Sec Form 13G Filing - GLOBESPAN CAPITAL PARTNERS IV LP filing for UPWORK INC (UPWK) - 2020-02-14

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only)

Globespan Capital Partners IV, L.P.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☐

SEC Use Only

Citizenship or Place of Organization.

Delaware

Number of Shares

Beneficially 

Owned by

Each

Reporting

Person

With 

Sole Voting Power

0 shares

Shared Voting Power

5,996,266 shares (1)

Refer to Item 4 below.

Sole Dispositive Power

0 shares

Shared Dispositive Power

5,996,266 shares (1)

Refer to Item 4 below.

Aggregate Amount Beneficially Owned by Each Reporting Person

5,996,266 shares (1)

Refer to Item 4 below.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

☐ N/A

Percent of Class Represented by Amount in Row (9)*

5.4% (2)

Refer to Item 4 below.

Type of Reporting Person (See Instructions)

PN (Limited Partnership)

Represents 5,996,266 shares of Common Stock held directly by Globespan Capital Partners IV, L.P. (“GCP IV”).

The percent of class was calculated based on 112,020,807 shares of Common Stock outstanding as of October 31, 2019 (as reported in the Issuer’s Form 10-Q filed with the SEC on November 6, 2019).

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only)

Globespan Management Associates IV, LLC

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☐

SEC Use Only

Citizenship or Place of Organization.

Delaware

Number of Shares Beneficially  Owned by

Each Reporting Person

With 

Sole Voting Power

0 shares

Shared Voting Power

7,054,605 shares (1)

Refer to Item 4 below.

Sole Dispositive Power

0 shares

Shared Dispositive Power

7,054,605 shares (1)

Refer to Item 4 below.

Aggregate Amount Beneficially Owned by Each Reporting Person

7,054,605 shares (1)

Refer to Item 4 below.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

☐ N/A

Percent of Class Represented by Amount in Row (9)*

6.3% (2)

Refer to Item 4 below.

Type of Reporting Person (See Instructions)

PN (Limited Partnership)

Represents 5,996,266 shares of Common Stock held directly by GCP IV and 1,058,339 shares of Common Stock held directly by other affiliated Globespan funds.

The percent of class was calculated based on 112,020,807 shares of Common Stock outstanding as of October 31, 2019 (as reported in the Issuer’s Fo rm 10-Q filed with the SEC on November 6, 2019).

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only)

Andrew P. Goldfarb

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☐

SEC Use Only

Citizenship or Place of Organization.

United States

Number of Shares Beneficially  Owned by Each Reporting Person

With 

Sole Voting Power

0 shares

Shared Voting Power

7,054,605 shares (1)

Refer to Item 4 below.

Sole Dispositive Power

0 shares

Shared Dispositive Power

7,054,605 shares (1)

Refer to Item 4 below.

Aggregate Amount Beneficially Owned by Each Reporting Person

7,054,605 shares (1)

Refer to Item 4 below.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

☐ N/A

Percent of Class Represented by Amount in Row (9)*

6.3% (2)

Refer to Item 4 below.

Type of Reporting Person (See Instructions)

IN

Represents 5,996,266 shares of Common Stock held directly by GCP IV and 1,058,339 shares of Common Stock held directly by other affiliated Globespan funds.

The percent of class was calculated based on 112,020,807 shares of Common Stock outstanding as of October 31, 2019 (as reported in the Issuer’s Form 10-Q filed with the SEC on November 6, 2019).

Name of Issuer

Address of Issuer’s Principal Executive Offices

Name of Person Filing

Address of Principal Business Office or, if none, Residence

Citizenship

Title of Class of Securities

CUSIP Number

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

[    ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

[    ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

[    ] Insurance Company as defined in Section 3(a)(19) of the Act

[    ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

[    ] An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

[    ] An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

[    ] A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

[    ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

[    ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment

Act of 1940 (15 U.S.C. 80a-3);

[    ] Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Ownership***

Amount Beneficially Owned***

Percent of Class

Number of shares as to which such person has:

sole power to vote or to direct the vote

shared power to vote or to direct the vote

sole power to dispose or to direct the disposition of

shared power to dispose or to direct the disposition of

Globespan Capital Partners IV, L.P. (“GCP IV”) directly holds 5,996,266 shares of Common Stock, which represents approximately 5.4% of the outstanding shares of Class A Common Stock.

Ownership of Five Percent or Less of a Class

Ownership of More than Five Percent on Behalf of Another Person

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Identification and Classification of Members of the Group

Notice of Dissolution of Group

Certification