{"filing":{"accession_number":"0001505155-26-000039","cik":"0001505155","ticker":"UPLD","company_name":"Upland Software, Inc.","form":"8-K","filing_date":"2026-06-04","report_date":null,"primary_document":"upld-20260603.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1505155/000150515526000039/upld-20260603.htm"},"events":[{"id":3523,"run_id":3088,"accession_number":"0001505155-26-000039","anchor_item_number":"5.07","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.98,"summary":"Upland Software held its Annual Meeting of Stockholders on June 3, 2026, with shareholders voting on six proposals including director elections, auditor ratification, executive compensation advisory vote, reverse stock split approval, equity plan share reserve increase, and adjournment. The reverse stock split and equity plan amendments were approved and represent material corporate actions affecting shareholder holdings and dilution.","company_name":"Upland Software, Inc.","ticker":"UPLD","filing_date":"2026-06-04","items":[{"id":4488,"accession_number":"0001505155-26-000039","item_number":"5.07","item_title":"Submission of Matters to a Vote of Security Holders.","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.98,"reasoning":"This is a classic Item 5.07 disclosure of shareholder meeting results. The filing reports voting outcomes on six proposals at Upland Software's June 3, 2026 Annual Meeting, including director election, auditor ratification, executive compensation advisory vote, reverse stock split approval, equity plan increase, and adjournment proposal. The reverse stock split and equity plan increase approvals are material corporate actions that will affect shareholders' holdings and dilution.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T05:22:52.873730+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":3524,"run_id":3088,"accession_number":"0001505155-26-000039","anchor_item_number":"5.02","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.92,"summary":"Stockholders approved an amendment to the 2024 Omnibus Incentive Plan increasing the share reserve by 2,000,000 shares, expanding the pool of equity available for future executive compensation grants to officers and directors.","company_name":"Upland Software, Inc.","ticker":"UPLD","filing_date":"2026-06-04","items":[{"id":4486,"accession_number":"0001505155-26-000039","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The disclosure centers on stockholder approval of an amendment to the 2024 Omnibus Incentive Plan that increases the share reserve by 2,000,000 shares. This is a compensatory arrangement amendment affecting equity incentive availability for officers and directors, which is the hallmark of exec_compensation disclosures under Item 5.02(e). The amendment is material as it expands the pool of equity available for future executive compensation grants.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T05:22:52.873730+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":3525,"run_id":3088,"accession_number":"0001505155-26-000039","anchor_item_number":"5.03","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"summary":"The company disclosed a 1-for-10 reverse stock split effective June 17, 2026, a material capital structure change that affects all shareholders uniformly and impacts share price, trading mechanics, and investor holdings.","company_name":"Upland Software, Inc.","ticker":"UPLD","filing_date":"2026-06-04","items":[{"id":4487,"accession_number":"0001505155-26-000039","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"reasoning":"The filing discloses a 1-for-10 reverse stock split effective June 17, 2026, which is a material capital structure change affecting all shareholders uniformly. While this is a routine corporate action, reverse splits are material events that affect share price, trading mechanics, and investor holdings, and would be disclosed under Item 5.03 (Amendments to Articles of Incorporation). This does not fit neatly into the more specific event categories (it is not an earnings release, executive change, M\u0026A activity, restatement, or other defined event type), making \"other_material\" the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T05:22:52.873730+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":4486,"accession_number":"0001505155-26-000039","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The disclosure centers on stockholder approval of an amendment to the 2024 Omnibus Incentive Plan that increases the share reserve by 2,000,000 shares. This is a compensatory arrangement amendment affecting equity incentive availability for officers and directors, which is the hallmark of exec_compensation disclosures under Item 5.02(e). The amendment is material as it expands the pool of equity available for future executive compensation grants.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T05:22:52.873730+00:00","company_name":"Upland Software, Inc.","ticker":"UPLD","filing_date":"2026-06-04"},{"id":4487,"accession_number":"0001505155-26-000039","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"reasoning":"The filing discloses a 1-for-10 reverse stock split effective June 17, 2026, which is a material capital structure change affecting all shareholders uniformly. While this is a routine corporate action, reverse splits are material events that affect share price, trading mechanics, and investor holdings, and would be disclosed under Item 5.03 (Amendments to Articles of Incorporation). This does not fit neatly into the more specific event categories (it is not an earnings release, executive change, M\u0026A activity, restatement, or other defined event type), making \"other_material\" the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T05:22:52.873730+00:00","company_name":"Upland Software, Inc.","ticker":"UPLD","filing_date":"2026-06-04"},{"id":4488,"accession_number":"0001505155-26-000039","item_number":"5.07","item_title":"Submission of Matters to a Vote of Security Holders.","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.98,"reasoning":"This is a classic Item 5.07 disclosure of shareholder meeting results. The filing reports voting outcomes on six proposals at Upland Software's June 3, 2026 Annual Meeting, including director election, auditor ratification, executive compensation advisory vote, reverse stock split approval, equity plan increase, and adjournment proposal. The reverse stock split and equity plan increase approvals are material corporate actions that will affect shareholders' holdings and dilution.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T05:22:52.873730+00:00","company_name":"Upland Software, Inc.","ticker":"UPLD","filing_date":"2026-06-04"}]}