Offerings // Upland Software, Inc.

UPLD offering history

Every offering-related filing in Upland Software, Inc.’s recent SEC record — registrations (announced capacity) kept separate from pricing documents (executed sales). Reviewed 817 filings back to Nov 10, 2010.

Last executed offering

Aug 23, 2022

8-K — priced deal (shares or notes)

Last registration (announced)

Oct 21, 2022

S-3 — capacity, not a sale

Executed, last 12 months

424B pricings + 8-K 3.02 sales

Registered, last 12 months

S-1/S-3/F-series registrations

Date	Filing		What it means
Nov 1, 2022	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Oct 21, 2022	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Aug 23, 2022	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Jul 14, 2022	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Aug 12, 2020	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Aug 10, 2020	S-3ASR →	REGISTERED	Automatic shelf registration — effective immediately (large filers)
Aug 10, 2020	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
May 10, 2019	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
May 6, 2019	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Jan 31, 2019	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Dec 12, 2018	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Aug 31, 2017	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Aug 28, 2017	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Jun 7, 2017	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Jun 6, 2017	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
May 26, 2017	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
May 22, 2017	S-3/A →	REGISTERED	S-3/A registration — capacity to sell shares, not a sale yet
May 12, 2017	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Mar 14, 2016	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Jan 11, 2016	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Nov 16, 2015	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Dec 12, 2014	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Nov 21, 2014	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Nov 7, 2014	424B4 →	EXECUTED	Final prospectus — offering priced (typical for IPOs and marketed share deals)
Nov 5, 2014	S-1/A →	REGISTERED	S-1/A registration — capacity to sell shares, not a sale yet
Nov 5, 2014	FWP →	MARKETING	Free-writing prospectus — offering being marketed
Nov 5, 2014	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Oct 27, 2014	S-1/A →	REGISTERED	S-1/A registration — capacity to sell shares, not a sale yet
Sep 4, 2014	S-1 →	REGISTERED	S-1 registration — capacity to sell shares, not a sale yet

UPLD offering-related filings from SEC EDGAR, newest first (capped at 40). Each links to the original document.

Two honest limits. (1) A 424B takedown can price shares or notes— EDGAR’s metadata doesn’t say which, so open the document: large investment-grade filers use these mostly for bond deals (no dilution), small-caps mostly for shares. (2) At-the-market (ATM) programs sell shares gradually and individual sales are not separately filed — the visible footprint is the enabling shelf and its 424B5; actual ATM share counts surface later in the 10-Q/10-K share count. Educational information from public filings, not investment advice.

Is a shelf active now? →Do they need money? →Red flags →Full UPLD workspace →

UPLD offering FAQ

When did UPLD last execute an offering?

Per SEC filings, Upland Software, Inc.'s most recent priced offering document is a 8-K filed 2022-08-23. Note a 424B takedown can price shares or notes (debt) — the linked document says which.

When did UPLD last announce or register an offering?

The most recent registration is a S-3 filed 2022-10-21. A registration is capacity to sell shares — not a sale.

Does an offering always mean dilution?

Registered direct offerings and shelf takedowns issue new shares and dilute existing holders. Resale registrations (424B3/B7) let existing holders sell and do not create new shares. Secondary sales by insiders also do not dilute. Each row here is labeled with what it is.