for cause or resignation without good reason.
Investor Verification Points
- Verify the effective date of the CFO transition (August 17, 2026) and the interim financial leadership arrangement.
- Review the specific performance objectives tied to the annual bonus and PRSU vesting, which are determined by the Board.
- Confirm the total potential equity value of the RSU and PRSU grants based on the current stock price.
- Check for any subsequent filings regarding the departure of the previous CFO.