Upland Announces Board’s Approval of Reverse Stock Split Ratio

About this update from Upland Software, Inc.

AUSTIN, Texas--(BUSINESS WIRE)-- Upland Software, Inc. (Nasdaq: UPLD) (the “Company” or “Upland”), today announced that it will effect a one-for-ten reverse stock split (“reverse split”) of its common stock, par value $0.0001 per share (“common stock”), that will become effective on June 17, 2026 at 12:01 AM Eastern Time, before the open of trading on The Nasdaq Global Market (“Nasdaq”). Upland has requested that Upland’s common stock begin trading on June 17, 2026, on a post-reverse split basis on the Nasdaq under the existing symbol “UPLD”. The reverse split is primarily intended to bring Upland into compliance with the minimum bid price requirement for maintaining its listing on the Nasdaq. The new CUSIP number for the common stock following the reverse split will be 91544A208. At Upland’s annual meeting of stockholders on June 3, 2026 (the “Annual Meeting”), Upland’s stockholders approved the proposal to authorize Upland’s board of directors (the “Board”), in its sole and absolute discretion, to file a certificate of amendment (the “Amendment”) to Upland’s amended and restated certificate of incorporation to effect the reverse split at a ratio to be determined by the Board, ranging from one-for-five to one-for-thirty. On June 3, 2026, the Board approved the reverse split at a ratio of one-for-ten and the Amendment was filed with the Secretary of State of the State of Delaware, which will become effective on June 17, 2026 at 12:01 AM Eastern Time. The reverse split will affect all issued and outstanding shares of common stock. All outstanding options, restricted stock awards, and other securities entitling their holders to purchase or otherwise receive shares of common stock will be adjusted as a result of the reverse split, as required by the terms of each security. The number of shares available to be awarded under Upland’s 2024 Omnibus Incentive Plan, as amended, will also be appropriately adjusted. Following the reverse split, the par value of the common stock will remain unchanged at $0.0001 per share. The reverse split will not change the authorized number of shares of common stock or preferred stock. No fractional shares will be issued in connection with the reverse split, and stockholders who would otherwise be entitled to receive a fractional share shall be entitled to receive a cash payment (without interest) equal to the fractional share of ...

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