Results of Operations and Financial Condition. On August 10, 2026, Upwork Inc., or the Company, will hold a conference call regarding its financial results for the quarter ended June 30, 2026. The Company issued a press release announcing its financial results for the quarter ended June 30, 2026. The full text of the press release is attached as Exhibit 99.1 to this report. The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Secti…

Chief Financial Officer and principal financial officer — Erica Gessert: Ms. Gessert is taking a temporary medical leave.

Entry into a Material Definitive Agreement. On June 23, 2026 , Upwork Inc., or the Company, and the Company’s domestic subsidiaries entered into a Credit Agreement, or the Credit Facility, with the lenders party thereto and Bank of America, N.A., as administrative agent, L/C issuer, and swingline lender, and BofA Securities, Inc. and Wells Fargo Securities, LLC as joint lead arrangers and joint bookrunners. The Credit Facility provides for a secured revolving loan, available in an amount up t…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in

Director — Leela Srinivasan, Anilu Vazquez-Ubarri: Two directors departed and were replaced.

Costs Associated with Exit or Disposal Activities. On May 7, 2026, the Company announced a restructuring plan, or the Restructuring Plan, intended to build a more efficient operating model and position the Company for profitable growth as the nature of work evolves. The Restructuring Plan includes an expected reduction of the Company’s total workforce by approximately 24%. The Company expects execution of the Restructuring Plan to be substantially complete in the fourth quarter of 2026. In co…

Results of Operations and Financial Condition. On May 7, 2026, Upwork Inc., or the Company, will hold a conference call regarding its financial results for the quarter ended March 31, 2026. The Company issued a press release announcing its financial results for the quarter ended March 31, 2026. The full text of the press release is attached as Exhibit 99.1 to this report. The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section…

Regulation FD Disclosure. On May 7, 2026, the Company issued a press release announcing the Restructuring Plan. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information disclosed in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorp…

GM, Marketplace — David T. Bottoms: Mr. Bottoms resigned from his position as GM, Marketplace.

Other Events. On February 18, 2026, Upwork Inc., or the Company, announced that its board of directors authorized a share repurchase program for the repurchase of up to $300 million of shares of the Company’s outstanding common stock, which is referred to as the 2026 Share Repurchase Authorization. Repurchases of the Company’s common stock under the 2026 Share Repurchase Authorization may be made from time to time on the open market (including through the use of trading plans intended to qual…

Results of Operations and Financial Condition. On February 9, 2026, Upwork Inc., or the Company, will hold a conference call regarding its financial results for the quarter and year ended December 31, 2025. The Company issued a press release announcing its financial results for the quarter and year ended December 31, 2025. The full text of the press release is attached as Exhibit 99.1 to this report. The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “f…

Chief Accounting Officer — Sabrina Mekhalfa: The filing discloses the appointment of a new external Chief Accounting Officer, which is a significant management addition but not a departure of an existing executive.

Results of Operations and Financial Condition. On November 3, 2025, Upwork Inc., or the Company, will hold a conference call regarding its financial results for the quarter ended September 30, 2025. The Company issued a press release announcing its financial results for the quarter ended September 30, 2025. The full text of the press release is attached as Exhibit 99.1 to this report. The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purpos…

Regulation FD Disclosure. On September 3, 2025, Upwork Inc., or the Company, announced that its board of directors authorized a share repurchase program for the repurchase of up to $100 million of shares of the Company’s outstanding common stock, which is referred to as the 2025 Share Repurchase Authorization. Repurchases of the Company’s common stock under the 2025 Share Repurchase Authorization may be made from time to time on the open market (including through the use of trading plans inte…

COO — Anthony Kappus: The filing announces the external appointment of a new Chief Operating Officer, which is a significant management addition but not a departure.

Results of Operations and Financial Condition. On August 6, 2025, Upwork Inc., or the Company, furnished a Current Report on Form 8-K that included a press release announcing its financial results for the quarter ended June 30, 2025, or the Original Form 8-K. This Current Report on Form 8-K/A amends the Original Form 8-K solely for the purpose of correcting a clerical error with respect to the Company's guidance for non-GAAP diluted earnings per share, or EPS, for the third quarter of 2025 an…

Results of Operations and Financial Condition. On August 6, 2025, Upwork Inc., or the Company, will hold a conference call regarding its financial results for the quarter ended June 30, 2025. The Company issued a press release announcing its financial results for the quarter ended June 30, 2025. The full text of the press release is attached as Exhibit 99.1 to this report. The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Sectio…

Chief Accounting Officer — Olivier Marie: The Chief Accounting Officer resigned without disagreement, and the CFO is assuming the role as an interim measure, indicating an orderly transition rather than a crisis.

Director — Elizabeth Nelson: The filing discloses the routine non-re-election and retirement of two directors with immediate, named successors appointed at the annual meeting.

Results of Operations and Financial Condition. On May 5, 2025, Upwork Inc., or the Company, will hold a conference call regarding its financial results for the quarter ended March 31, 2025. The Company issued a press release announcing its financial results for the quarter ended March 31, 2025. The full text of the press release is attached as Exhibit 99.1 to this report. The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section…

Results of Operations and Financial Condition. On February 12, 2025 , Upwork Inc., or the Company, will hold a conference call regarding its financial results for the quarter and year ended December 31, 2024. The Company issued a press release announcing its financial results for the quarter and year ended December 31, 2024. The full text of the press release is attached as Exhibit 99.1 to this report. The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed…

Results of Operations and Financial Condition. On November 6, 2024, Upwork Inc., or the Company, will hold a conference call regarding its financial results for the quarter ended September 30, 2024. The Company issued a press release announcing its financial results for the quarter ended September 30, 2024. The full text of the press release is attached as Exhibit 99.1 to this report. The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purpos…

Other Events. On November 6, 2024, the Company announced that the Company’s board of directors authorized the repurchase of up to $100.0 million of shares of the Company’s outstanding common stock, which is referred to as the 2024 Share Repurchase Authorization. Repurchases of the Company’s common stock under the 2024 Share Repurchase Authorization may be made from time to time on the open market (including through the use of trading plans intended to qualify under Rule 10b5-1 under the Excha…

Regulation FD Disclosure. On October 23, 2024, the Company issued a press release announcing the Plan. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information disclosed in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by…

Results of Operations and Financial Condition. On October 23, 2024, Upwork Inc., or the Company, issued a press release announcing certain preliminary financial and operating results for the quarter ended September 30, 2024. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or…